On June 12, 2002, YM BioSciences Inc., a biopharmaceutical company engaged in licensing and developing innovative cancer therapeutics, completed a public offering of 3,750,000 Class B Perferred Shares, Series 1 for aggregate gross proceeds of $15 million pursuant to a prospectus dated May 31, 2002. The offering effectively constituted YM’s initial public offering because, although YM was already a reporting issuer in Ontario and Saskatchewan, its shares were not listed and no previous offering had been made broadly to the public.
The Class B Preferred Shares, Series 1 have substantially all the attributes of YM’s voting common shares, including voting entitlements. The Class B Perferred Shares Series 1 will automatically convert into voting common shares of YM one year after the date of issue (so long as the common shares are listed on the Toronto Stock Exchange or another prescribed stock exchange under the Income tax Act (Canada) at that time), or earlier in the event of a take-over bid for YM’s common shares or certain other transactions involving a change of control of YM.
The Class B Preferred Shares, Series 1 are listed on both the Toronto Stock Exchange and the Alternative Investment Market (AIM) of the London Stock Exchange, and the voting common shares will be listed on those exchanges upon the conversion of the Class B Preferred Shares. The parties understand this to be the first ever concurrent original listing on the TSX and AIM.
The offering was completed through an agency group led by Canaccord Capital (Europe) Limited and it Canadian affiliate Canaccord Capital Corporation, and including Salman Partners Inc.
Heenan Blaikie LLP represented the Company with a team comprised of Gregory Colford and Jennifer Abriel (corporate/securities), with assistance from Charles Reagh of Stewart McKelvey Stirling Scales regarding Nova Scotia corporate law matters. Eileen McMahon and Adrian Kaplan of Donahue LLP (now with Torys LLP) provided intellectual property advice to the Company.
Blake, Cassels & Graydon LLP represented the agents with a team comprised of John Kolada, Brendan Reay and John Bursic (corporate/securities), Elizabeth McNaughton (drug regulatory matters), Chris Hale and Chris Hunter (intellectual property) and Jeffrey Trossman and Brian Bailey (tax).
Charles Russell advised on U.K. aspects of the transaction with a team comprised of Clive Hopewell and Alexander Keepin.