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Top lawyer calls lack of scrutiny in Torstar sale 'very disappointing' – BNN



He’s by no means throwing in the towel in the fight against a proposed privatization of Torstar Corp., but one of Canada’s top securities lawyers said he was disappointed by the reception he received from Ontario Securities Commission regulators last week.

Joseph Groia, a Toronto-based securities lawyer and former OSC director of enforcement who currently represents two of the newspaper publisher’s aggrieved shareholders, told BNN Bloomberg he was dismayed by the reaction in that meeting after presenting his view on how the sale suffers from a lack of disclosure that could hurt Torstar’s minority shareholders ahead of a vote scheduled for Tuesday. 

“We outlined for them the concerns of a number of Torstar shareholders and it’s fair to say the commission’s reaction is that we could either go to court or perhaps do something on our own,” Groia said in an interview with BNN Bloomberg Monday.

“On behalf of all investors in Canadian capital markets, that’s a very disappointing reaction from Canada’s leading securities regulator.”

Groia’s comments come amid multiple letters to the regulator from stakeholders who are urging it to intervene in the sale of the 128-year-old publisher to Nordstar Capital Inc., with a former senior Torstar executive and the head of the Ontario New Democratic Party among the latest to chime in.  

NordStar, a firm led by businessman Jordan Bitove, former Fairfax Financial Holdings Ltd. president Paul Rivett and former Ontario premier David Peterson, raised its offer for Torstar to 74 cents per share earlier this month from the previous offer of 63 cents per share after another proposal surfaced. 

That rival approach came from Canadian Modern Media Holdings Inc., a firm led by Avesdo chief executive officer Tyler Proud, and valued Torstar at 80 cents per share as well as an additional 50 cents per share from contingency payments tied to future asset sales.

While Nordstar’s sweetened bid won the backing of a Fairfax subsidiary as well as trustees of the Torstar Voting Trust, some of the newspaper chain’s investors were upset that the rival unsolicited option was left on the sidelines.  

Ontario NDP leader Andrea Horvath said the OSC should hold a hearing to consider whether the rights of minority investors have been respected and protected in the proposed sale, she wrote in a letter to OSC chair Grant Vingoe that was obtained by BNN Bloomberg.

“A hearing would bring transparency to the process and would help to ensure that the rights of minority investors are fully respected and protected. As you know, Torstar has a unique ownership structure, which leaves these minority investors particularly vulnerable,” Horvath wrote in the letter.

An OSC spokesperson said Monday that a hearing would only take place if the regulator’s Office of the Secretary issues a notice for one to be held. 

Patrick Collins, a former Torstar executive vice-president, said in a letter submitted to the OSC on July 17 that Fairfax’s actions have “shaken my trust in the financial oversight in Canada as the self-dealing and abuse of power is there for all to see.” Fairfax owns approximately 40 per cent of Torstar, according to Bloomberg data. Collins told BNN Bloomberg that he owns approximately 1.1 million shares in the company.

His complaint centres on Rivett’s association with the NordStar group, which came shortly after he stepped down from his role as a senior Fairfax executive where he was the financial service firm’s “point person” for Torstar’s sale process, initiated by the publisher’s board in September 2019, according to a management circular. 

“I don’t know if Fairfax or Torstar shareholders should be the most outraged by this self-dealing,” wrote Collins in his complaint to the OSC. “Mr. Rivett had a fiduciary responsibility to Fairfax shareholders and by working with Mr. Bitove he placed his interests ahead of the shareholders who trusted him to look after their interests with the full consent of Prem Watsa.”

Collins added that Torstar’s shareholders “have the right to know the truth and not be railroaded into a sale of their shares at a significant discount to their value.”

“There is nothing about this deal that passes the smell test and the OSC should use its powers to do right by all shareholders,” he said.

Bitove said in an email to BNN Bloomberg that “NordStar is looking forward to a bright future as the owner of Torstar. We are confident of the process that has gotten us here.” A spokesperson for Nordstar did not make Rivett available for comment.

Peterson ​told BNN Bloomberg on Friday that the NordStar bid “has been totally transparent​.” 

A representative from Fairfax wasn’t immediately available to comment on Collins’ complaint to the OSC.

After Tuesday’s vote, Groia said investors may have one final opportunity to express their concerns about the sale during a hearing Thursday at the Ontario Superior Court where a judge will decide whether or not to approve the deal.

“I hope a court at least is going to be asked to take a good hard look to see how solid [NordStar’s] offer was and how Torstar handed it when it came in,” Groia said.  ​

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COVID-19: Ottawa adult vaccinations at 69 per cent; Ontario reports 192 new cases – Ottawa Citizen



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Ottawa Public Health reported Friday that 69 per cent of adults in the capital are fully vaccinated.

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According to the OPH vaccination dashboard, updated Friday morning, 591,639 people aged 18 and over have the two shots.

In all, 83 per cent of the population 12 years and older has received one dose.

Seven new cases of COVID-19 were reported in Ottawa on Friday, bringing the total number of cases since the pandemic began to 27,268.

The death toll remains unchanged at 593.

Ottawa Public Health knows of 41 active cases in the region. However, there are no COVID-19 patients in hospital.

In indicators of interest, the rolling seven-day average of cases per 100,000 residents is 3.9, while the populations per cent positivity in testing is 0.5.

The reproductive number, the average number of people that one infected person will pass on a virus to, is 1.28.

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Latest COVID-19 news in Ottawa

Ontario reported 192 new confirmed cases of COVID-19 and one new death on Friday.

While it’s the second week the province’s numbers have been below 200, confirmed cases have climbed significantly from Monday, when 130 new cases were reported.

Currently, there are 137 people in hospital in Ontario, with 136 in ICU due to COVID-related illness and 84 on a ventilator. (Ontario Public Health statistics of ICU hospitalizations and ventilator cases contain some patients who no longer test positive for COVID-19 but who are being treated for conditions caused by the virus.)

There have been 548,986 confirmed cases and 9,308 deaths since the pandemic began.

In health regions in the Ottawa area, Renfrew and District reported three new cases. There were no new cases reported in the Eastern Ontario Health Unit, Kingston or Leeds, Grenville and Lanark units.

Latest COVID-19 news in Quebec

Quebec reported 101 new cases of COVID-19 and one more death Friday morning.

Hospitalizations in the province declined by four patients, for a total of 67. The number of cases in ICU were unchanged at 21.

The province administered 94,624 additional vaccine doses were administered over the previous 24 hours.

Since the beginning of the pandemic, Quebec has reported 376,530 cases and 11,239 deaths linked to COVID-19.

Latest COVID-19 news in Canada

Canada’s Chief Public Health Officer Dr. Theresa Tam reported Friday that 46.7 million doses of vaccine have been administered in Canada, and more than 60 per cent of people over the age of 12 have been fully vaccinated.

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Dutch Teen Who Went to Space With Jeff Bezos Told Him He’s Never Bought Anything on Amazon – Gizmodo



New Shepard lifts off from Launch Site One in West Texas with four humans on board. (July 20, 2021)

The award for “Best Small Talk on a Flight to Space” goes to Oliver Daemen, the 18-year-old from the Netherlands who was part of Blue Origin’s inaugural crewed flight to space earlier this week. On the roughly 10-minute flight, Daemon told Amazon founder Jeff Bezos what probably sounded like blasphemy to his billionaire ears: He had never bought anything on Amazon.

In an interview with Reuters on Friday, Daemen recounted his first flight to space, from when he got the call asking him if he was interested to the conversations he had with his crewmates, which included Bezos, his brother Mark Bezos, and 82-year-old pilot Wally Funk. Daemen, whose father is the CEO of a private equity firm in the Netherlands, became the youngest person to ever fly to space, while Funk became the oldest.

The teen also holds the distinction of surprising Bezos, whose Amazon empire has made him one of the richest men in the world.

“I told Jeff, like, I’ve actually never bought something from Amazon,” Daemen told Reuters. “And he was like, ‘oh, wow, it’s [been] a long time [since] I heard someone say that.’”

Considering that Bezos thanked “every Amazon employee and every Amazon customer” for making the flight possible after he and the crew returned to Earth, Daemen’s comments may have been a little awkward. However, it’s nice (and kind of funny) to hear that someone was frank with him. Bezos no doubt has enough people telling him that Amazon is God’s gift to humanity, so it’s cool to see one of the youths set him straight.

Daemen wasn’t originally supposed to go on the flight with Bezos and crew. He was offered the opportunity after the winner of the online auction for the seat, whose identity is still unknown and who paid a whopping $28 million for it, said they couldn’t go because of “scheduling conflicts.” Daemen, who was a participant in the auction and had already secured a spot on the second flight, was then moved up on the list. His father, Joes Daemen, paid for the seat.

According to Daemen, his family didn’t pay anything near what the mysterious bidder paid for the opportunity.

“We didn’t pay even close to $28 million, but they chose me because I was the youngest and I was also a pilot and I also knew quite a lot about it already,” he said.

The teen, who will begin his studies at Utrecht University in September, said he wasn’t sure what he wanted to do professionally, but would consider focusing on space travel. He also told the outlet that his fellow travelers were “super fun and all down to Earth.” Well, considering Daemen’s referring to a man that wants to stupidly move all polluting industry into space, I’m not sure I’m sold on that.

Congratulations on the award for that great small talk, though.

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Several Ontario mass vaccination clinics wind down as focus shifts to smaller sites – CP24 Toronto's Breaking News



The Canadian Press

Published Friday, July 23, 2021 1:37PM EDT

Last Updated Friday, July 23, 2021 1:37PM EDT

Several mass COVID-19 vaccination clinics across Ontario are winding down as first-dose registrations wane and communities shift their focus to smaller venues.

The large clinics held in local arenas, hospitals and recreation centres across the province have been a key part of the vaccine rollout that began in the winter.

Now that first-dose vaccination coverage has hovered at around 80 per cent for adults provincewide, many health units are beginning the transition to smaller, more targeted vaccination approaches.

“Our large-scale clinics are ending because they are no longer filling up,” the Northwestern Health Unit, which covers the city of Kenora, Ont., and surrounding communities, said in a statement this week as its mass clinics wrapped up operations. “Once they are over, we will provide the vaccine in our offices and at smaller clinics in the community.”

Grey Bruce, a current hot spot for the more infectious Delta COVID-19 variant, is also shutting down its mass clinics at the end of the month to return the large sites for community use.

The health unit is advising people with shots booked for August and beyond to reschedule, and is offering smaller clinics across the region that includes several rural areas.

People living in the Wellington-Dufferin-Guelph region were urged this week to seek out their shots before the local health unit starts closing mass clinics the week of Aug. 6.

“I encourage people to take advantage of the thousands of available appointments at our clinics before we move to the next phase,” Rita Isley, director of community health for the region, said in a statement. “These last few weeks of our mass clinics are the easiest way to get your shot.”

The health unit said it will shift to small clinics and pop-ups “into the fall” after the last of the large clinics close on Aug. 20.

Larger cities are also following the trend, with Mississauga, Ont., aiming to close a convention centre used as a vaccination site on Monday, with another hospital clinic closing the next day.

Mayor Bonnie Crombie said the transition away from mass clinics is part of the city’s focus on bringing vaccines to the least-immunized communities, with more emphasis planned on pop-ups, drive-thru clinics and primary care sites.

“This is a good news story and it shows that our mass vaccination clinics have done their job getting the majority of our people vaccinated,” Crombie told reporters on Thursday.

“We can now look at this period as the home stretch of our initial vaccine rollout to get to that final 10 to 20 per cent of our population and ensure that they, too, are vaccinated.”

​Kingston, Ont.’s health unit announced last week that it would enter a “new phase” of its vaccination effort, with plans to shut down mass clinics beginning in August and shift to pharmacy, mobile and primary care sites.

Mass clinics in the London, Ont., will see reduced hours in the coming weeks amid dwindling demand, the health unit announced this week. It said immunizations have sped up and many people have moved up their second-dose appointments that were scheduled for the fall, meaning the large sites won’t be needed.

“As the health unit turns its focus to individuals in the community, the vaccination effort will rely on mobile and walk-in pop-up clinics, as well as providing opportunities to be vaccinated at community events,” the Middlesex-London Heath Unit said in a statement.

Health Minister Christine Elliott said earlier this month that primary care sites would become more essential to the province’s vaccination plan as mass clinics at hospitals, stadiums and other large venues wind down and resume their old uses.

A spokeswoman for Elliott said targeted vaccination strategies will play a greater role going forward as the province aims to reach vaccine hesitant communities.

“The province is working with the public health units to improve vaccination rates through mobile clinics and community-based pop-ups, dedicated clinic days for people with disabilities, holding townhall meetings in multiple languages, and providing services such as transportation, translation services, and drive-through clinics,” Alexandra Hilkene said in a statement on Friday.

The Grey Bruce health unit noted this week that its local COVID-19 situation is now a “pandemic of the unvaccinated,” a trend documented around the world.

The health unit says 95 per cent of cases reported in the first two weeks of July were among people not fully vaccinated, and encouraged people to get their shots, noting that it’s likely that vaccinated people may be subject to fewer restrictions such as isolation rules in the event of future outbreaks.

“Vaccinating the majority of people sets us on the road to return to normal,” it said.

Ontario reported 192 new COVID-19 cases on Friday and one death from the virus. Sixty-six per cent of Ontario adults are now fully vaccinated.

This report by The Canadian Press was first published July 23, 2021.

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