Item 8.01. Other Events.
As previously disclosed, on August 20, 2021, Trillium Therapeutics Inc., a
corporation existing under the laws of the Province of British Columbia
("Trillium") entered into a definitive arrangement agreement (the "Arrangement
Agreement") with Pfizer Inc., a Delaware corporation ("Pfizer") and PF Argentum
Acquisition ULC, an unlimited liability company formed under the laws of the
Province of British Columbia and an indirect, wholly-owned subsidiary of Pfizer
("Purchaser"), under which Purchaser will acquire all of the issued and
outstanding common shares and preferred shares (collectively, the "Shares") of
Trillium not owned by Pfizer and its affiliates for $18.50 per Share in cash, by
way of a plan of arrangement under the Business Corporations Act (British
Columbia) (the "Arrangement").
At 11:59 p.m. on November 15, 2021, the applicable waiting periods under the
Competition Act (Canada) (the "Competition Act") and the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended (the "HSR Act") expired with
respect to the transactions contemplated by the Arrangement Agreement. Purchaser
previously received notice that the investment is not reviewable under Part IV
of the Investment Canada Act. The regulatory conditions to the closing of the
Arrangement have been satisfied or waived.
The closing of the Arrangement is expected to occur on or about November 17,
2021, or as soon as possible thereafter, subject to the satisfaction of any
remaining conditions under the Arrangement Agreement. Trillium's common shares
will cease to be traded on the Nasdaq Capital Market and the Toronto Stock
Exchange following completion of the Arrangement.
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