Ms. Jackie Clem of Quebec No. 2 Holdings reports

ACQUISITION OF SHARES OF BELLUS HEALTH INC.

Quebec No. 2 Holdings LLC, of 1600 Fairview Ave. E, Suite 100, Seattle, Wash., 98201, pursuant to National Instrument 62-103, the early warning system, and related takeover bid and insider reporting issues, on Jan. 20, 2011, acquired ownership and control of 20,656,320 common shares of Bellus Health Inc. The shares were issued by the company to the LLC at the direction of an affiliate of the LLC as payment of amounts owing to the affiliate under the terms of a lease agreement between the affiliate and the company relating to the company's premises in Laval, Que.

As a result of this acquisition, the LLC owns a total of 20,656,320 common shares, representing approximately 13 per cent of the total number of common shares currently issued and outstanding.

The 20,656,320 shares were issued pursuant to an exercise, by the company, of a previously existing contractual right to pay a total of $6-million to the affiliate through the issuance of such shares. The LLC has no current intent to acquire additional shares of the company. However, the company does have a contractual option to make an additional payment of approximately $4.2-million to the affiliate either in cash or through the issuance of additional shares. Such amount is payable on April 7, 2011, and, in the event the company decides to pay such amount through the issuance of shares, the affiliate or, at the direction of the affiliate, the LLC will acquire additional shares of the company on or about such date. Depending on market conditions, the LLC may in the future dispose of some or all of the shares it has acquired. Other than as described above, neither the LLC nor any of its affiliates (including the affiliate) is currently a party to any agreement in respect of the acquisition, holding, disposition or voting of any securities of the company.

A copy of the early warning report relating to this transaction is available on SEDAR.