Montreal: Groupe Coscient, a publicly traded production and distribution holding company, has filed a preliminary prospectus with security commissions across the country for a new public share offering expected to raise approximately $20 million.

Groupe Coscient chairman Yves Moquin says the capital will be used to finance expanded distribution activities, acquire new literary and intellectual property rights, and pay off bank debts resulting from the $13 million stock-swap and cash acquisition in March of Allegro Films, Multiedit (MultiMontage), Allegro Films Distribution, Productions sda and Studio Centre Ville.

‘There’s a possibility of new corporate acquisitions in the future, likely outside our territory (Quebec),’ says Moquin, a successful businessman who joined Coscient as chairman a year ago.

The new issue of class b subordinate voting shares is being managed by an underwriting group led by Wood Gundy in association with Gordon Capital and Levesque Beaubien.

At a special June 3 shareholders meeting, Moquin says shareholders will be asked to approve the creation of class a multi-voting shares of 10 votes per share and class b subordinate voting shares, one vote per share, and the conversion of 10,486,880 outstanding common shares into the same number of class a multiple voting shares.

Moquin says the offering should be completed by mid-June and will result in the holding company’s listing on the Toronto Stock Exchange under the cst symbol. Groupe Coscient has been listed on the Montreal and Vancouver stock exchanges since 1989.

Groupe Coscient divisions include three production entities – Allegro Films, sda and Coscient.

Allegro (Deadbolt, The Neighbor), headed by president Tom Berry, is a pay-tv and feature film producer with ties to cbs, hbo, Showtime, Republic Pictures, TriStar Video and Columbia in the u.s.

sda, headed by president Francois Champagne, specializes in television drama such as the popular Scoop, children’s and variety programs.

Coscient is headed by president Andre Larin and is active in documentary, public affairs, game shows and variety/talk show programming for tv.

Groupe Coscient also has a 35% interest in Cite-Amerique, the Montreal-based producer of the $31 million historical drama anthology series Les Filles de Caleb (Emilie) and Blanche. President is Lorraine Richard.

Groupe Coscient has strong coproduction ties to Europe through Group Expand, a French umbrella grouping of 20 independent production companies. Pay-tv movie service Canal Plus is a shareholder in Group Expand, which in turn has a 10% interest in Groupe Coscient.

In the March sda/Allegro cash-and-stock swap, sda acquired 15% of the shares of Groupe Coscient, 6% are held by Cogeco Radio-Television, a minority shareholder in sda, while Allegro picked up 11% of the group’s shares.

Moquin says the company has acquired audio-visual and other worldwide rights to the Bob Morane crime adventure novels.

Morane is the main character in 170 Henri Vernes novels sold in 74 countries, with more than 40 million copies sold in France alone.

Groupe Coscient reported revenues of over $16 million in 1993 and is projecting ‘annualized’ revenues of $48 million for the year ending July 31. Moquin says the company is looking forward to revenues of $65 million for fiscal 1995.

Moquin and Groupe Coscient founders, president and ceo Richard Laferriere and executive vice-president Laurent Goudreau, are the company’s principal shareholders.