SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May 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 dated May 29, 2003: AEterna Laboratories holds Annual
Meeting
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[LOGO]
PRESS RELEASE
FOR IMMEDIATE RELEASE
AETERNA LABORATORIES HOLDS ANNUAL MEETING
The Company presents its new position in the
international biopharmaceutical sector
Nobel Prize winner joins its Scientific Advisory Board
MONTREAL, QUEBEC, MAY 29, 2003 - At the annual meeting today, Gilles Gagnon,
President and Chief Executive Officer of AEterna Laboratories Inc. (TSX: AEL,
NASDAQ: AELA) reminded shareholders of the principal growth and added-value
creation objectives of the Company. "The integration of our subsidiary Zentaris,
together with our strategic growth plan that is tightly bound to acquisitions,
has established AEterna on the international stage. The competence and expertise
we have developed over the years allow us to position AEterna as a
biopharmaceutical company specialized in the development of innovative
treatments in oncology and endocrinology, from drug discovery to market
approval."
The Company enjoys a solid financial situation with cash assets in excess of $50
million. "In addition to this liquidity, our biopharmaceutical segment and our
subsidiary Atrium generate substantial revenues that ensure our financial
stability," continued Mr. Gagnon. Atrium performed exceptionally well in 2002
with revenues in excess of $100 million. Furthermore, we have a 12-product
pipeline whose development and marketing are supported by an international
network of 14 partners, mostly pharmaceutical companies."
OTHER SIGNIFICANT EVENTS OF THE ASSEMBLY
STRATEGIC PARTNERSHIPS
During the last year, two other agreements were signed with the pharmaceutical
companies Mayne Group (Australia) and LG Life Sciences (Korea) for the eventual
marketing of Neovastat. "Our partnership agreements allow us to cover 50% of the
world market and to reach the plateau of $50 million in milestone payments. We
are pursuing our discussions with other eventual partners in order to complete
our network for Neovastat," explained Mr. Gagnon. Our Phase III trial in lung
cancer, sponsored by the U.S. National Cancer Institute (NCI) and the Phase III
clinical study in kidney cancer are ongoing. In fact, our Phase III trial in
kidney cancer will be completed in the next few months and positive results may
enable us to inaugurate this new therapeutic class.
In endocrinology, Cetrotide(R), a product used for IN VITRO fertilization,
should make its entry on the Japanese market in the near future, as a result of
partnerships with pharmaceuticals Shionogi and Nippon Kayaku. The Swiss company
Serono is currently marketing Cetrotide(R) worldwide, except for Japan.
NOBEL PRIZE LAUREATE
Dr. Jurgen Engel, Zentaris' Managing Director and AEterna's Executive Vice
President, Global R&D and Chief Operating Officer, announced the appointment of
Dr. Harmut Michel to the Company's Scientific Advisory Board. Dr. Michel,
Director of the prestigious Max-Planck Institute for Biophysics in Frankfurt,
Germany, was awarded the Nobel Prize in chemistry in 1988 for his scientific
research in protein crystallization. "We are very proud to welcome this
distinguished researcher to our Scientific Advisory Board," stated Dr. Engel.
"Dr. Michel has unique knowledge in molecular structure which could improve the
comprehension of some of our products and enhance their development."
CONVERSION OF MULTIPLE VOTING SHARES
Dr. Eric Dupont, AEterna's Chairman of the Board, announced the conversion of
all of his 4,725,000 multiple voting shares (10 votes per share) into the same
number of subordinate voting shares (1 vote per share). This conversion does not
involve any sale of shares by Dr. Dupont who still owns the same number of
shares in AEterna while maintaining his stake in the Company at 11.6%. This
conversion will leave AEterna with only one class of outstanding voting shares,
i.e. common shares with one vote per share. "AEterna has now attained depth and
maturity, thanks to a highly-experienced management team that has been built
from within the biopharmaceutical industry," said Dr. Dupont. "Although I remain
quite active in questions concerning the general orientation of the Company, I
feel that the time has come to pass the torch to the second generation of
managers. I am convinced that this decision will serve the best interests of the
Company's shareholders," concluded Dr. Dupont.
This conversion releases Dr. Dupont from his obligation under previously signed
contractual agreements to obtain the prior consent of SGF Sante and the
Solidarity Fund QFL before exercising his voting rights on important matters
concerning AEterna, but it does not affect the rights of these two principal
shareholders to conserve their representation on AEterna's Board of Directors,
provided that SGF Sante maintains a participation of at least 5% and that the
Solidarity Fund QFL holds at least 499,999 shares of AEterna's subordinate
voting stock.
This is an important step that is to be viewed in the larger context of the many
steps taken by the Company, over the years, to adopt an irreproachable line of
conduct concerning Corporate Governance. We emphasize here that the Board of
Directors has always been composed of a majority of outside directors, unrelated
to the Company; the position of Chairman of the Board and President and Chief
Executive Officer of the Company has been divided in two; and the Audit
Committee has been formed, consisting of external directors and not related to
the Company, in addition to a Corporate Governance Committee with a majority of
external directors and not related to the Company.
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 Access Oncology, Ardana
Bioscience, Baxter Healthcare S.A., German Remedies Ltd., Grupo Ferrer
Internacional S.A., Hainan Chang An Pharmaceutical Ltd., LG Life Sciences Ltd.,
Mayne Group, Medac GmbH, Nippon Kayaku, Serono International S.A., Shionogi &
Co. Ltd, Solvay Pharmaceuticals B.V. and Teikoku Hormone Mfg. Co. Ltd.
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.
NOTE: GILLES GAGNON, AETERNA'S PRESIDENT AND CHIEF EXECUTIVE OFFICER, WILL
MAKE A PRESENTATION TO THE INVESTMENT COMMUNITY Of THE UNITED STATES IN
NEW YORK CITY, ON JUNE 4, 2003, AT 2 P.M. AT THE GRAND HYATT HOTEL,
DURING THE UBS WARBURG GLOBAL SPECIALTY PHARMACEUTICALS CONFERENCE.
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.
- 30 -
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) 577-7700 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: May 29, 2003 By: /s/ CLAUDE VADBONCOEUR
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Claude Vadboncoeur
Vice President, Legal Affairs and
Corporate Secretary