As filed with the Securities and Exchange Commission on July 7, 2020

 

Registration Statement No. 333-225326

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM F-10
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

 

IMV INC.
(Exact Name of Registrant as Specified In Its Charter)

 

Canada   2834   Not applicable

(Province or Other Jurisdiction of

Incorporation or Organization)

 

(Primary Standard Industrial

Classification Code Number

(if Applicable))

 

(I.R.S. Employer Identification

Number (if Applicable))

 

130 Eileen Stubbs Avenue, Suite 19

Dartmouth, Nova Scotia B3B 2C4, Canada

Telephone: (902) 492-1819

(Address and Telephone Number of Registrant’s Principal Executive Offices)

 

C T Corporation System

28 Liberty Street

New York, New York 10005

Telephone: (212) 894-8940

(Name, Address (Including Zip Code) and Telephone Number (Including Area Code)
of Agent For Service in the United States)

 

 

 

Copies to:

 

Philippe Leclerc

McCarthy Tétrault LLP

500, Grande Allée Est, 9e étage

Québec City, Québec G1R 2J7

Canada

Telephone: (418) 521-3000

Pierre Labbé

IMV Inc.

130 Eileen Stubbs Avenue, Suite 19

Dartmouth, Nova Scotia B3B 2C4

Canada

Telephone: (902) 492-1819

Thomas M. Rose

Troutman Pepper Hamilton Sanders LLP

401 9th Street, NW, Suite 1000

Washington, DC 20004

United States

Telephone: (757) 687-7715 

 

 

 

Approximate date of commencement of proposed sale of the securities to the public: 

Not applicable.

 

Province of Nova Scotia, Canada
(Principal Jurisdiction Regulating This Offering)

 

It is proposed that this filing shall become effective (check appropriate box):

 

A.   x   upon filing with the Commission, pursuant to Rule 467(a) (if in connection with an offering being made contemporaneously in the United States and Canada).
B.   ¨   at some future date (check appropriate box below)
    1.   ¨   pursuant to Rule 467(b) on (date) at (time) (designate a time not sooner than 7 calendar days after filing).
    2.   ¨   pursuant to Rule 467(b) on (date) at (time) (designate a time 7 calendar days or sooner after filing) because the securities regulatory authority in the review jurisdiction has issued a receipt or notification of clearance on (date).
    3.   ¨   pursuant to Rule 467(b) as soon as practicable after notification of the Commission by the Registrant or the Canadian securities regulatory authority of the review jurisdiction that a receipt or notification of clearance has been issued with respect hereto.
    4.   ¨   after the filing of the next amendment to this Form (if preliminary material is being filed).

 

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to the home jurisdiction’s shelf prospectus offering procedures, check the following box. ¨

 

 

 

 

 

 

DEREGISTRATION OF UNSOLD SECURITIES

 

On May 31, 2018, IMV Inc. (the “Registrant”) filed a registration statement on Form F-10 (File No. 333-225326), as amended on June 5, 2018 (the “Registration Statement”), registering the sale by the Registrant from time to time of up to an aggregate Cdn$150,000,000 of common shares (no par value), preferred shares (no par value), subscription receipts, warrants and units.

 

This Post-Effective Amendment No. 1 to the Registration Statement is being filed to deregister all of the securities formerly issuable and registered under the Registration Statement and not otherwise sold by the Registrant as of the date that this Post-Effective Amendment No. 1 is filed.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-10 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Dartmouth, Province of Nova Scotia, Canada, on the 7th day of July, 2020.

 

  IMV INC.
   
   
  By: /s/ Pierre Labbé
  Name: Pierre Labbé
  Title: Chief Financial Officer

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by or on behalf of the following persons in the capacities indicated on July 7, 2020.

 

Signature   Title
     
/s/ Frederic Ors   Chief Executive Officer & Director
Frederic Ors   (principal executive officer)
     
/s/ Pierre Labbé   Chief Financial Officer
Pierre Labbé   (principal financial and accounting officer)
     
/s/ Andrew Sheldon   Chairman
Andrew Sheldon    
     
/s/ Julia P. Gregory   Director
Julia P. Gregory    
     
*   Director
James Hall    
     
/s/ Wayne Pisano   Director
Wayne Pisano    
     
*   Director
Shermaine Tilley    
     
/s/ Markus Warmuth   Director
Markus Warmuth    

 

 

*By:  /s/ Pierre Labbé 
Name:  Pierre Labbé 
Title:  Attorney-in-fact 

 

 

 

 

AUTHORIZED REPRESENTATIVE

 

 Pursuant to the requirements of Section 6(a) of the Securities Act of 1933, as amended, the undersigned has signed this Post-Effective Amendment No. 1 to the Registration Statement, solely in the capacity of the duly authorized representative of IMV Inc. in the United States, on the 7th day of July, 2020.

 

 

  PUGLISI & ASSOCIATES  
     
  By:  /s/ Donald J. Puglisi  
  Name: Donald J. Puglisi  
  Title: Managing Director