WINNIPEG and TORONTO – CanWest Global Communications and Goldman Sachs Capital Partners announced late Wednesday that they have completed the purchase of all of the outstanding shares of Alliance Atlantis Communications for $53 in cash per share.
Specifically, AA Acquisition Corp., a subsidiary of CanWest, has completed the acquisition. "Concurrently with the completion of the acquisition, Alliance Atlantis’ broadcasting, entertainment and motion picture distribution businesses were reorganized and split into separate groups that will each be operated on a stand-alone basis, with certain other assets of Alliance Atlantis to be held separately," details the release.
The broadcasting businesses are held in various indirect subsidiaries of CW Investments, in which CanWest indirectly holds two-thirds of the voting shares and an approximate 35% equity interest, and Goldman Sachs indirectly holds one-third of the voting shares and an approximate 65% equity interest, inclusive of all transaction costs. CanWest has no continuing interest in Alliance Atlantis’ entertainment (CSI) or motion picture distribution businesses. Goldman Sachs is hanging on to CSI while the movie side is being spun off.
The shares and partnership interests of certain of CW Investments’ subsidiaries that hold the specialty television channels which are regulated by the CRTC have been placed into a trust under the direction of Jim Macdonald, the independent trustee, pending the CRTC’s hearing and decision to approve the change of ownership and transfer of control of the specialty television channels to CW Investments.
The hearing is scheduled for September 5, 2007.
Should CRTC approval be granted, these shares and partnership interests will be released from the trust and delivered to a subsidiary of CW Investments. CW Investments’ specialty channels and CanWest’s Canadian television business will then be managed by CanWest on an integrated basis under the terms of a management and administrative services agreement, according to the press release.
"We are extremely pleased that the acquisition of Alliance Atlantis has been completed," said Leonard Asper, president and CEO of CanWest, in the statement. "When we embarked on this process at the beginning of the year, it was because we believed in the significant opportunities that exist by combining CanWest’s Canadian television assets with the channels that have been created by the team at Alliance Atlantis. Today brings us one step closer to creating an even stronger Canadian broadcasting company."
Alliance Atlantis co-founder and executive chairman Michael MacMillan has agreed to serve as a consultant to CW Investments for a period of time, offering advice and guidance on business and transitional matters. AA CEO Phyllis Yaffe will work with the independent trustee until such time as the CRTC renders its decision, after which she will also be leaving but similarly will be available to CW Investments in a consultative capacity for a period of time.
"This is an historic milestone in the incredible journey that our company has experienced over the past three decades," said MacMillan, in his own release, of the company that began as a film production operation. "On behalf of the board of directors, I want to thank our shareholders, customers, employees, partners and advertisers for their support over the years and I know that the new owners share our commitment to build on the legacy of Alliance Atlantis."
www.allianceatlantis.com
www.canwest.com
www.gs.com
www.moviedistributionincomefund.com
