Æterna Issues Private Placement of Units

Æterna Laboratories Inc. issued private placements of units composed of subordinate voting shares of Æterna and warrants to SGF Santé Inc., Solidarity Fund QFL and Acqua Wellington Private Placement Fund, Ltd. for an initial amount of $57 million. The closings took place on April 9, 2002.

The first private placement to SGF Santé and Solidarity Fund consisted of Æterna issuing 7.3 million subordinate voting shares, at $7.50 per share, as well as 7.3 million warrants. Half of the warrants are exercisable at $13 per share and will mature on March 31, 2003. The other half of the warrants are exercisable at an initial price of $20 per share and will mature initially on December 31, 2003, subject to certain conditions.

The second private placement to Acqua consisted of Æterna issuing 266,667 subordinate voting shares, at $7.50 per share, as well as 133,333 warrants exercisable at $13 per share and maturing on March 31, 2003. These investments, combined with the full exercise of warrants, could represent a total investment of approximately $180 million in Æterna by the end of 2003.
Æterna was represented by in-house counsel Claude Vadboncoeur, and by Ogilvy Renault with a team consisting of Paul Raymond, Steve Malas, Michelle Setlakwe and Catherine Mateu, and was assisted in U.S. matters by John Willett and Lily Lu of Arnold & Porter in New York.

SGF Santé and Solidarity Fund were represented by Fasken Martineau Dumoulin LLP, with a team consisting of Daniel Picotte, Jean-Pierre Chamberland and Simon Marchand-Fortier. Acqua Wellington was advised by Pamela Hughes of Blake, Cassels & Graydon LLP.