US$1.3 Billion Financing of Circuit City Stores Inc.

On January 31, 2008, Circuit City Stores, Inc., and some of its subsidiaries, including its Canadian subsidiary InterTan Canada Ltd. operating “The Source by Circuit City” branded stores, entered into a Second Amended and Restated Credit Agreement with regards to a US$1.3 billion senior secured credit facility made available by Bank of America, N.A., as administrative agent and collateral agent, Bank of America, N.A. (acting through its Canadian branch), as Canadian administrative agent and Canadian collateral agent, and a syndicate of lenders.

Circuit City Stores, Inc. operates as a specialty retailer of consumer electronics, home office products, entertainment software, and related services. It sells brand-name consumer electronics, personal computers, entertainment software, and related services in Circuit City stores in the United States and also offers private-label and brand-name consumer electronic products in Canada through 806 retail stores and dealer outlets, which consisted of 509 company-owned stores, 296 dealer outlets, and one Battery Plus store.

Bank of America, N.A., was represented in Canada by Ogilvy Renault LLP, with a team comprised of Kevin J. Morley, Arnold Cohen and Serge Levy, and in the United States by Riemer & Braunstein LLP, with a team consisting of David S. Berman, Marjorie Crider and Jennifer Conway.
Circuit City Stores, Inc., and its subsidiaries, were represented in the United States by McGuireWoods LLP, with a team consisting of Bryce D. Jewett, III, and David E. Melson, and in Canada by Davies Ward Phillips & Vineberg LLP, with a team consisting of Elias Benhamou and Lloyd Perry Feldman.

Special local counsel to InterTan Canada Ltd. included Stewart McKelvey for each of the Atlantic Provinces; Thompson Dorfman Sweatman LLP for Manitoba; MacPherson Leslie & Tyerman LLP for Saskatchewan; Burnet, Duckworth & Palmer LLP for Alberta; Lawson Lundell LLP for British Columbia, Northwest Territories and Nunavut; and Davis LLP for Yukon.


Serge Levy Lloyd Perry Feldman Kevin J. Morley Arnold Cohen Elias Benhamou


Norton Rose Fulbright Canada LLP Riemer & Braunstein McGuire Woods LLP Davies Ward Phillips & Vineberg LLP Stewart McKelvey Thompson Dorfman Sweatman LLP MLT Aikins LLP Burnet, Duckworth & Palmer LLP Lawson Lundell LLP DLA Piper (Canada) LLP