0001144204-18-002187.txt : 20180116
0001144204-18-002187.hdr.sgml : 20180116
20180116085627
ACCESSION NUMBER: 0001144204-18-002187
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: Oren Dan
CENTRAL INDEX KEY: 0001636701
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34949
FILM NUMBER: 18527459
MAIL ADDRESS:
STREET 1: 1 DEXCEL STREET
CITY: OR AKIVA
STATE: L3
ZIP: 30600000
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dexxon Holdings Ltd.
CENTRAL INDEX KEY: 0001636684
STATE OF INCORPORATION: L3
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34949
FILM NUMBER: 18527458
BUSINESS ADDRESS:
STREET 1: 1 DEXCEL STREET
CITY: OR AKIVA
STATE: L3
ZIP: 30600000
BUSINESS PHONE: 972-4-636404
MAIL ADDRESS:
STREET 1: 1 DEXCEL STREET
CITY: OR AKIVA
STATE: L3
ZIP: 30600000
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dexcel Pharma Technologies Ltd.
CENTRAL INDEX KEY: 0001720007
STATE OF INCORPORATION: L3
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34949
FILM NUMBER: 18527457
BUSINESS ADDRESS:
STREET 1: 1 DEXCEL STREET
CITY: OR AKIVA
STATE: L3
ZIP: 3060000
BUSINESS PHONE: 97246364040
MAIL ADDRESS:
STREET 1: 1 DEXCEL STREET
CITY: OR AKIVA
STATE: L3
ZIP: 3060000
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
tv476968_4.xml
OWNERSHIP DOCUMENT
X0306
4
2018-01-12
0
0001447028
Arbutus Biopharma Corp
ABUS
0001636684
Dexxon Holdings Ltd.
1 DEXCEL STREET
OR AKIVA
L3
3060000
ISRAEL
0
0
1
0
0001720007
Dexcel Pharma Technologies Ltd.
1 DEXCEL STREET
OR AKIVA
L3
3060000
ISRAEL
0
0
1
0
0001636701
Oren Dan
1 DEXCEL STREET
OR AKIVA
L3
3060000
ISRAEL
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 3 and 4
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.
Dexxon Holdings Ltd. ("Dexxon"), Dexcel Pharma Technologies Ltd. ("DPT") and Dan Oren (together with Dexxon and DPT the "Reporting Persons") are filing this Form 4 because they may be deemed to have dispositive power and, therefore, beneficial ownership, over the Preferred Shares held by Roivant. Roivant's bye-laws provide Dexxon and DPT, voting unanimously with three other major shareholders of Roivant, with the right to override certain decisions of Roivant's board of directors, including with respect to dispositions of the Preferred Shares.
Voting and dispositive decisions of Dexxon are made by its sole director, Dan Oren. Voting and dispositive decisions of DPT are made by its President and Chief Executive Officer, Dan Oren. Dan Oren is ultimately the sole shareholder of each of Dexxon and DPT. Accordingly, Dan Oren may be deemed to have investment control over the Preferred Shares owned directly by Roivant. The Reporting Persons do not directly own any Preferred Shares. The Reporting Persons disclaim beneficial ownership of the Preferred Shares owned by Roivant, except to the extent of their pecuniary interest therein. The filing of this statement shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise.
/s/ Dexxon Holdings Ltd. by Dan Oren, Director
2018-01-16
/s/ Dexcel Pharma Technologies Ltd. by Dan Oren, President & CEO
2018-01-16
/s/ Dan Oren
2018-01-16