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Automodular Corporation completes reverse take-over transaction with HLS Therapeutics pursuant to plan of arrangement

Fasken
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Overview

Client

Automodular Corporation

On March 12, 2018, HLS Therapeutics Inc. (“HLS”) completed its previously announced reverse take-over transaction with Automodular Corporation (“AMD”). The Transaction was structured as an amalgamation of the predecessor to HLS and AMD pursuant to a plan of arrangement under section 182 of the Business Corporations Act (Ontario). HLS is publicly traded on the TSX Venture Exchange under the symbol “HLS”.

Pursuant to the plan of arrangement, AMD shareholders received, for each AMD common share, 0.165834 HLS common shares and one HLS preferred share. Former HLS Therapeutics Inc. shareholders received, for each former HLS Therapeutics Inc. common share, one HLS common share. The HLS preferred shares were a form of contingent value right allowing AMD shareholders to have an equity stake linked to the outcome of litigation that had been ongoing for several years between AMD and General Motors.

HLS is a specialty pharmaceutical company primarily focused on products targeting the central nervous system and cardiovascular therapeutic areas.

Fasken advised AMD with a team that included Aaron Atkinson, Bradley Freelan, David Steinhauer, Jeremy Mandel, Ronald Nobrega (Tax), Jon Holmstrom (Banking) and Brad Moore (Litigation)

Team

  • Bradley A. Freelan, Partner | Mergers & Acquisitions, Toronto, ON, +1 416 865 4423, bfreelan@fasken.com
  • Ronald Nobrega, Partner | Tax Law, Toronto, ON, +1 416 865 4399, rnobrega@fasken.com
  • Jon J. Holmstrom, Partner | Banking & Finance, Toronto, ON, +1 416 865 5125, jholmstrom@fasken.com
  • Brad Moore, Partner | Litigation and Dispute Resolution, Toronto, ON, +1 416 865 4550, bmoore@fasken.com