Cineplex Odeon Corporation and related companies successfully completed a restructuring under the Companies’ Creditors Arrangement Act on March 21, 2002. In the U.S., Cineplex’s parent, Loews Cineplex Entertainment Corporation, and its U.S. subsidiaries also successfully restructured and exited from proceedings under Chapter 11 of the U.S. Bankruptcy Code.
The refinancing of existing credit facilities and the establishment of credit facilities to finance ongoing operations totalling in the aggregate approximately US$570 million, was conditional on the implementation of the restructuring plans in the U.S. and in Canada. The lending syndicate was led by Deutsche Bank Trust Company Americas.
Under the terms of the reorganization plan, 100 per cent of Loews is now privately held by Onex Corporation and certain investment funds and accounts managed by Oaktree Capital Management, LLC as a result of the conversion of US$300 million in secured debt into equity.
In Canada, Cineplex was represented by Davies Ward Phillips & Vineberg LLP, with a team including Jay Swartz, Alana McPhee, Philippe Johnson, Sébastien Thériault and Denis Ferland (corporate/insolvency), Matthew Gottlieb (litigation), Gabriella Lombardi, Donald Stanbury, Jeffrey Lem, Steven Martin and Frank Arnone (real estate) and Siobhan Monaghan (tax).
Onex was represented by Goodmans LLP, with a team consisting of Robert Chadwick (restructuring/corporate), Ken Herlin and Monica Mraz (real estate), Daniel Gormley (competition), David Nadler (banking), David Bish (insolvency) and Neil Harris and Nik Diksic (tax).
In the U.S., Loews was represented by Brad Scheler, Larry First and Gary Kaplan (insolvency) and David Golay, Roger Chari and Meredith Kurzban (corporate) of Fried, Frank, Harris, Shriver & Jacobson, together with Jack McBride, senior vice-president and general counsel, and Michael Politi, vice-president and assistant general counsel, Loews. The equity sponsors, Onex and Oaktree, were represented by Eric Goodison and Maria Barclay of Paul, Weiss, Rifkind, Wharton & Garrison, and the lending syndicate was represented by Mark Thierfelder, Frank Rugani, Brian Hutchings, Natercia Alves and Shihching Chu of O’Melveny & Myers LLP.
Deutsche Bank and the lending syndicate were represented by McMillan Binch in Calgary, with a team led by Andrew Kent (banking/restructuring), Tim Baron (banking) and John Fox (real estate), and assisted by Nicole Frew and David Taylor (banking) and David Slan, Mark Zwegers and Jonah Davids (real estate).