CanWest completes exchange offer for Hollinger Participation Trust Notes
18 Novembre 2004 - 11:18PM
PR Newswire (US)
CanWest completes exchange offer for Hollinger Participation Trust
Notes Hollinger PIK Notes effectively refinanced at 101 WINNIPEG,
Nov. 18 /PRNewswire-FirstCall/ -- CanWest Media Inc. ("CanWest"), a
wholly-owned subsidiary of CanWest Global Communications Corp.,
today announced the successful completion of its affiliate's
previously announced exchange offer in respect of 12 1/8% Senior
Notes due 2010 issued by the Hollinger Participation Trust. The
overall net effect of the transactions was to refinance 12 1/8%
Fixed Rate Subordinated Debentures due 2010 ("Old Notes"), which
had an aggregate outstanding principal amount together with accrued
interest of C$903.6 million, with C$908.1 million (US$761.1
million) of 8% Senior Subordinated Notes due 2012 ("New Notes").
Effectively the Old Notes were replaced with New Notes at an
approximate 1% premium to the carrying value of the Old Notes.
Trust notes in the aggregate principal amount of US$509.1 million
were acquired in the exchange, representing substantially all of
the outstanding trust notes. An aggregate principal amount of
US$631.1 million of New Notes were issued as consideration to those
tendering in the exchange offer. Additional New Notes in the
aggregate principal amount of US$130.0 million were issued in a
concurrent cash offer that closed simultaneously with the exchange
offer at a price of 104% of par value. The New Notes were initially
issued by CanWest's holding company parent, 3815668 Canada Inc.
Immediately following the issuance, CanWest and 3815668 Canada Inc.
amalgamated to form a new company also named CanWest Media Inc. As
a result, the New Notes are now obligations of the amalgamated
CanWest Media Inc., and rank equally in right of payment with
CanWest's existing and future senior subordinated unsecured notes.
Following acquisition of the trust notes, the Hollinger
Participation Trust was wound up, resulting in the retirement of
the Old Notes of 3815668 Canada Inc. that had been held by the
trust in an aggregate principal amount of C$785.2 million. The
remaining outstanding Old Notes, in the aggregate principal amount
of C$86.7 million, were acquired from their holders for cash. All
of the Old Notes have now been retired. CanWest's affiliates made
direct and indirect cash payments of US$133.6 million in connection
with the winding up of the trust and the acquisition of the
remaining Old Notes (funded by the concurrent cash offer of New
Notes). "From a CanWest perspective, this was a very successful
transaction," said John Maguire CanWest's Chief Financial Officer.
"CanWest was able to achieve an attractive refinancing of its most
expensive debt at an extremely modest net overall premium," he
added. CanWest has fixed the Canadian-dollar equivalent of
substantially all of the principal amount of the New Notes through
hedging arrangements. Citigroup Global Markets Inc. was the dealer
manager for the exchange offer and the initial purchaser in the
concurrent cash offer. CanWest Global Communications Corp. (NYSE:
CWG; TSX: CGS.SV and CGS.NV, http://www.canwestglobal.com/ ) is an
international media company, and also Canada's largest media
company. In addition to owning the Global Television Network,
CanWest is Canada's largest publisher of daily newspapers, and also
owns, operates and/or holds substantial interests in conventional
television, out-of-home advertising, specialty cable channels, Web
sites and radio networks in Canada, New Zealand, Australia and
Ireland. THIS NEWS RELEASE IS NOT AN OFFER FOR SALE OF THE
SECURITIES DESCRIBED HEREIN IN THE UNITED STATES OR IN ANY OTHER
JURISDICTION WHERE SUCH OFFER IS PROHIBITED, AND SUCH SECURITIES
MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION
OR AN EXEMPTION FROM REGISTRATION UNDER THE UNITED STATES
SECURITIES ACT OF 1933, AS AMENDED. CANWEST DOES NOT INTEND TO
REGISTER ANY SUCH SECURITIES IN THE UNITED STATES OR TO CONDUCT A
PUBLIC OFFERING OF SUCH SECURITIES IN ANY JURISDICTION. DATASOURCE:
CanWest Global Communications Corp. CONTACT: Geoffrey Elliot, Vice
President, Corporate Affairs, Tel: (204) 956-2025, Fax: (204)
947-9841, or John Maguire, Chief Financial Officer, Tel: (204)
956-2025, Fax: (204) 947-9841,
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