Shaw to buy control of CanWest

CanWest

CanWest

Cable and satellite provider would own at least 20% of CanWest's equity and 80% of its voting stock after the deal

Susan Krashinsky

Toronto Globe and Mail Update

CanWest Global Communications Corp. CGS-X has found an investor to buy a controlling stake in the company and help it emerge from creditor protection: Cable and satellite provider Shaw Communications Inc. SJR.B-T

The Calgary-based company's investment will help CanWest to pay back its creditors. Shaw owns and operates Shaw Cable and satellite service Shaw Direct. CanWest owns the Global television network and a number of specialty channels.

It is a significant step in the restructuring process for CanWest. When it sought protection from creditors under the Companies' Creditors Arrangement Act in October, the company said it would need at least $65-million in Canadian equity to emerge from restructuring.

In an internal memo, the interim president of CanWest's broadcasting division, Peter Viner, called the investment “an unquestionable vote of confidence in CanWest and the future of our business.”

The investment by Shaw Communications does not mean the cable and satellite provider will merge with CanWest; rather, it will invest in a separate company with its own board of directors. It also allows CanWest to satisfy Canadian ownership requirements, the company said.

“We are excited about the Investment and gaining effective control of one of the premier broadcasters and owners of content in the Canadian broadcasting industry at a reasonable valuation,” chief executive officer Jim Shaw said in a release.

If the plan secures court approval and is voted in by creditors, Calgary-based Shaw would acquire at least 20 per cent of CanWest's equity and would hold an 80-per-cent voting interest in the restructured company. It would also require regulatory approval from the CRTC and the federal competition bureau to move forward.

“Today's announcement speaks to the inherent value of CanWest's broadcasting operations,” Mr. Viner wrote in the memo.

It will still be roughly six months before CanWest's restructuring is complete and it can emerge from creditor protection, the company said. Shaw's investment will be made once the holding company, CanWest Media Inc., emerges from CCAA. CanWest's current management and board of directors will not change until that time.

“This prospective investment will not change our current business strategy, our priorities or plans that we have in place,” Mr. Viner wrote. “We will continue to operate as we have throughout the course of the filing.”

Once restructuring is complete, a new board will take over.

The announcement comes two days after Gail and David Asper resigned from the board of directors, while their brother Leonard stayed on as CEO. Their father Izzy Asper, who died in 2003, founded the company. News on whether there will be a role for Leonard Asper in the restructured company will come next week, CanWest spokesperson John Douglas said.

“What the ownership structure looks like, nobody can predict today,” he said.

CanWest Media filed for protection from its creditors in October after its parent company missed interest payments on nearly $4-billion of debt. The newspaper division filed in January.

The deal does not affect the restructuring of CanWest's newspaper division, or the auction of those assets.

The restructured CanWest will emerge as a private company under the current plan.

The company is expected to appear in court next Friday.

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