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
|
|
|
|
|
|
|
|
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
|
|
|
|
|
|
|
|
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
|
|
|
|
|
|
|
|
12
|
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
☐
|
|
|
|
|
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13
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
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14
|
TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
|
|
|
|
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|
|
(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)
|
|
|
|
|
|
|
|
5
|
CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D)
OR 2(E)
|
|
☐
|
|
|
|
|
|
6
|
CITIZENSHIP OR
PLACE OF ORGANIZATION
|
|
|
|
|
|
|
|
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
|
|
|
|
|
|
|
|
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.
ITEM 1. |
SECURITY
AND ISSUER.
|
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. |
INTEREST IN
SECURITIES OF THE ISSUER.
|
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. |
MATERIAL TO
BE FILED AS EXHIBITS
|
Item 7 of
the Schedule 13D is hereby amended and supplemented by adding the
following:
Exhibit
No.
|
Description
|
|
Joint Filing Agreement, dated as
of January 5, 2023, between the Reporting Persons.
|
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.
Dated: January 5, 2023
|
|
|
|
CDP
Investissements Inc.
|
|
|
|
By:
|
/S/ Alice Monet
|
|
|
Name:
|
Alice Monet |
|
|
Title:
|
Corporate
Secretary |
|
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.
Dated: January 5, 2023
|
|
|
|
CAISSE DE
DÉPÔT ET PLACEMENT DU QUÉBEC
|
|
|
|
By:
|
/S/ Soulef
Hadjoudj
|
|
|
Name:
|
Soulef Hadjoudj
|
|
|
Title:
|
Authorized Signatory
|
|
Annex A
CDP
INVESTISSEMENTS INC
Directors and Officers
Name
|
Business
Address
|
|
Principal Occupation or
Employment
|
Citizenship |
Kim Thomassin
|
1000, place
Jean-Paul-Riopelle
Montreal, Quebec, H2Z 2B3
|
|
Corporate Director and
President
|
Canadian
|
|
|
|
|
|
Christian Grimm
|
1000, place
Jean-Paul-Riopelle
Montreal, Quebec, H2Z 2B3
|
|
Corporate Director and
Vice-President
|
Canadian
|
|
|
|
|
|
Martin Longchamps
|
1000, place Jean-Paul
Riopelle
Montreal, Quebec, H2Z 2B3
|
|
Corporate Director
|
Canadian
|
|
|
|
|
|
Alice Monet
|
1000, place
Jean-Paul-Riopelle
Montreal, Quebec, H2Z 2B3
|
|
Corporate Secretary
|
Canadian
|
|
|
|
|
|
Mélanie Julien
|
1000, place
Jean-Paul-Riopelle
|
|
Assistant Corporate
Secretary
|
Canadian
|
CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC
Directors and Officers
Name
|
Business
Address
|
|
Principal Occupation or
Employment
|
Citizenship
|
Jean St-Gelais
|
1000, place
Jean-Paul-Riopelle
Montréal, Québec
H2Z 2B3
|
|
Chairman of the Board of
Directors
|
Canadian
|
Jean-François Blais
|
1000, place
Jean-Paul-Riopelle
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
|
Canadian
|
Ivana Bonnet Zivcevic
|
1000, place
Jean-Paul-Riopelle
Montréal, Québec
H2Z 2B3
|
|
Corporate Director, Senior
Country Officer, Crédit Agricole CIB Italy
|
Serbian,
French
|
Alain Côté
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
|
Canadian
|
René Dufresne
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
President and General Manager,
Retraite Québec
|
Canadian
|
Charles Emond
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
President, Chief Executive
Officer and Corporate Director
|
Canadian
|
Olga Farman
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director, Managing
Director, Norton Rose Fulbright
|
Canadian
|
Nelson Gentiletti
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
|
Canadian
|
Gilles Godbout
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
|
Canadian
|
Lynn Jeanniot
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
|
Canadian
|
Maria S. Jelescu
Dreyfus
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director, Chief
Executive Officer, Ardinall Investment Management
|
Romanian
|
Diane Lemieux
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director, President and
Chief Executive Officer, Commission de la construction du
Québec
|
Canadian
|
Martin Longchamps
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Private Equity
|
Canadian
|
Wendy Murdock
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Corporate Director
|
Canadian
|
Maxime Aucoin
|
1000, place
Jean-Paul-Riopelle
9th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Total Portfolio
|
Canadian
|
Helen Beck
|
1000, place
Jean-Paul-Riopelle
9th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Equity Markets
|
Canadian
|
Claude Bergeron
|
1000, place
Jean-Paul-Riopelle
9th floor
Montréal, Québec
H2Z 2B3
|
|
Chief Risk Officer and Head of
Depositor Relationships
|
Canadian
|
Marc-André Blanchard
|
1000, place
Jean-Paul-Riopelle
10th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of CDPQ Global
|
Canadian
|
Ani Castonguay
|
1000, place
Jean-Paul-Riopelle
10th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President, Public
Affairs
|
Canadian
|
Marc Cormier
|
1000, place
Jean-Paul-Riopelle
6th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Fixed Income
|
French and
Canadian
|
Martin Coiteux
|
1000, place
Jean-Paul-Riopelle
4th floor
Montréal, Québec
H2Z 2B3
|
|
Head of Economic Analysis and
Global Strategy
|
Canadian
|
Vincent Delisle
|
1000, place
Jean-Paul-Riopelle
7th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Liquid Markets
|
Canadian
|
Ève Giard
|
1000, place
Jean-Paul-Riopelle
5th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President, Talent
and Performance
|
Canadian
|
Emmanuel Jaclot
|
1000, place
Jean-Paul-Riopelle
8th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Infrastructure
|
French
|
Maarika Paul
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and
Chief Financial and Operations Officer
|
Canadian
|
Alexandre Synnett
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President, Private
Equity, Technology
|
Canadian
|
Kim Thomassin
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President and Head
of Québec
|
Canadian
|
Nathalie Palladitcheff
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
President and Chief Executive
Officer Ivanhoé Cambridge
|
French
|
Rana Ghorayeb
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
President and Chief Executive
Officer Otéra Capital
|
Canadian
|
Michel Lalande
|
1000, place
Jean-Paul-Riopelle
11th floor
Montréal, Québec
H2Z 2B3
|
|
Executive Vice-President, Legal
Affairs and Secretariat
|
Canadian
|
Annex
B
Schedule of Transactions
CDP
Investissements Inc.
Reporting Person
|
Date
of
Transaction
|
Security
|
Amount of
Securities Sold
|
Unit
Cost (CAD)
|
Where
and How
Effected1
|
CDP
Investissements Inc.
|
November 14,
2022
|
Common
Shares
|
94,593
|
$17.04
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 14,
2022
|
Common
Shares
|
100,000
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 18,
2022
|
Common
Shares
|
50,000
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 18,
2022
|
Common
Shares
|
7,100
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 21,
2022
|
Common
Shares
|
100,000
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 21,
2022
|
Common
Shares
|
50,000
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 21,
2022
|
Common
Shares
|
209,409
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 21,
2022
|
Common
Shares
|
2,600
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 22,
2022
|
Common
Shares
|
200,000
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 22,
2022
|
Common
Shares
|
16,810
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 23,
2022
|
Common
Shares
|
101,702
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 23,
2022
|
Common
Shares
|
500,000
|
$17.05
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc
|
November 23,
2022
|
Common
Shares
|
19,398
|
$17.08
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 24,
2022
|
Common
Shares
|
1,500
|
$17.11
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 24,
2022
|
Common
Shares
|
248,400
|
$17.04
|
Canada
Toronto
Stock
Exchange
|
1
All transactions were effected on the open market on the Toronto
Stock Exchange
CDP
Investissements Inc.
|
November 30,
2022
|
Common
Shares
|
300,000
|
$17.07
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
November 30,
2022
|
Common
Shares
|
156,727
|
$17.07
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 1,
2022
|
Common
Shares
|
37,842
|
$17.16
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 1,
2022
|
Common
Shares
|
250,000
|
$17.15
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 1,
2022
|
Common
Shares
|
293,975
|
$17.15
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 2,
2022
|
Common
Shares
|
95,958
|
$17.16
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 2,
2022
|
Common
Shares
|
150,000
|
$17.12
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 6, 2022
|
Common
Shares
|
7,234
|
$17.02
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 6,
2022
|
Common
Shares
|
100,000
|
$17.05
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 7,
2022
|
Common
Shares
|
288,966
|
$17.04
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 7,
2022
|
Common
Shares
|
50,000
|
$17.05
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 9,
2022
|
Common
Shares
|
50,000
|
$16.72
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 9,
2022
|
Common
Shares
|
250,000
|
$17.00
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
December 9,
2022
|
Common
Shares
|
9,500
|
$17.06
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
January 3,
2022
|
Common
Shares
|
13,800
|
$17.04
|
Canada
Toronto
Stock
Exchange
|
CDP
Investissements Inc.
|
January 4,
2022
|
Common
Shares
|
250,000
|
$17
|
Canada
Toronto
Stock
Exchange
|
Caisse de dépôt et placement du Québec
None.