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Published on 12/1/2008 in the Prospect News Special Situations Daily.

QLT begins modified Dutch auction tender offer for up to $50 million of common stock

By Lisa Kerner

Charlotte, N.C., Dec. 1 - QLT Inc.'s board of directors OK'd a modified Dutch auction tender offer to purchase up to $50 million of its common stock for not less that $2.20 and not more than $2.50 per share.

The offer will end Jan. 9, a QLT news release said.

QLT, a Vancouver, B.C.-based biopharmaceutical company, will fund the offer using existing cash reserves.

If the offer is fully subscribed at the lowest price, then 22.7 million, or 30%, of QLT's shares will be repurchased.

According to QLT, if the tender offer is fully subscribed at the highest price, then 20 million, or 20%, of its shares will be repurchased.

"Even though our asset divestiture process is not yet complete, our board has decided to undertake this share buyback now to fulfill our commitment to return cash to shareholders and because we believe that the current stock price does not reflect the intrinsic value of QLT," president and chief executive officer Bob Butchofsky said in the release.

"We believe this tender offer strikes the right balance between returning capital to shareholders while leaving sufficient funds to continue the development of QLT's business."

Goldman, Sachs & Co. and BMO Capital Markets are the dealer managers for the tender offer. Georgeson Shareholder Communications Inc. is the information agent, and Computershare Investor Services Inc. is the depositary.


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