SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Neotherapeutics, Inc.
-----------------
(Name of Issuer)
Common Stock
------------------
(Title of Class of Securities)
640656104
-----------
(CUSIP Number)
December 31, 2001
---------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 640656104 13G Page 2 of 12 Pages
________________________________________________________________________________
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RBC Global Investment Management Inc.
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_|
(b)|_|
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION The jurisdiction of organization
is Canada (federally incorporated company)
________________________________________________________________________________
5. SOLE VOTING POWER
N/A
NUMBER OF _________________________________________________________________
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 1,150,000
OWNED BY EACH _________________________________________________________________
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON WITH N/A
_________________________________________________________________
8. SHARED DISPOSITIVE POWER
1,150,000
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,150,000
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* |_|
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
Foreign Investment Adviser which received SEC no-action relief to file
on Schedule 13G as a "Qualified Institutional Investor"
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 640656104 13G Page 3 of 12 Pages
________________________________________________________________________________
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RT Investment Management Holdings Inc.
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_|
(b)|_|
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION The jurisdiction of organization
is Canada (federally incorporated company)
________________________________________________________________________________
5. SOLE VOTING POWER
N/A
NUMBER OF ________________________________________________________________
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 1,150,000
OWNED BY EACH ________________________________________________________________
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON WITH N/A
________________________________________________________________
8. SHARED DISPOSITIVE POWER
1,150,000
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,150,000
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* |_|
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
Foreign Parent Holding Company which received SEC no-action relief to
file on Schedule 13G as a "Qualified Institutional Investor"
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 640656104 13G Page 4 of 12 Pages
________________________________________________________________________________
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Royal Trust Company
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION
The jurisdiction of organization is Canada (federally
incorporated company)
________________________________________________________________________________
5. SOLE VOTING POWER
N/A
NUMBER OF _________________________________________________________________
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY EACH 1,150,000
REPORTING _________________________________________________________________
PERSON WITH 7. SOLE DISPOSITIVE POWER
N/A
_________________________________________________________________
8. SHARED DISPOSITIVE POWER
1,150,000
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,150,000
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
Foreign Trust Company which received SEC no-action relief to file on
Schedule 13G as a "Qualified Institutional Investor"
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 640656104 13G Page 5 of 12 Pages
________________________________________________________________________________
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Royal Mututal Funds Inc.
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION
The jurisdiction of organization is Canada (federally
incorporated company)
________________________________________________________________________________
5. SOLE VOTING POWER
N/A
NUMBER OF _________________________________________________________________
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY EACH 1,150,000
REPORTING _________________________________________________________________
PERSON WITH 7. SOLE DISPOSITIVE POWER
N/A
_________________________________________________________________
8. SHARED DISPOSITIVE POWER
1,150,000
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,150,000
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
Foreign Investment Adviser which received SEC no-action relief to file on
Schedule 13G as a "Qualified Institutional Investor"
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1(a). Name of Issuer:
Neotherapeutics Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
Neotherapeutics Inc.
157 Technology Drive
Irvine, CA 92618
Item 2(a). Name of Person Filing:
1. RBC Global Investment Management Inc. ("RBC GIM")
2. RT Investment Management Holdings Inc. ("RTIM")
3. The Royal Trust Company ("RT")
4. Royal Mutual Funds Inc. ("RMFI")
Item 2(b). Address of Principal Business Office or, if None, Residence:
1. RBC Global Investment Management Inc.
Royal Trust Tower
77 King Street West, Suite 3800
Toronto, Ontario M5K 1H1
2. RT Investment Management Holdings Inc.
Royal Trust Tower, P.O. Box 97
77 King Street West, Suite 3900
Toronto, Ontario M5K 1G8
3. The Royal Trust Company
Royal Trust Tower, P.O. Box 7500, Station A
77 King Street West, 6th Floor
Toronto, Ontario M5W 1P9
4. Royal Mutual Funds Inc.
Royal Trust Tower, P.O. Box 7500, Station A
77 King Street West
Toronto, Ontario M5W 1P9
Item 2(c). Citizenship:
Canada
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
640656104
Item 3. If this statement is filed pursuant to Rules 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
1. RBC Global Investment Management Inc. (formerly known as Royal Bank
Investment Management Inc.) is a Foreign Investment Adviser which
received SEC no-action relief to file on Schedule 13G as a "Qualified
Institutional Investor".
2. RT Investment Management Holdings Inc. is a Foreign Parent Holding
Company which received SEC no-action relief to file on Schedule 13G as
a "Qualified Institutional Investor".
3. The Royal Trust Company is a Foreign Trust Company which received SEC
no-action relief to file on Schedule 13G as a "Qualified Institutional
Investor."
4. Royal Mutual Funds Inc. is a Foreign Investment Adviser and Mutual
Funds Dealer which received SEC no-action relief to file on Schedule
13G as a "Qualified Institutional Investor."
Item 4. Ownership.
(a) Amount beneficially owned:
1. RBC GIM - 1,150,000
2. RTIM - 1,150,000
3. RT - 1,150,000
4. RMFI - 1,150,000
(b) Percent of class:
1. RBC GIM - 5.1%
2. RTIM - 5.1%
3. RT - 5.1%
4. RMFI - 5.1%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
RBC GIM - N/A
(ii) Shared power to vote or to direct the vote
1. RBC GIM - 1,150,000
2. RTIM - 1,150,000
3. RT - 1,150,000
4. RMFI - 1,150,000
(iii) Sole power to dispose or to direct the disposition of
RBC GIM - N/A
(iv) Shared power to dispose or to direct the disposition of
1. RBC GIM - 1,150,000
2. RTIM - 1,150,000
3. RT - 1,150,000
4. RMFI - 1,150,000
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
1. RBC Global Investment Management Inc. ("RBC GIM") is a foreign investment
advisor. Accounts managed on a discretionary basis by RBC GIM, a
wholly-owned subsidiary of RT Investment Management Holdings Inc., are
known to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from, the sale of such securities. No such
account holds more than 5% of the class.
2. RT Investment Management Holdings Inc., a foreign parent holding company
which received SEC no-action relief to file on Schedule 13G as a Qualified
Institutional Investor, is reporting holdings over which it is deemed to be
a beneficial owner by virtue of the fact that the holdings belong to client
accounts managed on a discretionary basis by RT Investment Management
Holdings Inc.'s subsidiary foreign investment advisers, including RBC
Global Investment Management Inc. ("RBC GIM"). No such account holds more
than 5% of the class.
3. The Royal Trust Company, a foreign Trust Company which has received SEC
no-action relief to file on Schedule 13G as a Qualified Institutional
Investor, is reporting holdings over which it is deemed to be a beneficial
owner by virtue of its status as trustee and/or as principal. No such
account holds more than 5% of the class.
4. Royal Mutual Funds Inc., a wholly-owned subsidiary of Royal Bank of Canada
is the manager of accounts and has delegated its investment management
duties to RBC Global Investment Management Inc. ("RBC GIM"). RBC GIM is
known to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from, the sale of securities in such
accounts. No such account holds more than 5 percent of the class.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
Please see attached Exhibit A, Disclosure Respecting Subsidiaries.
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of and
do not have the effect of changing or influencing the control of the issuer of
such securities and were not acquired and are not held in connection with or as
a participant in any transaction having such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 14, 2002
-------------------------------
(Date)
/s/ Donald L.F. Cant
-------------------------------
(Signature)
Donald L.F. Cant,
V.P. Compliance, RBC Global
Investment Management Inc.
-------------------------------
(Name/Title)
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 14, 2002
-------------------------------
(Date)
/s/ M. George Lewis
-------------------------------
(Signature)
M. George Lewis/Director,
RT Investment
Management Holdings Inc.
-------------------------------
(Name/Title)
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 14, 2002
-------------------------------
(Date)
/s/ Donald L.F. Cant
-------------------------------
(Signature)
Donald L.F. Cant,
Authorized Signatory
The Royal Trust Company
-------------------------------
(Name/Title)
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 14, 2002
-------------------------------
(Date)
/s/ Rudy Sankovic
-------------------------------
(Signature)
Rudy Sankovic
V.P. Risk Management and
Compliance
Royal Mutal Funds Inc.
-------------------------------
(Name/Title)