BELLUS HEALTH INC. 275 Armand-Frappier Boulevard Laval, Québec H7V 4A7Stand-by Purchase Agreement • July 9th, 2009 • BELLUS Health Inc. • Pharmaceutical preparations
BELLUS Health Inc. (the “Corporation”) proposes to effect a $12,080,018 million rights offering (the “Offering”) on the following basis: (i) the Corporation will issue to eligible holders of its issued and outstanding common shares (each a “Common Share” and collectively, the “Common Shares”) transferable rights (each a “Right” and collectively, the “Rights”) to subscribe for a maximum of 65,297,397 additional Common Shares (each a “New Share” and collectively, the “New Shares”) at a price of $0.185 per share (the “Subscription Price”), representing a 25% discount off the volume weighted average price of the Common Shares on the Toronto Stock Exchange (the “TSX”) for the five (5) trading days immediately preceding the date hereof; (ii) each eligible holder of Common Shares will be entitled to receive one Right for each Common Share held on the record date for the Offering; (iii) one and a half (1.5) Rights will entitle the holder to purchase one New Share at the Subscription Price; and
