(Winnipeg - June 14, 2010) Canwest Global Communications Corp. announced today that affected creditors of Canwest (Canada) Inc., Canwest Limited Partnership / Canwest Societe en Commandite and certain of their subsidiaries (collectively, the “LP Entities”) overwhelmingly approved the proposed amended plan of compromise and arrangement (the “Plan”) submitted to them under the Companies' Creditors Arrangement Act (Canada).
The LP Entities are scheduled to seek approval of the Plan through a Sanction and Vesting Order by the Ontario Superior Court of Justice (Commercial List) (the “Court”) on June 18, 2010. Upon Court approval, the LP Entities will proceed to implement the Plan, with implementation to be completed on or about July 14, 2010.
At the meeting of affected creditors today, FTI Consulting Canada Inc., the LP Entities’ Court-appointed monitor, reported that 97% of the votes registered by the LP Entities’ affected creditors, representing 99% of the total value of affected claims, were in favour of the Plan. To be accepted, the Plan required approval by a majority in number representing at least two thirds of the total value of the affected creditors’ proven voting claims. Consequently, the Plan is now binding on the LP Entities’ affected creditors, subject to receipt of the Court’s Sanction and Vesting Order.
As previously disclosed, members of an ad hoc committee and certain other holders of 9.25% senior subordinated notes (the “AHC”) have put forward a bid (the “AHC Bid”) to acquire substantially all of the financial and operating assets of the LP Entities and all of the shares of National Post Inc. for an effective purchase price of approximately $1.1 billion, including $950 million in cash funding.
The proceeds from the AHC Bid will allow for a full repayment of the approximately $925 million debt owned by the LP Entities to its senior secured lenders. The AHC Bid will maintain all of the LP Entities’ existing newspaper operations and will provide continuing employment to all full-time employees and substantially all part-time employees of the LP Entities.
Under the terms of the Plan, AHC’s total equity commitment of $250 million will be for shares in a new company (“Newco”), increasing the notional value of the equity of Newco to $400 million. Affected creditors will receive 13 million shares of Newco at a price of $11.54 per share and AHC will receive 27 million shares of Newco at a price of $9.26 per share. Up to $130 million, representing up to 32.5% of the notional value of the equity, will be available under the Plan to affected creditors with proven claims against the LP Entities at the time of emergence.
Affected creditors with claims of less than $1,000 will receive cash payments for the full value of their proven claims and affected creditors with proven claims of $1,000 or more can elect to receive shares in Newco on a pro rata basis or $1,000 in cash.
Newco intends to have its shares be publicly traded and will seek to be listed on the TSX.
A copy of the Plan is available on the Monitor’s website at http://cfcanada.fticonsulting.com/clp.
More information about the LP Entities’ restructuring process can be found at www.canwest.com and on the Monitor’s website at http://cfcanada.fticonsulting.com/clp.
Forward Looking Statements:
This news release contains certain forward-looking statements about the objectives, strategies, financial conditions, results of operations and businesses of Canwest. Statements that are not historical facts are forward-looking and are subject to important risks, uncertainties and assumptions. These statements are based on our current expectations about our business and the markets in which we operate, and upon various estimates and assumptions. The results or events predicted in these forward-looking statements may differ materially from actual results or events if known or unknown risks, trends or uncertainties affect our business, or if our estimates or assumptions turn out to be inaccurate. As a result, there is no assurance that the circumstances described in any forward-looking statement will materialize. Significant and reasonably foreseeable factors that could cause the Company’s results to differ materially from current expectations are discussed in the section entitled "Risk Factors" contained in the Company’s Annual Information Form for the year ended August 31, 2009 dated November 26, 2009 filed by Canwest Global Communications Corp. with the Canadian securities commissions (available on SEDAR at www.sedar.com) as updated in its most recent Management's Discussion and Analysis for the three and six months ended February 28, 2010. The Company disclaims any intention or obligation to update any forward-looking statement even if new information becomes available, as a result of future events or for any other reason.
About Canwest Global Communications Corp.
Canwest Global Communications Corp. (www.canwest.com), (TSX-V: CGS and CGS.A) is Canada’s largest media company. In addition to owning the Global Television Network, operating 18 industry-leading specialty television channels and having ownership in 5 specialty television channels, Canwest is Canada’s largest publisher of English language paid daily newspapers and owns and operates more than 80 online properties.
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For further information:
Media Contact:
John Douglas, Senior Vice President, Public Affairs
Tel: (204) 953-7737
jdouglas@canwest.com
Investor Contact:
Hugh Harley, Director, Investor Relations
Tel: (204) 953-7731
hharley@canwest.com
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