Levfam Holdings issues notice to Alliance Atlantis offering to sell its shares of Score Media



    TORONTO, June 20 /CNW/ - Score Media Inc. ("Score Media") announced today
that its principal shareholder, Levfam Holdings Inc. ("Levfam"), has delivered
a notice to Alliance Atlantis Communications Inc. ("Alliance Atlantis")
offering to sell all of the Class A Subordinate Voting Shares and Special
Voting Shares of Score Media held by Levfam and its affiliates and associates
for a price of $2.90 per share.
    Levfam and its affiliates and associates currently hold 36,743,552 Class
A Subordinate Voting Shares, representing approximately 37.8% of the total
number of Class A Subordinate Voting Shares outstanding, and 5,566 Special
Voting Shares, representing 55.7% of the total number of Special Voting Shares
outstanding. As more fully described in its press release, Levfam is a holding
company whose shareholders consist of members of the Levy family, and which is
controlled by John Levy, the Chairman and Chief Executive Officer of Score
Media.
    Score Media announced that its board of directors has established a
special committee, and that the special committee will assess any potential
change of control transaction that may result from Levfam's notice to Alliance
Atlantis. The special committee has retained Genuity Capital Markets as its
financial advisor in connection with any potential change of control
transaction involving Score Media.
    Score Media also announced that it has entered into an agreement with
Levfam relating to the sale by Score Media to Levfam of Score Media's Hardcore
Sports Radio business for a price of $1,500,000. The sale is conditional upon
the acquisition by Alliance Atlantis or other third parties of Levfam's shares
of Score Media at a price of not less than $2.90 per Class A Subordinate
Voting Share, in addition to a number of other conditions. The agreement may
be terminated if the sale by Levfam of its Score Media shares to Alliance
Atlantis or a third party has not been completed by November 17, 2007, unless
Levfam enters into such an agreement prior to that date, is diligently
pursuing the sale transaction, and completes the sale by June 20, 2008. The
board of directors of Score Media, upon the recommendation of the special
committee, has approved the proposed Hardcore Sports Radio transaction.
Genuity Capital Markets provided the special committee with advice as to the
appropriateness of the consideration to be received by Score Media.
    Levfam's notice was provided pursuant to a Respective Rights Agreement
made November 24, 2000, to which Levfam, Alliance Atlantis and Score Media are
parties. The provisions of the Respective Rights Agreement provide that
Alliance Atlantis will have a 30 day period in which to choose to accept the
offer set forth in the notice, and in the event that Alliance Atlantis does
not accept the offer, Levfam will have a period of 120 days during which it
may enter into a binding agreement to sell its shares in Score Media to one or
more third parties, provided that such sale is made for a price and on terms
and conditions no more favourable than those offered to Alliance Atlantis in
the notice.
    There can be no assurance that Alliance Atlantis will accept the offer
set forth in the Levfam notice, or that, following expiry of the 30-day offer
period, any transaction will be agreed with another third party to acquire
Levfam's shares on the permitted terms. Although Alliance Atlantis or another
third party bidder may choose or, in certain circumstances, be required by
applicable securities law to make an offer for all of the outstanding Class A
Subordinate Voting Shares in addition to those held by Levfam, there can be no
assurance that any such offer will be made as a result of Levfam's notice to
Alliance Atlantis, any subsequent efforts by Levfam to sell its shares of
Score Media to another third party or otherwise.
    The Respective Rights Agreement provides the parties thereto with various
rights as shareholders of Score Media, including board nomination rights,
pre-emptive rights, rights of first refusal and first offer, tag along rights,
restrictions on issuance of shares from treasury, and various other rights and
obligations. The Voting Rights Agreement provides the parties thereto with
various rights as between them and provides Levfam with voting control of the
Special Voting Shares and Class A Subordinate Voting Shares held by Alliance
Atlantis, except in certain circumstances. The material provisions of these
agreements are more fully described in Score Media's most recent Annual
Information Form, dated November 9, 2006, which is available at www.sedar.com.

    About Score Media Inc.
    ----------------------
    Score Media Inc. (TSX: SCR) is a media company committed to creating
consumer value through creative solutions, technology, and innovation in
response to sports fans' growing desire for increased participation in their
consumption of sports content. Score Media's main asset is The Score
Television Network, a national specialty television service providing sports,
news, information, highlights and live event programming, available across
Canada in more than 6.1 million homes.

    Forward-Looking Statements

    This document contains statements which are, or may be deemed to be,
"forward-looking statements" which are prospective in nature. Forward-looking
statements are not based on historical facts, but rather on current
expectations and projections about future events, and are therefore subject to
risks and uncertainties which could cause actual results to differ materially
from the future results expressed or implied by the forward-looking
statements.
    Often, but not always, forward-looking statements can be identified by
the use of forward looking words such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes", or
variations of such words and phrases or statements that certain actions,
events or results "may", "could", "should", "would", "might" or "will" be
taken, occur or be achieved. Such statements are qualified in their entirety
by the inherent risks and uncertainties surrounding future expectations. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements
of Score Media to be materially different from any future results, performance
or achievements expressed or implied by the forward-looking statements.
Important factors that could cause actual results, performance or achievements
of Score Media to differ materially from expectations include, among other
things, general business and economic conditions, industry trends,
competition, changes in government and other regulation, and the fact that
there is no assurance that Levfam's actions will result in any offer for all
of the outstanding Class A Subordinate Voting Shares of Score Media Inc. Such
forward-looking statements should therefore be construed in light of such
factors. Score Media Inc. disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise.

    %SEDAR: 00003035E




For further information:

For further information: Media Contact: Patrick Michaud, Executive
Vice-President & Chief Financial Officer, Score Media Inc., T: (416) 977-6787
x 2206

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