To: Elmer who wrote (1246 ) 4/11/2002 4:38:55 PM From: Al Collard Read Replies (1) | Respond to of 1321 QLT reduces stock option request to shareholders ISS/Fairvest Now Recommends QLT Shareholders Vote 'FOR' Amended Option and Shareholder Rights Plan VANCOUVER, April 11 /CNW/ - QLT Inc. announced today that at the Company's upcoming Annual Meeting on April 25, 2002, it will be requesting fewer stock options than it had originally asked shareholders to approve. In response to the Company's planned reduction in the number of options being requested and amendments to the shareholder rights plan, Fairvest Securities Corporation, the Canadian division of ISS, today issued a formal recommendation that QLT shareholders vote in favor of all of the proposed recommendations including the options and shareholder rights plans. ISS is widely recognized as a leading independent proxy advisory firm. Its analyses and recommendations are relied upon by hundreds of major institutional investment firms, mutual funds and other fiduciaries. "In response to discussions with Fairvest/ISS, QLT has reduced the proposed 4.3 million increase in the number of common shares that may be issued under the 2000 Stock Option Plan to 2.0 million common shares," said Paul Hastings, President and CEO. "The amended Option Plan reflects our respect for the expectations of our shareholders while at the same time provides appropriate incentives to recruit and retain employees who are important for the growth and success of the Company." This increase represents less than 3% of the current issued and outstanding shares of QLT. Shareholders will be asked to approve this change at the Annual Meeting. Because the Company believes that the incentives provided by the Company's Stock Option Plan are essential for the growth and success of QLT, the Company has retained Allen Nelson & Co. to solicit proxies from brokers, banks and other institutional holders and from beneficial owners and individual holders of record. For its services the Company has agreed to pay Allen Nelson & Co. a fee estimated to be between US$10,000 to $15,000. QLT urges shareholders to sign, date and return the proxy card voting FOR the options and shareholder plans. All votes made 'FOR' the original 4.3 million increase in the common shares under the Option Plan will be considered a 'FOR' vote for the 2.0 million increase. Shareholders may obtain additional information on the Option Plan by referring to the Company's Proxy Statement. If you have already submitted an Instrument of Proxy and wish to change your vote, you may obtain an additional Instrument of Proxy from QLT's web site at www.qltinc.com or by contacting QLT directly at 604-707-7571.