On March 1, 2016, Shaw Communications Inc. (Shaw) indirectly acquired (the Acquisition) all of the issued and outstanding shares of Mid-Bowline Group Corp. (Mid-Bowline), the parent corporation of WIND Mobile Corp., pursuant to a plan of arrangement for an enterprise value of approximately $1.6 billion.
The Acquisition was financed (the Financing) in part by a $1 billion non-revolving term loan facility pursuant to a credit agreement dated March 1, 2016, among Shaw, the banks and other financial institutions which are party thereto as lenders (collectively, the Lenders), and The Toronto- Dominion Bank, as administrative agent for the Lenders.
WIND is Canada’s largest non-incumbent wireless service provider, serving approximately 940,000 subscribers across Ontario, British Columbia and Alberta with 50MHz of spectrum in each of these regions. Shaw will continue to invest in the wireless network and service offering, including the upgrade of its network to 4G LTE.
Shaw is a leading pure-play connectivity provider focused on delivering superior consumer and business broadband communications over its wireline, WiFi and wireless infrastructure. Shaw serves consumers with broadband Internet, WiFi, video and digital phone. Shaw Business Network Services provides business customers with Internet, data, WiFi, telephony, video and fleet tracking services. Shaw Business Infrastructure Services provides enterprises colocation, cloud and managed services through ViaWest. Shaw Media provides Canadians with engaging programming content through one of Canada’s largest conventional television networks and 19 speciality networks. Shaw is traded on the Toronto and New York stock exchanges and is included in the S&P/TSX 60 Index.
Shaw was represented on the Acquisition and the Financing by an in-house legal team led by Peter Johnson, Senior Vice President, General Counsel and Corporate Secretary, and including John Reynolds, Vice President and Assistant General Counsel and Troy Moller, Assistant General Counsel. Dentons Canada LLP also represented Shaw on the Acquisition and Financing, with a team led by Bill Jenkins (corporate and banking) and including Allen Garson, Toby Allan, Corey MacKinnon, Dan Shea and Byron Reynolds (corporate), Michael Schafler and Ara Basmadjian (litigation), Barb Johnston and April Kosten (employment), Kirsten Embree (regulatory), Barry Zalmanowitz and Sandy Walker (competition), Stephanie Campbell (banking) and Anne Calverley (tax).
Davies Ward Phillips & Vineberg LLP represented Mid-Bowline and its shareholders on the Acquisition, with a team led by Patrick Barry (corporate) and including Jennifer Grossklaus, Kevin Greenspoon, Fanming Meng and Zain Rizvi (corporate), Kent Thomson and Matthew Milne-Smith (litigation), Raj Juneja and Christopher Anderson (tax) and Elisa Kearney (competition).
McCarthy Tétrault LLP represented the Lenders on the Financing with a team led by Stephen Furlan and including D.J. Lynde.