0000315066-14-002832.txt : 20140410 0000315066-14-002832.hdr.sgml : 20140410 20140410095904 ACCESSION NUMBER: 0000315066-14-002832 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140410 DATE AS OF CHANGE: 20140410 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NORDION INC. CENTRAL INDEX KEY: 0001057698 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-60353 FILM NUMBER: 14755258 BUSINESS ADDRESS: STREET 1: 447 MARCH ROAD CITY: OTTAWA STATE: A6 ZIP: K2K 1X8 BUSINESS PHONE: 613.592.3400 MAIL ADDRESS: STREET 1: 447 MARCH ROAD CITY: OTTAWA STATE: A6 ZIP: K2K 1X8 FORMER COMPANY: FORMER CONFORMED NAME: MDS INC. DATE OF NAME CHANGE: 20090501 FORMER COMPANY: FORMER CONFORMED NAME: MDS INC DATE OF NAME CHANGE: 19980312 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FMR LLC CENTRAL INDEX KEY: 0000315066 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 061209781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 245 SUMMER STREET CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6175706339 MAIL ADDRESS: STREET 1: 245 SUMMER STREET CITY: BOSTON STATE: MA ZIP: 02210 FORMER COMPANY: FORMER CONFORMED NAME: FMR CORP DATE OF NAME CHANGE: 19920717 SC 13G 1 filing.txt SCHEDULE 13G Amendment No. 0 NORDION INC Common Stock Cusip #65563C105 Cusip #65563C105 Item 1: Reporting Person - FMR LLC Item 4: Delaware Item 5: 6,796,366 Item 6: 0 Item 7: 6,796,366 Item 8: 0 Item 9: 6,796,366 Item 11: 10.978% Item 12: HC Cusip #65563C105 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 6,796,366 Item 8: 0 Item 9: 6,796,366 Item 11: 10.978% Item 12: IN SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Item 1(a). Name of Issuer: NORDION INC Item 1(b). Name of Issuer's Principal Executive Offices: 447 MARCH ROAD Ottawa, ON K2K1X8 Canada Item 2(a). Name of Person Filing: FMR LLC Item 2(b). Address or Principal Business Office or, if None, Residence: 245 Summer Street, Boston, Massachusetts 02210 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 65563C105 Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) and the person filing, FMR LLC, is a parent holding company in accordance with Section 240.13d- 1(b)(ii)(G). (Note: See Item 7). Item 4. Ownership (a) Amount Beneficially Owned: 6,796,366 (b) Percent of Class: 10.978% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 6,796,366 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 6,796,366 (iv) shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class. Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of NORDION INC. The interest of one person, Fidelity Canadian Large Cap Fund, an open-end mutual fund trust formed under the laws of Ontario and governed by a Master Declaration of Trust, in the Common Stock of NORDION INC, amounted to 3,590,866 shares or 5.800% of the total outstanding Common Stock at March 31, 2014. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See attached Exhibit A. Item 8. Identification and Classification of Members of the Group. Not applicable. See attached Exhibit A. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. 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. April 9, 2014 Date /s/ Scott C. Goebel Signature Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Pyramis Global Advisors, LLC ("PGALLC"), 900 Salem Street, Smithfield, Rhode Island 02917, an indirect wholly-owned subsidiary of FMR LLC and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is the beneficial owner of 6,625,666 shares or 10.702% of the outstanding Common Stock of NORDION INC as a result of its serving as investment adviser to institutional accounts, non-U.S. mutual funds, or investment companies registered under Section 8 of the Investment Company Act of 1940 owning such shares. The ownership of one open-end mutual fund trust, Fidelity Canadian Large Cap Fund, amounted to 3,590,866 shares or 5.800% of the Common Stock outstanding. Fidelity Canadian Large Cap Fund has its principal business office at 900 Salem Street, Smithfield, Rhode Island 02917. Edward C. Johnson 3d and FMR LLC, through its control of PGALLC, each has sole dispositive power over 170,700 shares and sole power to vote or to direct the voting of 6,625,666 shares of Common Stock owned by the institutional accounts or funds advised by PGALLC as reported above. Members of the family of Edward C. Johnson 3d, Chairman of FMR LLC, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. The Johnson family group and all other Series B shareholders have entered into a shareholders' voting agreement under which all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares. Accordingly, through their ownership of voting common shares and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR LLC. SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) RULE 13d-1(f)(1) AGREEMENT The undersigned persons, on April 9, 2014, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the Common Stock of NORDION INC at March 31, 2014. FMR LLC By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries Edward C. Johnson 3d By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of Edward C. Johnson 3d Pyramis Global Advisors, LLC By /s/ Brenda Talbot Brenda Talbot Vice President - Fidelity Management Research Company Duly authorized under Power of Attorney dated March 28, 2014, by Douglas R. Moore, Chief Financial Officer Document-Separator. This page separates the filing documents of two notifications. Page of Exhibit A