AXA Private Equity acquires a business division of Quebec-based Atrium Innovations Inc. through $155M LBO Paris, 7 April 2008.

AXA Private Equity, the diversified European private equity house, acquired the ‘Active Ingredients and Specialty Chemicals’ division of Atrium Innovations Inc (TSX: ATB) through a $155m leveraged buy-out.

Atrium Innovations Inc’s (TSX: ATB), which is based in Quebec, is a leading developer, manufacturer and marketer of more than 2000 value-added products for the cosmetics, pharmaceutical, chemical and nutrition industries, Its ‘Active Ingredients and Specialty Chemicals’ division develops and produces innovative active ingredients, in addition to distributing active ingredients and special chemicals on behalf of third parties. The company posted 2007 revenues of US$222m of which 55% came from Europe (via Unipex, Chimiray, Siricie Iris and IEB) and 45% from North America (largely Canada via Multichem).

This transaction illustrates AXA Private Equity’s strategy of investing in quality transactions world-wide in support of entrepreneurs to fund their planned development projects and growth. Charles Boulanger, chairman and CEO of Atrium Innovations Inc’s ‘Active Ingredients and Specialty Chemicals’ division, said: “We believe that AXA Private Equity is the ideal partner who will provide us the support we need to pursue our international development plan involving both organic growth and strategic acquisitions. AXA Private Equity’s motivation and active support for its investments, its in-depth knowledge of our markets, excellent reputation and access to AXA Group’s worldwide network are all major benefits to assist us in the next few years.”

Eric Neuplanche, AXA Private Equity Managing Director, commented: “We were attracted to Atrium Innovations Inc’s ‘Active Ingredients and Specialty Chemicals’ division because of its leading market position, strong customer and supplier base, as well as its excellent staff. In addition to these qualities, the division has the dual advantage of an international presence while operating in markets that are both defensive and growing. We share the management goal to leverage these capabilities to double the group’s size over the next five years, largely through the European and North American markets. We are delighted to have invested in a business which has both enjoyed considerable success and yet which has still has so much potential for growth.”

“We are pleased to have entered into this agreement with AXA Private Equity, allowing us to execute efficiently and fairly on our announced strategic process to divest the division. This transaction will allow us to optimize the creation of shareholder value by focusing exclusively on the Health and Nutrition industry, where we intend to continue to play the role of a strategic consolidator in a conducive industry environment,” said Mr. Pierre Fitzgibbon, President and Chief Executive Officer of Atrium.

Atrium Innovations Inc’s ‘Active Ingredients and Specialty Chemicals’ division has 155 employees and locations in Paris, Quebec and Toronto. The division posted 2007 revenues of $222m and an operating margin of around 8%. The arrival of new shareholders will not have any impact on the group’s organization and employees. Indeed, the entire management team will stay in place and support the business plan following the transaction and the operational head office of the new group will remain in Quebec. The change in shareholders is entirely consistent with the company’s past strategy.

The Atrium Innovations Inc. ‘Active Ingredients and Specialty Chemicals’ division’s key strengths include its large range of over 2000 exclusively distributed products, its historic reputation with customers and suppliers and a major international presence. The group also offers its own range of some fifty, mostly cosmetics, high value-added active ingredients, focusing on skin care and anti-ageing. This niche business is soaring at some 20% growth per year.

KBC has been appointed Global Arranger and Agent for the entire senior debt of the transaction while European Capital is arranging the mezzanine finance.

Completion of the transaction is subject to approval from the anti-trust authorities in several countries.

About AXA Private Equity (www.axaprivateequity.com)

AXA Private Equity – an AXA Investment Managers company – is one of the world’s leading European diversified private equity houses. AXA Private Equity offers investors a broad selection of funds for every market segment: Buyout, Expansion Capital, Venture Capital, Co-investments, Infrastructure, Mezzanine, Primary, Early Secondary and Secondary Funds of Funds. The firm manages and/or advises on more than $22 billion of funds on behalf of leading international investors. Backed by its offices in Paris, Frankfurt, London, Milan, New York and Singapore, AXA Private Equity stands out from the competition through the expertise of its teams and its broad international presence. The firm maintains a constant focus on transparency, performance and sustainable profitability.

About Atrium Innovations Inc. (www.atrium-innov.com)

Atrium Innovations Inc. is a recognized leading developer, manufacturer and marketer of science-based products for the cosmetics, pharmaceutical, chemical and nutrition industries. The Company focuses primarily on growing segments of the health and personal care markets which are benefiting from the trends towards healthy living and the ageing of the population. Atrium markets a broad portfolio of active ingredients, specialty chemicals and health and nutrition finished products through its highly specialized sales and marketing network in more than 50 countries, primarily in North America, Europe and Asia. Atrium has over 575 employees and operates five manufacturing facilities.

List of parties and advisors on the Atrium Innovations Inc. ‘Active Ingredients and Specialty Chemicals’ transaction

Buyer

AXA Private Equity: Eric Neuplanche, Yann Bak, Olivier Parmentier, Glenn Richard

AXA Private Equity advisors:

Legal advisors:

• Corporate: SJ Berwin (France): Maxence Bloch, William Robert - Stikeman Elliott (Canada): Michel Gélinas, Maxime Turcotte
• Financing: Colin Millar, Sarah Kouider
• Tax: Fanny Combourieu, Patrick Garda
• Anti-trust: Natasha Gloria Assadi

Due-diligence:

• Market: Kline Group (Gillian Morris)
• Financial: E&Y Transaction Services (Gratien De Pontville, Stéphane Séguin)
• Tax: E&Y Avocats (Nathalie Pagnon)
• Legal: E&Y Avocats (Fabrice Naftalski, Axel du Boucher, Christine Salès)

Vendors

Atrium Innovations Inc: Pierre Fitzgibbon, Manon Deslauriers, Jocelyn Harvey

Atrium Innovations Inc. advisors

• M&A advisors: Lazard Frères (Francis Maheu, Patrick Bui)
• Legal advisors: Ogilvy Renault (Paul Raymond, Niko Veilleux, Steve Malas)

Bank finance

• KBC (Stéphane Monnier, Yves Brault, Nancy Lefebvre),
• Legal advisors: Ayache, Salama & Associés (Alain Levy, Alexandre Tron)
• European Capital (Stéphane Legrand, Etienne Haubold)
• Legal advisors: Paul, Hastings, Janofsky & Walker (Mounir Letayf)

Press contacts:

AXA Private Equity

Chris Salt +44 20 7367 5224 csalt@headlandconsultancy.co.uk
Clare Alison +44 20 7367 5234 callison@headlandconsultancy.co.uk