Sun Media Completes Refinancing

On February 7, 2003, Sun Media Corporation, one of Canada’s largest newspaper publishers, completed a $735 million refinancing consisting of a 144A private placement of US$205 million 7 5/8 per cent senior notes due 2013 and new secured credit facilities including a revolving facility of $75 million and a term facility of US$230 million. The high yield offering was led by Salomon Smith Barney Inc., as sole book-running manager, and the bank financing was jointly led and arranged by Banc of America Securities LLC and Credit Suisse First Boston.

The refinancing was led in-house by Frédéric Despars, director, legal, Quebecor Média Inc.; assisted in Canada, by Ogilvy Renault with a team that included Christian Sioufi, George Maughan, Michaël Hassan and Jules Charette (tax) in Montreal, Troy Ungerman in Toronto and John Stark in Vancouver, and for the high yield offering, Marc Lacourcière, Lindsay Matthews, Michaël Hassan and Jules Charette (tax) in Montreal, Adam Walsh in Toronto and John Stark and Jennifer MacGregor-Greer in Vancouver; and assisted in the U.S., by Arnold & Porter for the financing and the offering with a team that included John Willett, Christine Rogers, Lily Lu, Shannon Hassan and Karuna Jain, and Richard Andersen and Mayrav Teller (tax) in New York.

In Canada, the lenders in the financing were represented by Heenan Blaikie LLP with a team that included Kenneth Atlas, Glen Bowman, Robert Campbell and François-Simon Labelle in Montreal, Andrea White, Noam Goodman, Jennifer Abriel, Maneli Badii and Carmen Ellis in Toronto, Tina Antony in Calgary and Anjili Bahadoorsingh in Vancouver. Benjamin Iselin of McGuireWoods LLP in New York represented the lenders in the U.S.

The underwriters in the offering were represented in Canada, by Davies Ward Phillips & Vineberg LLP with a team that included Patricia Olasker, Kenneth Klassen, Ryan Voegeli, Jason Rosen, Siobhan Monaghan and Jonathan Tennant; and in the U.S., by Rod Miller, Philippa Bond, Roy Luria and Erik Maerz of Weil, Gotshal & Manges LLP in New York.

Borden Ladner Gervais LLP acted as special counsel to the lenders, with a team that included Marilyn Paterson and Stephanie Nagel and Tim Sehmer in B.C. Howard MacKichan in Alberta of Macleod Dixon LLP in Alberta acted as special counsel to Sun Media Corporation in connection with the high yield offering.