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SGF and Solidarity Fund QFL announce the completion of a $25,000,000 term loan facility to Aeterna Laboratories Inc.
Montréal, April 2, 2003 - SGF, via its subsidiary SGF Santé, and Solidarity Fund QFL each granted on March 31, 2003 a term loan of $12,500,000 in favour of Aeterna. The term loan matures on March 31, 2006 and bears interest at an annual rate of 12%. Interest is payable once a year on the anniversary date of the term loan, subject to Aeterna’s right to defer payment of interest on the term loan until March 31, 2006. SGF Santé and Solidarity Fund QFL have the option to convert all or any part of the loan, plus accrued and unpaid interest thereon, into subordinate voting shares of Aeterna, at a price of $5.05 per share. This represents a 25% premium over the 10-day weighted average trading price ending on March 28, 2003, the last trading day prior to the completion of the transaction. The term loan is secured by certain of Aeterna’s assets. The proceeds of the loan will be used for current operating activities of the Aeterna.
SGF holds, via its subsidiary SGF Santé, 5,333,334 subordinate voting shares of Aeterna representing approximately 14.83% of the currently outstanding subordinate voting shares, or 22.34% assuming only the conversion (principal and interest) of the loan. SGF also holds warrants to acquire 2,000,000 subordinate voting shares at a price of $20.00 per share until December 31, 2003. Solidarity Fund QFL holds 4,996,525 subordinate voting shares of Aeterna representing approximately 13.89% of the currently outstanding subordinate voting shares, or 21.48% assuming only the conversion (principal and interest) of the loan. Solidarity Fund QFL also holds warrants to acquire 1,666,667 subordinate voting shares at a price of $20.00 per share until December 31, 2003.
The term loan was made under the terms of a private agreement for investment purposes. SGF is party to an agreement with Mr. Éric Dupont, the controlling shareholder of Aeterna, under which Mr. Dupont has agreed to vote his shares in favour of the election of a representative of SGF and a representative designated jointly by SGF and Mr. Dupont to the board of directors of Aeterna and has further agreed, as long as he owns a majority of votes attaching to the voting shares of Aeterna, not to vote his shares in favour of certain significant events affecting Aeterna without the prior written consent of SGF. Solidarity Fund QFL is party to an agreement with Mr. Dupont under which Mr. Dupont has agreed, as long as he owns a majority of votes attaching to the voting shares of Aeterna, not to vote in favour of certain significant events affecting Aeterna without the prior consent of Solidarity Fund QFL. Solidarity Fund QFL is also party to an agreement with Mr. Dupont under which Mr. Dupont has agreed to vote his shares in favour of the election of a representative of Solidarity Fund QFL to the board of directors of Aeterna.
About SGF Santé
SGF Santé is a subsidiary of Société générale de financement du Québec. The mission of Société générale de financement du Québec (SGF) is to carry out economic development projects in cooperation with partners and in accordance with accepted requirements for profitability. Since it was restructured in 1998, SGF has generated $10.6 billion in investments and created more than 56,000 direct and indirect jobs. As of December 31, 2001, SGF’s consolidated assets totaled over $3 billion. SGF has 65 international partners operating in Québec. (sgfqc.com).
About Solidarity Fund QFL
The Solidarity Fund QFL, with assets in excess of $4 billion in 2003, is an investment fund that makes use of Quebecers’ savings, particularly through its RRSP, to help create and maintain jobs in companies and to contribute to the economic development of Québec. With over 536,000 shareholders, the Fund has helped create, maintain and protect over 97,000 jobs, either on its own or with other financial partners. (www.fondsftq.com).
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Information :
Sylvie Brousseau
Director - Communications
Société générale de financement du Québec
Telephone :
Carole Parent
Advisor, Press Relations and Communications
Solidarity Fund QFL
Toll free:
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