Core Viewpoint - Aeterna Zentaris Inc. is recommending shareholders to vote in favor of all resolutions for a merger with Ceapro Inc., aiming to create a diversified biopharmaceutical company with significant growth potential [1][2][3] Company Overview - Aeterna Zentaris is a specialty biopharmaceutical company focused on developing and commercializing a portfolio of pharmaceutical and diagnostic products, with its lead product being macimorelin, approved for diagnosing adult growth hormone deficiency [7][8] - Ceapro Inc. is a Canadian biotechnology company that specializes in proprietary extraction technology for producing active ingredients from oats and other renewable plant resources, targeting cosmeceutical, nutraceutical, and therapeutic markets [9] Merger Details - The merger is structured as an all-stock transaction, with the combined entity expected to be listed on both the Nasdaq and the Toronto Stock Exchange, pending necessary approvals [2][3] - A new name for the combined company will be announced after the merger's completion [2] Strategic Rationale - The merger is seen as a transformational opportunity for Aeterna, providing stable cash flow from Ceapro's revenue-generating products to support R&D for higher-margin pharmaceutical products [3] - The combined company will have a diversified product pipeline, reducing risk and enhancing the potential for commercialization of innovative products [3] - The merger will expand research and development capabilities, leveraging the expertise of both companies to improve efficiencies and cost savings [3][4] Market Positioning - The merger addresses Aeterna's need to refocus operations within the North American biotechnology market, as Ceapro has an established presence in North America, which could attract new investors and business opportunities [3] - The combination of Aeterna's pharmaceutical expertise and Ceapro's cosmeceutical capabilities is expected to create a compelling value proposition for shareholders [3][4]
Aeterna Zentaris Issues Letter to Shareholders and Management Proxy Circular Ahead of Special Meeting of Shareholders to Approve Merger of Equals with Ceapro