Atlas Venture Associates - Early Warning Report and press release
TORONTO, March 31 /CNW/ -
1. Name and address of the offeror
Atlas Venture Associates VI, L.P.
890 Winter Street, Suite 320
Waltham, MA 02451
Atlas Venture Associates VI, Inc.
890 Winter Street, Suite 320
Waltham, MA 02451
Atlas Venture Fund VI, L.P.
890 Winter Street
Waltham, MA 02451
Atlas Venture Fund VI GmbH & Co. KG
890 Winter Street
Suite 320
Waltham, MA 02451
Atlas Venture Entrepreneurs' Fund VI, L.P.
890 Winter Street
Suite 320
Waltham, MA 02451
Atlas Venture Fund VI, L.P. ("AVF VI LP"), Atlas Venture Fund VI GmbH
& Co. KG ("AVF VI KG"), Atlas Venture Entrepreneurs' Fund VI, L.P.
("AVEF VI LP"), Atlas Venture Associates VI, L.P. ("AVA VI LP") and
Atlas Venture Associates VI, Inc. ("AVA VI INC") are collectively
hereinafter referred to collectively as the "Offeror".
2. The designation and number or principal amount of securities and the
offeror's security holding percentage in the class of securities of
which the offeror acquired ownership or control in the transaction or
occurrence giving rise to the obligation to file the news release,
and whether it was ownership or control that was acquired in those
circumstances.
On March 27th, 2008, the Offeror acquired ownership and control of
1,250,000 common shares (the "Purchased Shares") in the capital of
Akela Pharma Inc. (the "Company") representing approximately 6.1% of
the 20,393,294 issued and outstanding common shares of the Company.
Additionally, the Offeror acquired warrants convertible into 625,000
common shares of the Company, representing approximately 3.06% of the
20,393,294 issued and outstanding common shares of the Company.
3. The designation and number or principal amount of securities and the
offeror's security holding percentage in the class of securities
immediately after the transaction or occurrence giving rise to the
obligation to file a news release.
After giving effect to the acquisition noted in item 2, above, the
Offeror owns and controls 2,249,746 common shares (the "Shares") in
the capital of the Company representing approximately 11.03% of the
20,393,294 issued and outstanding common shares of the Company.
The Offeror also holds warrants convertible into 625,000 common
shares of the Company, representing, if exercised, approximately an
additional 3.06% of the 20,393,294 issued and outstanding common
shares of the Company.
4. The designation and number or principal amount of securities and the
percentage of outstanding securities of the class of securities
referred to in paragraph 3 over which:
(i) the offeror, either alone or together with joint actors, has
ownership and control,
The Offeror owns and controls 2,249,746 common shares in the
capital of the Company representing approximately 11.03% of the
20,393,294 issued and outstanding common shares of the Company,
and warrants convertible into 625,000 common shares of the
Company, representing, if exercised, approximately an
additional 3.06% of the 20,393,294 issued and outstanding
common shares of the Company. See item 8, below.
(ii) the offeror, either alone or together with joint actors, has
ownership but control is held by other persons or companies
other than the offeror or any joint actor.
None.
(iii) the offeror, either alone or together with joint actors, has
exclusive or shared control but does not have ownership.
None.
5. The name of the market in which the transaction or occurrence that
gave rise to the news release took place.
The Toronto Stock Exchange.
6. The purpose of the offeror and any joint actors in effecting the
transaction or occurrence that gave rise to the news release,
including any future intention to acquire ownership of, or control
over, additional securities of the reporting issuer.
The Purchased Shares were acquired in the ordinary course of the
Offeror's investment activities. The Offeror has no current plan or
proposal which relates to, or would result in acquiring additional
ownership or control over the securities of the Company. The Offeror
may or may not purchase or sell securities of the Company in the
future on the open market or in private transactions, depending on
market conditions and other factors material to the Offeror's
investment decisions.
7. The general nature and the material terms of any agreement, other
than lending arrangements, with respect to securities of the
reporting issuer, entered into by the offeror, or any joint actor,
and the issuer of the securities or any other entity in connection
with the transaction or occurrence giving rise to the news release,
including agreements with respect to the acquisition, holding,
disposition or voting of any securities.
Not applicable.
8. The names of any joint actors in connection with the disclosure
required by this form.
AVA VI LP is the managing limited partner or general partner of each
of AVF VI LP, AVF VI KG and AVEF VI LP, and by virtue of such status
has shared voting and investment power with respect to securities
owned and held by AVF VI LP, AVF VI KG and AVEF VI LP and may be
deemed to be the beneficial owner of such securities. AVA VI INC, as
general partner of AVA VI LP, has shared voting and investment power
with respect to securities owned and held by AVF VI LP, AVF VI KG and
AVEF VI LP and may be deemed to be the beneficial owner of such
securities. AVA VI LLP and AVA VI INC disclaim beneficial ownership
of the Shares held by AVF VI LP, AVF VI KG and AVEF VI LP, except to
the extent of any pecuniary interest, and this report shall not be
deemed to be an admission that they are the beneficial owners of the
Shares.
After giving effect to the acquisition noted in item 2, above, the
Offeror owned and controlled 2,249,746 common shares (the "Shares")
in the capital of the Company representing approximately 11.03% of
the issued and outstanding common shares of the Company, and warrants
convertible into 625,000 common shares of the Company, representing,
if exercised, an additional approximately 3.06% of the issued and
outstanding common shares of the Company
9. In the case of a transaction or occurrence that did not take place on
a stock exchange or other market that represents a published market
for the securities, including an issuance from treasury, the nature
and value of the consideration paid by the offeror.
Not applicable.
10. If applicable, a description of any change in any material fact set
out in a previous report by the entity under the early warning
requirements or Part 4 in respect of the reporting issuer's
securities.
Not applicable.
DATED at Toronto this 31st day of March, 2008.
For further information: Frank Castellucci, (781) 622-1700
