Item 5. Interest in Securities of the Issuer
Item 5(a) of the Schedule 13D is hereby amended by deleting the text of such Item and replacing it with the following:
"SGF, through its wholly-owned subsidiary SGF Santé, may, pursuant to Rule 13d-3 of the Exchange Act, be deemed to be the beneficial owner of 3,864,278 Common Shares. This constitutes approximately 4.65% of the outstanding Common Shares based on 83,138,663 Common Shares outstanding as of July16, 2010."
Item 5(c) of the Schedule 13D is hereby amended by deleting the text of such Item and replacing it with the following:
"On May 13, 2010, SGF sold 1,429,900 Common Shares in unsolicited brokers’ transactions through NBF Securities (USA) Corp. at an average price of $1.9884 a share, resulting in the beneficial ownership decreasing to 9.95% of the outstanding Common Shares. The sale was reported in Amendment No. 3 to Schedule 13D filed on May 14, 2010. On May 14, 2010, SGF sold an additional 1,477,500 Common Shares in unsolicited brokers’ transactions through NBF Securities (USA) Corp. at an average price of $1,8591 a share, resulting in the beneficial ownership decreasing to 7.96% of the outstanding Common Shares. The sale was reported in Amendment No. 4 to Schedule 13D filed on May 17, 2010. On May 17, 2010, SGF sold an additional 908,000 Common Shares in unsolicited brokers’ transactions through NBF Securities (USA) Corp. at an avera ge price of $1.9403 a share, resulting in the beneficial ownership decreasing to 6.73% of the outstanding Common Shares. The sale was reported in Amendment No. 5 to Schedule 13D files on May 18, 2010. From May 18, 2010 to June 15, 2010, SGF sold an additional 731,200 Common Shares in unsolicited broker's transactions through NBF Securities (USA) Corp. at an average price of $1.6554 a share, resulting in the beneficial ownership decreasing to 5.75%. The sales were reported in Amendment No. 6 to Schedule 13D filed on June 16, 2010. On July 26, 2010, SGF sold an additional 400,000 Common Shares in unsolicited brokers’ transactions through NBF Securities (USA) Corp. at an average price of $1.0991 a share, resulting in the beneficial ownership decreasing to 4.65% of the outstanding Common Shares. Except as set forth herein or in Exhibits filed herewith, neither SGF, SGF Santé nor, to the knowledge of SGF and SGF Santé, any other person named in Item 2(a) above has effected any transaction in the C ommon Shares within the past sixty days."
Item 5(e) of the Schedule 13D is hereby amended by deleting the text of such Item and replacing it with the following:
"On July 26, 2010, SGF, through its wholly-owned subsidiary SGF Santé, ceased to beneficially own more than 5% of the outstanding Common Shares."
Item 6 of the schedule 13D is hereby amended and restated in its entirety as follows:
"The information provided in Item 4 is incorporated herein by reference"
Under the terms of contractual agreements among Aeterna Zentaris Inc, ("the Corporation") SGF Santé Inc and Dr. Éric Dupont concerning, among other matters, the election of directors, the Corporation will propose for election as a director of the Corporation, at each annual shareholders meeting, one candidate designated by SGF Santé Inc. and one candidate jointly designated by SGF Santé Inc. and Dr. Éric Dupont. These arrangements only apply if SGF Santé Inc holds at least 5% of the Corporation's issued and outstanding Common Shares.
