0001209191-21-065762.txt : 20211119 0001209191-21-065762.hdr.sgml : 20211119 20211119153415 ACCESSION NUMBER: 0001209191-21-065762 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211117 FILED AS OF DATE: 20211119 DATE AS OF CHANGE: 20211119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Walker Paul Edward CENTRAL INDEX KEY: 0001553150 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36596 FILM NUMBER: 211428174 MAIL ADDRESS: STREET 1: 1954 GREENSPRING DRIVE STREET 2: SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Trillium Therapeutics Inc. CENTRAL INDEX KEY: 0001616212 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2488 DUNWIN DRIVE CITY: MISSISSAUGA STATE: A6 ZIP: L5L 1J9 BUSINESS PHONE: (416) 595-0627 MAIL ADDRESS: STREET 1: 2488 DUNWIN DRIVE CITY: MISSISSAUGA STATE: A6 ZIP: L5L 1J9 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-11-17 1 0001616212 Trillium Therapeutics Inc. TRIL 0001553150 Walker Paul Edward 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 1 0 0 0 Common Shares 2021-11-17 4 D 0 5736363 0.00 D 0 I See Note 2 Warrant to Purchase Common Shares 0.96 2021-11-17 4 D 0 850000 0.00 D 2024-02-28 Common Shares 850000 0 I See Note 2 Series II Non-Voting Convertible First Preferred Shares 0.00 2021-11-17 4 D 0 6750000 0.00 D Common Shares 6750000 0 I See Note 2 Warrant to Purchase Series II Preferred Shares 0.96 2021-11-17 4 D 0 5400000 0.00 D 2024-02-28 Series II Non-Voting Convertible First Preferred Shares 5400000 0 I See Note 2 Stock Option (Right to Buy) 12.03 2021-11-17 4 D 0 40000 0.00 D 2030-12-23 Common Shares 40000 0 D On November 17, 2021, PF Argentum Acquisition ULC, an indirect wholly owned subsidiary of Pfizer, Inc. (the "Purchaser") acquired all of the outstanding common shares of Trillium Therapeutics Inc. (the "Issuer") under a plan of arrangement pursuant to the Canada Business Corporations Act (British Columbia) (the "Plan of Arrangement"), whereby the Issuer became a wholly owned subsidiary of the Purchaser. At the Effective Time (the "Effective Time") of the Plan of Arrangement, all common shares and preferred shares (collectively, "Shares") of the Issuer that were issued and outstanding immediately prior to the Effective Time were converted into the right to receive $18.50 per share in cash (the "Consideration"). The Reporting Person is a manager of NEA 16 GP, LLC, which is the sole general partner of NEA Partners 16, L.P. ("NEA Partners 16"). NEA Partners 16 is the sole general partner of New Enterprise Associates 16, L.P. ("NEA 16"). NEA 16 is the sole member of Growth Equity Opportunities Fund V, LLC ("GEO V"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by GEO V in which the Reporting Person has no pecuniary interest. At the Effective Time, each warrant to purchase Shares (a "Warrant") outstanding immediately prior to the Effective Time was transferred to the Issuer for, at the holder's election: (x) a cash payment equal to the amount by which the Consideration exceeded the per share exercise price such Warrant, or (y) a cash payment equal to the amount by which the Black-Scholes value of such exceeded the per share exercise price of such Warrant. At the Effective Time, each option to purchase Shares (an "Option") outstanding immediately prior to the Effective Time was deemed to be assigned and transferred to the Issuer in exchange for a cash payment equal to the amount by which the Consideration exceeded the per share exercise price of such Option. /s/ Sasha Keough, attorney-in-fact 2021-11-19