The Lexpert Special Editions profiles selected Lexpert-ranked lawyers whose focus is in Corporate, Infrastructure, Energy and Litigation law and relevant practices. It also includes feature articles on legal aspects of Canadian business issues.
Issue link: https://digital.carswellmedia.com/i/1379015
APHRIA ESTABLISHING OF US$100- MILLION AT-THE-MARKET EQUITY PROGRAM CLOSING DATE: JULY 29, 2020 Aphria Inc. (TSX: APHA and Nasdaq: APHA) (Aphria) announced that it has estab- lished an "at-the-market" equity program (ATM Program) under which Aphria may from time to time sell an aggregate of up to US$100 million (or its Canadian dollar equivalent) of its common shares through Agents, as defined below. Any common shares sold under the ATM Program will be made through "at-the-market" distributions as defined under National Instrument 44-102 and sold through the TSX or the NASDAQ Global Select Market at the prevailing market price at the time of sale. Sales may also be made in privately negotiated transactions. Distributions of common shares through the ATM Program will be made pursuant to the terms of an equity distribution agree- ment dated July 29, 2020 among Aphria, Jefferies LLC and Canaccord Genuity LLC, as U.S. agents and Canaccord Genuity Corp. and Jefferies Securities, Inc. as Canadian agents (collectively, the Agents). Fasken Martineau DuMoulin LLP advised Aphria with a team led by Alex Nikolic and which included Allison Marks, Zach Austin and Jordana Keslassy (securities). APTOSE BIOSCIENCES INC. US$61.68-MILLION PUBLIC OFFERING OF COMMON SHARES CLOSING DATE: JULY 20, 2020 On July 20, 2020, Aptose Biosciences Inc. closed its public offering of common shares, amounting to gross proceeds of approximately US$61.6 million. is was a U.S.-only offering and no shares were offered or sold in Canada. e proceeds from this offering will be used to accelerate and expand clinical trials for Aptose's CG-806 and APTO-253 drugs as well as to acquire and fund additional clinical assets. McCarthy Tétrault LLP advised Aptose with a team led by Charles-Antoine Souliere and which included Isabelle Nazon and Laetitia Ouedraogo. Other firms involved: Goodwin Procter LLP; Dorsey & Whitney LLP FUSION PHARMACEUTICALS $212.5-MILLION IPO ANNOUNCEMENT DATE: JUNE 25, 2020 On June 25, 2020, Fusion Pharmaceuticals announced the pricing of its initial public offering of 12.5 million common shares at a public offering price of $17 per share. All of the shares are being offered by Fusion. e gross proceeds of the offering, before deducting underwriting discounts and commissions and other offering expenses payable by Fusion, are expected to be $212.5 million. Fusion Pharmaceuticals is a clinical-stage oncology company focused on developing next-generation radiopharmaceuticals as precision medicines. Employing a propri- etary Fast-Clear linker technology, Fusion connects alpha particle emitting isotopes to antibodies and other targeting molecules in order to selectively deliver the alpha emitting payloads to tumors. Osler Hoskin & Harcourt LLP advised Fusion Pharmaceuticals with a team consisting of Chad Bayne, Michael Grantmyre, Sahil Chopra (emerging and high growth companies), Desmond Lee, Amy Sigurdson (capital markets), Andrew MacDougall (corporate and governance), Lynne Lacoursière, Kelly O'Ferrall (execu- tive compensation), Shari Cohen (employ- ment and labour), Tim Hughes (tax) and Jacqueline Code (research). Goodwin Procter LLP acted as U.S. counsel to the company. Latham & Watkins LLP acted as U.S. counsel to the underwriters. Torys LLP acted as Canadian counsel to the underwriters. CHARLOTTE'S WEB HOLDINGS ACQUISITION OF ABACUS HEALTH PRODUCTS INC. CLOSING DATE: JUNE 11, 2020 On June 11, 2020, Charlotte's Web Holdings, Inc. and Abacus Health Products, Inc. announced the completion of their previously announced arrange- ment. Under the terms of the arrange- ment, Charlotte's Web acquired all of the issued and outstanding shares of Abacus. Charlotte's Web is America's largest vertically integrated cannabidiol ("CBD") company that produces and distributes hemp extract and hemp-derived CBD wellness products. Abacus Health focuses on over-the-counter topical products combining active pharmaceutical ingredi- ents with hemp extract. is acquisition expands Charlotte's Web product port- folio in the fast-growing topicals category. Osler Hoskin & Harcourt LLP advised Abacus with a team consisting of Eric Levy, Bastien Gauthier, Jean-Philippe Bertrand, Erick Lauzière, Jordana Corber- Tovel (corporate), Jason Comerford (U.S. corporate), Manon ivierge (tax) and Kevin Colan (U.S. tax). DLA Piper (Canada) LLP acted as legal counsel to Charlotte's Web with a team that included Jarrod Isfeld, Russel Drew, Kevin Fritz (tax), Sangeetha Punniyamoorthy (IP), Amanda Vogeli, Mackenzie Clark, Jeff Baglio (San Diego), SeoJung Park (Silicon Valley), Ute Krudewagen (Silicon Valley), Patrick O'Malley (San Diego), Stefanie Fogel (Boston), Margaret Craig (Boston), Paolo Morante (New York), Julia Kovacs (Washington), and Andrew Much (Atlanta). www.lexpert.ca 33