Southpoint holdings in Adherex Technologies Inc. (TSX: AHX)
NEW YORK, Sept. 1 /CNW Telbec/ - Southpoint Capital Advisors LP ("Southpoint"), acting on behalf of certain Southpoint funds for which it serves as investment manager, announces that today, pursuant to securities laws, it is deemed to have acquired beneficial ownership of 158,496,000 common shares of Adherex Technologies Inc. ("Adherex"), representing approximately 30% of the outstanding Common Shares (calculated on a fully diluted basis).
The deemed acquisition of beneficial ownership in the common shares occurs as the commencement exercise date, being October 31, 2010, of previously acquired warrants is within 60 days following today's date. Southpoint filed a Schedule 13D in respect of the foregoing with the Securities and Exchange Commission on August 30, 2010.
The warrants were acquired pursuant to the April 30, 2010 private placement whereby Southpoint acquired 200,000,000 units ("Units") of Adherex, at a price of C$0.03 per Unit, each Unit being comprised of one common share of Adherex (a "Common Share") and one Common Share purchase warrant of Adherex (a "Warrant"). In accordance therewith, Southpoint was issued 200,000,000 Common Shares and 200,000,000 Warrants. Each whole Warrant entitles Southpoint to acquire one Common Share at a price of C$0.08 per Common Share until April 30, 2015. The securities comprising the Units were issued to Southpoint pursuant to the closing of a private placement financing by Adherex, which private placement was previously announced by Adherex and Southpoint in Adherex's April 20, 2010 press release. On June 8, 2010, Southpoint, acting through Southpoint Master Fund, LP, conveyed 41,504,000 units in a private transaction.
Southpoint now exercises control or direction over an aggregate of 200,000,000 Common Shares and 158,496,000 Warrants, representing approximately 68.1% of the outstanding Common Shares (calculated on a fully diluted basis).
Southpoint has acquired the Common Shares and Warrants for investment purposes. Depending on market and other conditions, Southpoint may change its beneficial ownership of, or control or direction over, Common Shares through market transactions, private agreements, treasury issuances, exercise of the Warrants or otherwise.
This press release has been issued in order to comply with applicable securities legislation.