Remaining Consideration of $50 Million Received
TORONTO, Sept. 11 /CNW/ - Unique Broadband Systems, Inc. today announced
that Look Communications Inc. ("Look") has received the remaining
consideration of $50 million due pursuant to the transaction with Rogers
Communications and Bell Canada (through their joint venture, Inukshuk Wireless
Partnership ("Inukshuk")), for the sale of Look's spectrum and broadcast
The Agreement of Purchase and Sale (the "Agreement") allowed Inukshuk to
acquire all of Look's spectrum and broadcast license for $80 million cash
payable as follows:
1. A $30 million non-refundable payment received May 14, 2009;
2. A $20 million non-refundable payment to be made no later than
December 31, 2009; and
3. A $30 million final payment to be made no later than the earlier of
regulatory approval of the transaction or May 14, 2012.
However, the receipt of the Industry Canada regulatory approval of the
transaction on September 11, 2009 satisfied all remaining conditions precedent
to the Agreement and required Inukshuk to pay to Look the full remaining
consideration of $50 million.
In accordance with the Agreement, Inukshuk has requested that Look
support an application by Inukshuk to the CRTC for the grant of a licence
under the Broadcasting Act.
In addition, Look is proceeding with the orderly wind down of its present
operations and is currently in the process of migrating all of its:
1. Internet, Co-location and LAN extension subscribers to
Durham.Net Inc. operating as Telnet Communications; and
2. Video subscribers to Bell Canada.
As of November 15, 2009, Look will no longer be offering services to any
Look is continuing to pursue opportunities with interested parties to
maximize the value of its remaining assets, which include:
1. Tax Attributes - Approximately $350 million in tax attributes;
2. Network and Sites - The Milton property and a network consisting of
two operating centers (in Toronto and Montreal), 26 one-way broadcast
sites and 10 two-way broadcast sites.
UBS is willing to consider all of its options to assist Look in realizing
value for Look's remaining assets, including the sale of its 51.8 per cent
control position in Look to facilitate the full value of Look's tax
attributes. Such a transaction would require the approval of UBS shareholders.
About Unique Broadband Systems, Inc.
UBS is a publicly listed Canadian company that has a 51.8 per cent fully
diluted economic interest in Look Communications Inc. and other assets. With
its licensed spectrum through its subsidiary Look, UBS is a Canadian digital
television broadcaster and broadband wireless service provider. UBS' shares
are listed on the TSX Venture Exchange under the symbols "UBS". The Company's
web site may be found at www.uniquebroadband.com.
About Look Communications Inc.
Look's mission has been to be an M3 - Mobile Multi Media -
communications, entertainment and information service provider in Ontario and
Québec. The Corporation currently delivers a full range of communications
services including high-speed and dial-up Internet access, digital television
distribution, and superior customer service to both the business and
residential markets. The Corporation provides its digital television
distribution and wireless Internet services using its approximately 100 MHz of
Multipoint Distribution System spectrum in the 2.5 to 2.7 GHz frequency band
covering approximately 18 million people (1.8 billion MHz/Pops) in the
provinces of Ontario and Quebec. Look's shares are listed on the TSX Venture
Exchange under the symbols "LOK" for Multiple Voting Shares and "LOK.A" for
Subordinate Voting Shares. Look's website may be found at www.look.ca.
Caution Regarding Forward-Looking Information
The corporate information contained in this release includes
forward-looking statements regarding future events and the future performance
of Look that involve risks and uncertainties that could cause actual results
to differ materially. Assumptions used in the preparation of such information,
although considered reasonable by UBS at the time of preparation, may prove to
be incorrect. The actual results achieved may vary from the information
provided herein and the variations may be material. Consequently, there is no
representation by UBS that actual results achieved will be the same in whole
or in part as those forecasts.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
For further information:
For further information: Peter Block, Investor and Media Relations,
email@example.com, (647) 259-3284