Business
Bellus Health Inc. provides an update on the financing and the restructuring of existing notes
LAVAL, QC, April 8 /CNW Telbec/ - Further to the press release of March 31, 2009, BELLUS Health I...
About this update from Bluenergies Ltd.
[{"type":"text","content":"\n\n\n\nLAVAL, QC, April 8 /CNW Telbec/ - Further to the press release of March\n31, 2009, BELLUS Health Inc. ("BELLUS Health") (TSX: BLU) is providing\nadditional information regarding the announced financing and restructuring of\nits existing notes.\n\n\nAs announced on March 31, 2009, BELLUS Health has entered into binding\nletter agreements with each of Vitus Investments III Private Limited, a\ncorporation whose shares are beneficially owned by Mr. Carlo Bellini, and\nVictoria Square Ventures Inc. (the "Investors") pursuant to which Vitus\nInvestments III Private Limited will purchase Cdn. $10 million of new\nconvertible notes of BELLUS Health and Victoria Square Ventures Inc. will\npurchase Cdn. $10.5 million of such notes, for a total financing commitment of\nCdn. $20.5 million. The obligations of each of the Investors to subscribe for\nsuch notes are subject to a number of customary conditions precedent for a\ntransaction of this nature, such as the execution of definitive agreements,\nthe granting of security by BELLUS Health and certain of its Subsidiaries in\nfavour of the Investors, and the obtaining of all regulatory approvals. In\naddition, the closing is subject to the restructuring of BELLUS Health's\ncurrent debt and certain of its obligations as described below.\n\n\nBELLUS Health has made an application to the Toronto Stock Exchange under\nthe provisions of Section 604(e) of the Company Manual for an exemption from\nshareholder approval requirement on the basis that BELLUS Health is in serious\nfinancial difficulty because of its cash position and the lack of immediate\navailability of capital in the public or private markets. The transaction\nwould otherwise require shareholder approval on the grounds that the potential\nissuance, assuming conversion of the new convertible notes in full (without\ngiving effect to the payment of interest or dividends in common shares of\nBELLUS Health on such instruments), of 75,747,000 common shares to Victoria\nSquare Ventures Inc. and 51,500,000 common shares to Vitus Investments III\nPrivate Limited, may result in Victoria Square Ventures Inc. and Vitus\nInvestments III Private Limited controlling, after conversion of all new\nconvertible notes and the preferred shares held or to be issued (as provided\nbelow) by Victoria Square Ventures Inc., Vitus Inve...