TORONTO, March 28 /CNW/ - Alliance Atlantis Communications Inc.
(TSX: AAC.A, AAC.B) and CanWest Global Communications Corp. (TSX: CGS
and CGS.A, NYSE: CWG) announced today that they expect that the completion of
the Arrangement pursuant to which AA Acquisition Corp. (formerly 6681859
Canada Inc.) ("Acquireco") would acquire all of the outstanding shares of
Alliance Atlantis for $53.00 cash per share will occur in July 2007 or early
As previously announced on January 10, 2007, Alliance Atlantis entered
into an Arrangement Agreement with Acquireco, a corporation wholly owned by
CanWest MediaWorks Inc. ("CanWest"), providing for an Arrangement with
Alliance Atlantis. A Special Meeting of shareholders of Alliance Atlantis has
been called for April 5, 2007 at 10:00AM (EST) in Toronto, Ontario to consider
a special resolution to approve the Arrangement pursuant to section 192 of the
Canada Business Corporations Act. A Notice of Special Meeting and Management
Proxy Circular (the "Circular") dated March 5, 2007 were mailed to
shareholders of Alliance Atlantis and are available on SEDAR at www.sedar.com
under Alliance Atlantis' profile.
CanWest and Alliance Atlantis had anticipated that the preparation and
audit of certain of the financial information required by Acquireco in
connection with debt financings being undertaken in connection with the
Arrangement could be completed in time for a May closing. However, the
exercise is taking longer than initially expected and the required information
will not be available in time to permit completion of the Arrangement in May
2007. As a result, Alliance Atlantis will be required pursuant to the
Arrangement Agreement to provide more current unaudited financial statements
and other information in respect of the first fiscal quarters of 2007 and 2006
in connection with the Acquireco debt financings. This required financial
information is expected to be available in late June thereby permitting a July
or early August closing.
Given the parties' expectation as to timing for completion of the
Arrangement, Alliance Atlantis currently intends to seek relief from the
requirement to hold its annual meeting of shareholders by end of June 2007 so
as not to hold such meeting prior to the completion of the Arrangement.
Shareholders should carefully review the Circular which provides more
detailed information regarding the Arrangement and how to vote their shares.
Shareholders are encouraged to complete, sign, date and return the form of
proxy accompanying the Circular so that their shares can be voted at the
Special Meeting in accordance with their instructions.
About Alliance Atlantis Communications Inc.
Alliance Atlantis offers Canadians 13 well-branded specialty channels
boasting targeted, high-quality programming. Alliance Atlantis also
co-produces and distributes the hit CSI franchise and indirectly holds a 51%
limited partnership interest in Motion Picture Distribution LP, a leading
distributor of motion pictures in Canada, with motion picture distribution
operations in the United Kingdom and Spain. Alliance Atlantis' shares are
listed on the Toronto Stock Exchange-trading symbols AAC.A and AAC.B. Alliance
Atlantis' website is www.allianceatlantis.com.
About CanWest Global Communications Corp.
CanWest Global Communications Corp. (www.canwestglobal.com), (TSX: CGS
and CGS.A, NYSE: CWG) an international media company, is Canada's largest
media company. In addition to owning the Global Television Network, CanWest
also owns, operates and/or holds substantial interests in Canada's largest
publisher of daily newspapers, and conventional television, out-of-home
advertising, specialty cable channels, web sites and radio stations and
networks in Canada, New Zealand, Australia, Turkey, Singapore, the United
Kingdom and the United States.
This press release includes forward-looking statements which reflect
Alliance Atlantis' current expectations. Forward-looking statements are those
which are not historical fact and include in this news release statements
relating to the expected availability of the required financial information
and completion of the Arrangement. The reader should not place undue reliance
on such forward-looking statements. They involve known and unknown risks,
uncertainties and other factors that may cause them to differ materially from
anticipated future results or expectations expressed or implied by such
forward-looking statements. Other risks and factors are described in materials
filed by Alliance Atlantis with the security regulatory authorities in Canada
from time to time are available at www.sedar.com. Alliance Atlantis undertakes
no obligation to publicly update or revise any forward-looking statements or
information, whether as a result of new information, future events or
This news release contains certain comments or forward-looking statements
regarding CanWest that are based largely upon current expectations and are
subject to certain risks, trends and uncertainties. These factors could cause
actual future performance to vary materially from current expectations.
CanWest 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.
For further information:
For further information: Alliance Atlantis, Andrew Akman, tel. (416)
966-7701; CanWest Global, Deb Hutton, tel. (416) 383-2442