0000903423-18-000018.txt : 20180116 0000903423-18-000018.hdr.sgml : 20180116 20180116083441 ACCESSION NUMBER: 0000903423-18-000018 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180112 FILED AS OF DATE: 20180116 DATE AS OF CHANGE: 20180116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VIKING GLOBAL PERFORMANCE LLC CENTRAL INDEX KEY: 0001132625 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34949 FILM NUMBER: 18527412 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE STREET 2: 3RD FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE STREET 2: 3RD FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: VIKING GLOBAL PERFORMANC LLC DATE OF NAME CHANGE: 20010117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Equities II LP CENTRAL INDEX KEY: 0001413378 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34949 FILM NUMBER: 18527410 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: Greenwich STATE: ct ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: Greenwich STATE: ct ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: VIKING GLOBAL EQUITIES II LP DATE OF NAME CHANGE: 20070924 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Equities LP CENTRAL INDEX KEY: 0001101785 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34949 FILM NUMBER: 18527411 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: VIKING GLOBAL EQUITIES LP DATE OF NAME CHANGE: 20010122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VGE III Portfolio Ltd. CENTRAL INDEX KEY: 0001621620 STATE OF INCORPORATION: E9 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34949 FILM NUMBER: 18527409 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY FUND SRVCS (CAYMAN) STREET 2: CRICKET SQ, HUTCHINS DR, PO BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 BUSINESS PHONE: 441-295-9166 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY FUND SRVCS (CAYMAN) STREET 2: CRICKET SQ, HUTCHINS DR, PO BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Long Fund GP LLC CENTRAL INDEX KEY: 0001621607 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34949 FILM NUMBER: 18527407 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: (203) 863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Long Fund Master Ltd. CENTRAL INDEX KEY: 0001621596 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34949 FILM NUMBER: 18527408 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY FUND SRVCS (CAYMAN) STREET 2: CICKET SQ, HUTCHINS DR, PO BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 BUSINESS PHONE: 441-295-9166 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY FUND SRVCS (CAYMAN) STREET 2: CICKET SQ, HUTCHINS DR, PO BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Arbutus Biopharma Corp CENTRAL INDEX KEY: 0001447028 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 980597776 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100-8900 GLENLYON PARKWAY CITY: BURNABY STATE: A1 ZIP: V5J 5J8 BUSINESS PHONE: 604-419-3200 MAIL ADDRESS: STREET 1: 100-8900 GLENLYON PARKWAY CITY: BURNABY STATE: A1 ZIP: V5J 5J8 FORMER COMPANY: FORMER CONFORMED NAME: TEKMIRA PHARMACEUTICALS Corp DATE OF NAME CHANGE: 20110607 FORMER COMPANY: FORMER CONFORMED NAME: TEKMIRA PHARMACEUTICALS CORP DATE OF NAME CHANGE: 20081003 4 1 vikingf4aurbtusfirstt.xml OWNERSHIP DOCUMENT X0306 4 2018-01-12 0 0001447028 Arbutus Biopharma Corp ABUS 0001132625 VIKING GLOBAL PERFORMANCE LLC 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001101785 Viking Global Equities LP 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001413378 Viking Global Equities II LP 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001621620 VGE III Portfolio Ltd. 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001621596 Viking Long Fund Master Ltd. 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001621607 Viking Long Fund GP LLC 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 Series A Participating Convertible Preferred Shares 7.13 2018-01-12 4 P 0 664000 100 A 2021-10-16 Common shares, no par value 13025536 1164000 I See Footnotes Represents series A participating convertible preferred shares (the "Preferred Shares") purchased by Roivant Sciences Ltd. ("Roivant") for $100.00 per Preferred Share (the "Purchase Price"), which price is subject to increase to reflect the addition of any unpaid participating cash dividends and unpaid participating in-kind dividends. Subject to earlier conversion at Roivant's option upon the occurrence of certain limited events set forth in the amendment to the Notice of Articles and the Articles of the Issuer (the "Preferred Shares Articles Amendment"), the Preferred Shares mandatorily convert on October 16, 2021, to the extent not already converted, into (i) unpaid accrued participating in-kind dividends and cash for any unpaid accrued cash dividends, as set forth in the Preferred Shares Article Amendment, and (ii) common shares of the Issuer, no par value (the "Common Shares"), which is determined by dividing (a) the Purchase Price, plus an amount equal to 8.75% of the Purchase Price per year, compounded annually, by (b) the conversion price in effect at the time of conversion. Each Preferred Share is initially convertible based on a conversion price of $7.13, subject to adjustment for certain distributions and other transactions by the Issuer on or with respect to the Common Shares. O. Andreas Halvorsen, David C. Ott and Rose S. Shabet are Executive Committee members of certain management entities, including Viking Global Partners LLC, the general partner of Viking Global Investors LP ("VGI"), Viking Global Performance LLC ("VGP"), Viking Long Fund GP LLC ("VLFGP") and Viking Global Opportunities GP LLC ("Opportunities GP"), the sole owner of Viking Global Opportunities Portfolio GP LLC ("Opportunities Portfolio GP"). VGI provides managerial services to various investment funds, including Viking Global Equities LP ("VGE"), Viking Global Equities II LP ("VGE II"), VGE III Portfolio Ltd. ("VGE III"), Viking Long Fund Master Ltd. ("VLFM") and Viking Global Opportunities Illiquid Investments Sub-Master LP ("Opportunities Fund", and together with VGE, VGE II, VGE III and VLFM, the "Funds" and the Funds together with VGI, VGP, VLFGP, Opportunities GP, Opportunities Portfolio GP, O. Andreas Halvorsen, David C. Ott and Rose S. Shabet, the "Reporting Persons"). The Reporting Persons do not directly own any equity securities of the Issuer. The Reporting Persons acquired Roivant common shares on December 8, 2015. Roivant directly holds the 1,164,000 Preferred Shares reported herein. Due to certain governance arrangements set forth in Roivant's bye-laws, as of the appointment of an independent director (within the meaning of that term under Roivant's bye-laws) to Roivant's board of directors effective July 8, 2016, the Reporting Persons may be deemed to have beneficial ownership over the Preferred Shares held by Roivant. VGP is the general partner of VGE and VGE II and the investment manager of VGE III. VLFGP serves as the investment manager of VLFM. Opportunities GP serves as the sole member of Opportunities Portfolio GP. Opportunities Portfolio GP serves as the general partner of Opportunities Fund. The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. ((7) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (8) Each of O. Andreas Halvorsen, David C. Ott and Rose S. Shabet is signing as an Executive Committee Member of VIKING GLOBAL PERFORMANCE LLC, on behalf of itself and VIKING GLOBAL EQUITIES LP, VIKING GLOBAL EQUITIES II LP and VGE III PORTFOLIO LTD., and as an Executive Committee Member of VIKING LONG FUND GP LLC, on behalf of itself and VIKING LONG FUND MASTER LTD. (9) Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, VGI, Opportunities GP, Opportunities Portfolio GP, Opportunities Fund, O. Andreas Halvorsen, David C. Ott and Rose S. Shabet have jointly filed with the Reporting Persons on a separate Form 4 filing submitted on the same day hereof. /s/ O. ANDREAS HALVORSEN (7)(8) 2018-01-16 /s/ DAVID C. OTT (7)(8) 2018-01-16 /s/ ROSE S. SHABET (7)(8) 2018-01-16