TORONTO, Jan. 14 /CNW/ - Unique Broadband Systems, Inc. (the "Company")
(TSX Venture: UBS) announces that Look Communications Inc. ("Look") (TSX
Venture: LOK and LOK.A), its 51 per cent controlled subsidiary, received
overwhelming shareholder support today for its Plan of Arrangement which will
permit the orderly sale of all or substantially all of Look's assets, in whole
or in part, in order to maximize shareholder value. Look held, pursuant to the
Interim Order of the Ontario Superior Court of Justice (Commercial List) dated
December 1, 2008, a Special Meeting of Shareholders in Toronto today where
Look's shareholders voted approximately 94 per cent in favour of the Sales
Process and the Arrangement Resolutions. The resolutions required the support
of 66 2/3 per cent of Look's shareholders.
Look is willing to sell some or all of its five principal assets, in whole
or in part. The assets include:
1. Spectrum - Approximately 100MHz of contiguous licensed spectrum in
Ontario and Quebec covering approximately 18 million people
(1.8 billion MHz/Pops);
2. Broadcast License - A Canadian Radio-television and
Telecommunications Commission ("CRTC") mobile broadcast license which
has been renewed by the CRTC to August 2011;
3. Subscribers - Approximately 30,000 broadcast and
4. Network - A network consisting of two network operating centers
(Toronto, Ontario and Montreal, Quebec), 26 one-way broadcast sites
and 10 two-way broadcast sites; and
5. Tax Attributes - Approximately $300 million in tax attributes.
Look is willing to consider cash, debt, convertible equity, common equity
or any combination in exchange for its assets.
Look will now seek Court approval for the sales process and for the
appointment of Grant Thornton Limited as the Monitor. Once approved, the
Monitor will begin contacting interested parties and arrange for access to a
data room and additional documentation for those deemed qualified. All bids
must be delivered to the Monitor by noon eastern time on February 16, 2009.
After that time, the Monitor, in consultation with Look's Board of Directors,
will consider all bids received, although there is no obligation on the part
of either the Monitor or Look to recommend or accept any bid(s) or the highest
The acceptance of any transaction or series of transactions is subject to
approval by the Look Board of Directors and the closing of any transaction is
subject to the Court issuing a Final Approval Order and, if required,
regulatory approval. It is anticipated that some or all of the transactions
may close as early as March 6, 2009.
About Unique Broadband Systems, Inc.
UBS is a publicly listed Canadian company that has a 51.7 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. The Company's
website may be found at www.uniquebroadband.com.
About Look Communications Inc.
Look's mission has been to be an M(3) - 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.
Forward looking statements
The corporate information contained in this release includes
forward-looking statements regarding future events and the future performance
of the Company 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 the Company 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 the Company 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.
This press release should be read in conjunction with Look's press
release of January 14, 2009 announcing "LOOK SHAREHOLDERS OVERWHELMINGLY
SUPPORT PLAN OF ARRANGEMENT ".
For further information:
For further information: Peter Block, E-mail:
email@example.com, (647) 259-3284