Shaw Communications Closes $1.25B Senior Note Offering

On October 1, 2009, Shaw Communications Inc. closed an offering of $1.25-billion principal amount of its 5.65 per cent senior unsecured notes due 2019. The offering is understood to have been the largest issue of 10-year senior notes, and the second largest issue of senior notes of any tenor, completed by a “BBB” rated Canadian issuer in the domestic market (excluding issues by financial institutions).

Shaw will use the net proceeds of this offering for repayment or redemption of near-term maturing debt, including redemption of Shaw's US$440 million 8.25 per cent senior notes due April 11, 2010 and US$225 million 7.25 per cent senior notes due April 6, 2011, for potential acquisitions, working capital and general corporate purposes.

The senior notes were made available in Canada and the United States, under Shaw's previously filed shelf prospectus, pursuant to an agency agreement with TD Securities Inc. acting as lead agent of a syndicate that included RBC Dominion Securities Inc., CIBC World Markets Inc., Scotia Capital Inc. and National Bank Financial Inc.

Fraser Milner Casgrain LLP (FMC) acted as legal counsel to Shaw Communications under the direction of Steve Wilson, senior vice-president and chief financial officer and Paul Bachand, assistant corporate secretary and senior counsel. FMC's team consisted of William Jenkins, John Reynolds, Shannon Ward and Rustam Juma (securities) and Derek Kurrant (tax); and in the US by Sherman & Howard L.L.C. in Denver, Colorado, with a team that included Steven Miller, Jeffrey Kesselman and Joseph Davis (corporate and securities) and Michael Dubetz (tax). Fasken Martineau DuMoulin LLP served as special regulatory counsel to Shaw in this transaction, with a team that consisted of Joel Fortune, Laurence Dunbar, Scott Prescott and Stephen Whitehead.

The agents were represented in Canada by McCarthy Tétrault LLP with a team that included David Woollcombe, Frank DeLuca, Orysia Semotiuk and Adam Sanderman (corporate and securities); James Morand (tax); and Grant Buchanan and Bram Abramson (regulatory); and in the US by Skadden, Arps, Slate, Meagher & Flom LLP with a team that included Christopher Morgan, Ryan Dzierniejko and Julie Breau (corporate and securities) in Toronto and Aaron Feinberg (tax).


Rustam Juma Joel R. Fortune Scott M. Prescott Grant Buchanan Orysia Semotiuk Adam Sanderman John E. P. Reynolds Shannon K. Ward James G. Morand Bram Abramson Derek A. Kurrant Stephen P. Whitehead Jeffrey Kesselman David E. Woollcombe Christopher W. Morgan William K. Jenkins


Dentons Canada LLP Sherman & Howard LLC Fasken Martineau DuMoulin LLP McCarthy Tétrault LLP Skadden, Arps, Slate, Meagher & Flom LLP