QLT INC/BC

expiry = 2009-01-15...rms and conditions set forth in this Offer to Purchase, the accompanying Issuer Bid Circular (the “Circular”) and the related Letter of Transmittal (which together constitute the “Offer”). This Offer expires at 5:00 p.m. (Eastern time) on January 15, 2009 or at such later time and date to which the Offer may be extended by QLT (such time on such date, the “Expiration Date”). This Offer is not conditional upon any minimum number of Shares being deposited. The Offer is, however, subject to ot...

listed = True...of the Company within the meaning of MI 61-101. This summary of the opinion is qualified in its entirety by reference to the complete opinion. Additional U.S. Securities Law Considerations. The Shares are registered under Section 12(b) of the Exchange Act and are quoted on NASDAQ. The Offer is not intended to result in, and QLT believes that the purchase of Shares pursuant to the Offer will not result in: (i) the Company becoming eligible for termination or suspension of its Exchange Act reporting requirements or (ii) the Shares being delisted from NASDAQ. The Shares are currently “margin securities” under the ru...

mechanism = DUTCH...QLT Inc., which we refer to as “we,” “us”, the “Company” or “QLT,” is offering to purchase your Shares in the Offer. WHAT WILL THE PURCHASE PRICE FOR THE SHARES BE AND WHAT WILL BE THE FORM OF PAYMENT? We are conducting the Offer through a procedure called a modified “Dutch Auction”. This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. We will select the lowest Purchase Price that will allow us to buy $50 million of Shares or, if a lesser number of Shares are properly tendered, all Shares that are properly tendered and not withdrawn. All Sh...

must_tender_all = True...r — “Purpose and Effect of the Offer — Liquidity of Market”. WHAT HAPPENS IF THE VALUE OF SHARES THAT ARE TENDERED FOR PURCHASE AT THE PURCHASE PRICE EXCEEDS $50 MILLION? We will purchase Shares: • first, from all holders of “odd lots” of less than 100 Shares who properly tender all of their Shares at or below the Purchase Price selected by us and do not properly withdraw them before the Expiration Date; • second, after purchasing the Shares from the “odd lot” holders, from all other Shareholders who properly tender Shares at or below the Purchase Price selected by us and do not properly withdraw them, on a pro rata basis, subject...

price = USD 2.2-2.5...roker, bank manager, lawyer, accountant or other professional advisor. OFFER TO PURCHASE FOR CASH up to US$50 million of its Common Shares without par value at a Purchase Price of Not Less Than US$2.20 and Not More Than US$2.50 per Common Share QLT Inc. (“QLT” or the “Company”) invites its shareholders (the “Shareholders”) to deposit, for purchase and cancellation by the Company, common shares without par value of QLT (the “Shares”) pursuant t...

threshold = 100...ased, on the terms and subject to the conditions of the Offer, including the provisions relating to pro-ration described herein. QLT will first accept for purchase Shares properly deposited by any Shareholder who beneficially holds, as of the Expiration Date, fewer than 100 Shares (an “Odd Lot”) and who deposits all such Shares pursuant to an Auction Tender at or below the Purchase Price or pursuant to a Purchase Price Tender prior to the Expiration Date and who checks, in either case, Box E — “Odd Lots” in the accompanying Letter of Transmittal or Agent’s Message (as defined herein) in lieu thereof and, if applicable, the Not...

txn_type = TENDER_OFFEREX-99.(A)(1)(I) 2 o42151exv99wxayx1yxiy.htm OFFER TO PURCHASE OFFER TO PURCHASE Table of Contents Exhibit (a)(1)(i) This document is important and requires your immediate attention. If you are in doubt as to how to deal with it, you should consult your investment dealer, stock broker, bank manager, lawyer, accountant or other professional advisor. OFFER TO PURCHASE FOR CASH up to US$50 million of i...