Item - 2023.TA3.13

The Board of Directors of the Toronto Atmospheric Fund:  

1. Approved an investment of up to $1,000,000, subject to the terms and conditions outlined by the Direct Investment Committee at its meeting on July 11, 2023, as set out in Confidential Attachment 1 to the report (July 12, 2023) from the Vice President, Impact Investing.

2. Directed Toronto Atmospheric Fund’s Vice President, Impact Investing to confirm satisfactory final due diligence has been completed by PaceZero.

3. Directed Toronto Atmospheric Fund's Vice President, Impact Investing to implement the investment to the satisfaction of Toronto Atmospheric Fund’s Solicitor.

4. Directed that Confidential Attachment 1 to the report (July 12, 2023) from the Vice President, Impact Investing remain confidential in its entirety, as it contains commercial and financial information, supplied in confidence to the Toronto Atmospheric Fund, which, if disclosed, could reasonably be expected to significantly prejudice the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.

The Board of Directors of the Toronto Atmospheric Fund recessed its public meeting to meet in closed session to consider the item as it pertains to commercial and financial information explicitly supplied in confidence to the Toronto Atmospheric Fund, which, if disclosed, could reasonably be expected to significantly prejudice the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.

The Direct Investment Committee recommends an investment of up to $1,000,000 in a Second Lien Loan Facility. Due diligence demonstrates strong alignment with TAF’s mandate and appropriate risk-adjusted return. The allocation complies with TAF’s investment policy and target portfolio.