OR

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule (13d-101)

(Amendment No. 6)

INFORMATION TO BE INCLUDED IN STATEMENTS

FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS

THERETO FILED PURSUANT TO RULE 13-d2(a)

OSISKO GOLD ROYALTIES LTD

(Name of Issuer)

Common Shares

(Title of Class of Securities)

68827L101

(CUSIP Number)

Soulef Hadjoudj

Caisse de dépôt et placement du Québec

1000, place Jean-Paul-Riopelle

Montréal, Québec

H2Z 2B3

(514) 847-5998

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

January 4, 2023

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

---

1	NAMES OF REPORTING PERSONS
	CDP Investissements Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Québec, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
		8	SHARED VOTING POWER
			8,970,040 (See Items 3 and 5)
		9	SOLE DISPOSITIVE POWER
		10	SHARED DISPOSITIVE POWER
			8,970,040 (See Items 3 and 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	8,970,040 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	4.9% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

(1) Caisse de dépôt et placement du Québec is the sole owner of CDP Investissements Inc, which directly holds 8,970,040 common shares. See Items 3 and 5 below.

 

(2) The percentage ownership interest is calculated based on 183,921,409 common shares outstanding, as reported in the Issuer’s press release dated December 8, 2022.

1	NAMES OF REPORTING PERSONS
	Caisse de dépôt et placement du Québec
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Québec, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
		8	SHARED VOTING POWER
			8,970,040 (See Items 3 and 5)
		9	SOLE DISPOSITIVE POWER
		10	SHARED DISPOSITIVE POWER
			8,970,040 (See Items 3 and 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	8,970,040 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	4.9% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) Caisse de dépôt et placement du Québec is the sole owner of CDP Investissements Inc., which holds 8,970,040 common shares. See Items 3 and 5 below.

 

(2) The percentage ownership interest is calculated based on 183,921,409 shares outstanding as reported in the Issuer’s press release dated December 8, 2022.

This amendment No. 6 (“Amendment No. 5”) amends the Schedule 13D originally filed on August 10, 2017, as amended by Amendment No. 1, dated July 7, 2021, Amendment No. 2, dated July 16, 2021, Amendment No. 3, dated November 11, 2022, Amendment No. 4, dated November 25, 2022 and Amendment No. 5, dated December 12, 2022 (as amended, the “Schedule 13D”) relating to the Common Shares (the “Shares”) issued by Osisko Gold Royalties Ltd (the “Issuer”).

The principal executive offices of the Issuer are located at 1100 des Canadiens-de-Montréal Avenue, # 300, Montreal (Quebec) CANADA, H3B 2S2.

Capitalized terms used but not defined in this Amendment No. 6 shall have the meanings set forth in the Schedule 13D.

Except as specifically amended by this Amendment No. 6, the Schedule 13D is unchanged.

 

Item 5 of the Schedule 13D is hereby amended and restated to read in full as follows:

 

“The percentage calculations set forth in this Item 5 and the information on the cover page are based on there being 183,921,409 Shares outstanding.

 

(a) and (b)

 

As a result of the transactions described in Item 3 and 4 of Schedule 13D and the transactions set forth in Annex B, CDP is the direct beneficial owner of 8,970,040 Shares. The Shares held by CDP represent approximatively 4.9 % of the Issuer's outstanding Shares. CDPQ, through its ownership of CDP, may be deemed to share voting and dispositive power over the Shares beneficially owned or deemed to be beneficially owned by CDP.

 

(c) The transactions by the Reporting Persons in the Shares during the past sixty days are set forth in Annex B. Except as otherwise disclosed therein, the Reporting Persons have not effected any transaction in the Shares in the last 60 days.

 

(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of the Shares beneficially owned by the Reporting Persons.

 

(e) Not applicable. ”

 

 

Item 7 of the Schedule 13D is hereby amended and supplemented by adding the following:

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Annex A

 

CDP INVESTISSEMENTS INC

Directors and Officers

 

 

CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC

 

Directors and Officers

 

Annex B

Schedule of Transactions

CDP Investissements Inc.

 

¹ All transactions were effected on the open market on the Toronto Stock Exchange

 

Caisse de dépôt et placement du Québec

 

None.