FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of April 2003
AETERNA LABORATORIES INC.
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(Translation of registrant's name into English)
1405, boul. du Parc-Technologique
Quebec, Quebec
Canada, G1P 4P5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F Form 40-F X
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Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
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If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- _____
DOCUMENTS INDEX
DOCUMENTS DESCRIPTION
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1. Press Release of April 1, 2003: Aeterna enters
into a $25 million convertible term loan and
completes the integration of Zentaris AG
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[AETERNA LABORATOIRES LOGO]
P R E S S R E L E A S E
FOR IMMEDIATE RELEASE
AETERNA ENTERS INTO A $25 MILLION CONVERTIBLE TERM LOAN
AND COMPLETES THE INTEGRATION OF ZENTARIS AG
CERTAIN WARRANTS ISSUED IN APRIL 2002 EXPIRE
ALL AMOUNTS ARE IN CANADIAN DOLLARS
QUEBEC CITY (CANADA), APRIL 1, 2003 -- Aeterna Laboratories Inc. (TSX: AEL,
NASDAQ: AELA) today announced that, on March 31, 2003, it entered into a term
loan facility with two strategic investors: SGF Sante Inc. and Solidarity Fund
QFL. The term loan is in a principal amount of $25 million ($12.5 million per
investor), 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 Sante 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 this
transaction. The term loan is secured by certain of Aeterna's assets. The
proceeds of this loan will be used for current operating activities of the
Company.
Aeterna also announced today the merger of its subsidiaries Aeterna GmbH and
Zentaris AG, thus completing the integration of Zentaris AG, which was acquired
in December 2002, providing Aeterna with eleven additional products ranging from
preclinical stage up to marketing, as well as several pharmaceutical partners.
The company resulting from this merger will be called Zentaris GmbH. As
previously announced, this merger has enabled Aeterna to settle the balance of
purchase price for Zentaris AG of $40 million to Degussa AG.
"With the combination of today's term loan with SGF Sante and Solidarity Fund
QFL and the settlement of the balance of purchase price for Zentaris, Aeterna's
cash position is in excess of $50 million. Our financial strength and cash
position is bolstered through the profitable activities of Atrium
Biotechnologies and the cash flow generated by Zentaris," commented Dennis
Turpin, CA, Aeterna's Vice President and CFO.
"We are very pleased with the continued support from SGF Sante and Solidarity
Fund QFL. With this financing, as well as the integration of Zentaris and the
magnitude and
quality of our new product portfolio, we are well positioned to pursue our
growth strategy, along with the collaboration of all our partners," stated
Gilles Gagnon, Aeterna's President and CEO.
During the last three months, several important events took place following the
acquisition of Zentaris:
o Agreement with Hainan Tianwang International Pharmaceutical for the
manufacturing and marketing of Lobaplatin(R), throughout the Chinese
territory. Lobaplatin(R) is an agent derived from platinum used for
cancer treatment. This agreement provides, among other things, a cash
receipt of $4.5 million.
o Appointment of Zentaris' key employees to Board of Directors and
management positions of Aeterna Laboratories Inc.
o Agreement with Baxter Healthcare granting exclusive worldwide rights
to product D-63153 for all forms of cancer and for endocrinological
use. This agreement provides for undisclosed payments, assumption of
100% of the clinical development costs, and a certain number of
additional milestone payments.
o Exclusive distribution and marketing agreement with German Remedies
Limited for marketing Impavido(R) (Miltefosine) in India and
Bangladesh. This marks the beginning of worldwide marketing of
Miltefosine, which will soon be available in all countries afflicted
by Leishmaniasis, better known as the Black Fever.
o Confirmation of positive financial results of Zentaris for the year
2002, with more than $30 million in revenue and a positive cash flow.
o Agreement with LG Life Sciences Ltd. for marketing Neovastat in the
Korean territory.
In addition, Aeterna announced today that the 2,000,000 warrants and 1,666,667
warrants issued to SGF Sante and Solidarity Fund QFL, respectively, on April 9,
2002 in connection with a $57 million private placement of subordinate voting
shares expired in accordance with their terms on March 31, 2003 and have been
cancelled. SGF Sante and Solidarity Fund QFL still own 2,000,000 and 1,666,667
warrants, respectively, which may be exercised on or before December 31, 2003 at
an exercise price of $20 per subordinate voting share.
ABOUT SGF SANTE
SGF Sante is a subsidiary of Societe generale de financement du Quebec (SGF).
SGF's mission is to implement economic development projects within normal
profitability conditions, in cooperation with partners. Since its restructuring
in 1998, SGF has generated investments of nearly $10.6 billion, and has created
over 56,000 direct and indirect jobs in different projects. As of December 31,
2002, SGF's consolidated assets exceeded $3 billion. SGF has 65 international
partners operating different corporations in Quebec (www.sgfqc.com).
SGF Sante Inc. owns 5,333,334 subordinate voting shares of Aeterna (8,810,878
subordinate voting shares assuming the conversion of the term loan as of the
date hereof), representing 14.83% of the issued and outstanding subordinate
voting shares and 13.11% of all of the issued and outstanding shares (20.53% and
18.49%, respectively, assuming the conversion of the term loan) of Aeterna.
ABOUT SOLIDARITY FUND QFL
With net assets of over $4 billion, Solidarity Fund QFL is an investment fund
that draws on the savings of Quebecers, more specifically through its RRSPs, in
order to contribute to job creation and maintenance in companies, and to
participate in Quebec's economic development. The Fund now boasts some 536,000
shareholders and has participated, alone or with other financial partners, in
the creation, maintenance and support of over 97,000 jobs (www.fondsftq.com).
Solidarity Fund QFL owns 4,996,525 subordinate voting shares of Aeterna
(8,474,069 subordinate voting shares assuming the conversion of the term loan as
of the date hereof), representing 13.89% of the issued and outstanding
subordinate voting shares and 12.28% of all of the issued and outstanding shares
(19.74% and 17.78%, respectively, assuming the conversion of the term loan) of
Aeterna.
ABOUT Aeterna Laboratories Inc.
Aeterna is a biopharmaceutical company focused on the development of novel
therapeutic treatments, mainly in oncology and endocrinology. The product
pipeline includes 12 products ranging from preclinical stage up to marketing.
Aeterna has strategic worldwide partners such as Ardana Bioscience, Baxter
Healthcare S.A., German Remedies Ltd., Grupo Ferrer Internacional, Hainan
Tianwang International Pharmaceutical, LG Life Sciences Ltd., Mayne Group, Medac
GmbH, Serono International S.A., Shionogi & Co., Ltd. and Solvay Pharmaceuticals
B.V.
Aeterna owns 100% of the biopharmaceutical company, Zentaris GmbH, based in
Frankfurt, Germany.
Aeterna also owns 61.8% of Atrium Biotechnologies Inc., which develops and
markets nutritional supplements, as well as active ingredients and fine
chemicals intended for the cosmetics, nutrition, fine chemicals and
pharmaceuticals industries. Atrium markets over 500 products in 20 countries to
industry leaders such as Estee Lauder, L'Oreal, Clarins, Chanel, Aventis,
SanofiSynthelabo and Nestle.
Aeterna and its entities have 270 employees in Canada and Europe.
Aeterna shares are listed on the Toronto Stock Exchange (AEL) and the NASDAQ
National Market (AELA).
News releases and additional information about Aeterna are available on its Web
site at www.aeterna.com.
SAFE HARBOR STATEMENT
This press release contains forward-looking statements, which are made pursuant
to the safe harbor provisions of the U.S. Securities Litigation Reform Act of
1995. Forward-looking statements involve known and unknown risks and
uncertainties which could cause the Company's actual results to differ
materially from those in the forward-looking statements. Such risks and
uncertainties include, among others, the availability of funds and resources to
pursue R&D projects, the successful and timely completion of clinical studies,
the ability of the Company to take advantage of the business opportunities in
the pharmaceutical industry, uncertainties related to the regulatory process and
general changes in economic conditions. Investors should consult the Company's
ongoing quarterly and annual filings with the Canadian and U.S. securities
commissions for additional information on risks and uncertainties relating to
the forward-looking statements. Investors are cautioned not to rely on these
forward-looking statements. The Company does not undertake to update these
forward-looking statements.
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CANADA
Media Relations: Investor Relations:
Paul Burroughs Jacques Raymond
Tel.: (418) 652-8525 ext. 406 Tel.: (418) 652-8525 ext. 360
Cell.: (418) 573-8982 Cell.: (514) 703-5654
Fax: (418) 577-7671 Fax: (418) 577-7700
E-mail: paul.burroughs@aeterna.com E-mail: jacques.raymond@aeterna.com
USA EUROPE
The Investor Relations Group Investor relations
Lisa Lindberg Matthias Seeber
Tel.: (212) 825-3210 Tel.: 011 49 69 4 26 02 34 25
Fax: (212) 825-3229 Fax: 011 49 69 4 26 02 34 44
E-mail: TheProTeam@aol.com E-mail: matthias.seeber@zentaris.de
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AETERNA LABORATORIES INC.
DATE: APRIL 1, 2003 By: /s/ CLAUDE VADBONCOEUR
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Claude Vadboncoeur
Vice President, Legal Affairs and
Corporate Secretary