TORONTO – The Ontario Superior Court of Justice will hold a fairness hearing on May 18 to determine whether Alliance Atlantis requires the consent of the minority shareholders of Movie Distribution Income Fund (MDIF) before proceeding with its sale to Goldman Sachs and CanWest Global Communications. All parties have agreed to the date.
“Scheduling the court date for the fairness hearing on May 18 will give the parties time to properly respond to the claim made by the Fund. We do not expect the new date to have any impact on the timing of closing of the plan of arrangement, which is currently expected to occur in July or early August,” said Alliance Atlantis Executive VP and Chief Financial Officer David Lazzarato.
Alliance Atlantis, CanWest and Goldman Sachs announced on January 10, 2007 it intended to shift control of Alliance Atlantis’ interest in Motion Picture Distribution LP (MPD) to a Canadian partner of Goldman Sachs.
But MDIF, which holds a 49% stake in MPD, states that based on publicly available information, Fund trustees must consent to the arrangement.
MDIF wants to pick its own partners and not have them selected by Goldman Sachs, as CanWest doesn’t wish to retain the movie distribution business. Technically, though Alliance Atlantis is being acquired by AA Acquisition Corp.
“As I indicated on April 5, we understand that the fund trustees, together with AA Acquisition Corp. and management of MPD, continue to engage in discussions. We believe there is ample time for this process to run its course and we are hopeful that the parties will reach a satisfactory understanding but, of course, we cannot currently predict its outcome,” added Lazzarato.
Rubin Osten, Chair of the Special Committee of the Board of the Holding Trust and the Fund, reiterated in an April 11 media release, “As we stated in our April 4, 2007 release, we believe our consent is required in connection with the proposed transaction. We have held discussions with Goldman Sachs and, together with MPD management, provided Goldman Sachs with information with which they might formulate proposals to address our concerns.”
