|Date Announced:||January 13, 2016|
|Date Closed:||April 01, 2016|
|Client Name:||The Catalyst Capital Group Inc.|
On January 13, 2016, Corus Entertainment Inc. announced that it had entered into an agreement to acquire Shaw Media Inc. from Shaw Communications Inc. for an aggregate purchase price of$2.65 billion, which was to be satisfied by Corus through a combination of $1.85 billion in cash and the issuance by Corus to Shaw of 71,364,853 Class B Shares at an agreed value of $11.21 per share.
Following the calling of a special meeting of Corus shareholders to be held on March 9, 2016 to approve the acquisition, The Catalyst Capital Group Inc. publicly announced its opposition to the acquisition and its intention of preventing the completion of the transaction. In addition to a public relations campaign comprising press releases and conference calls, Catalyst conducted a dissident proxy campaign in connection with the required shareholder approval of the transaction. Catalyst also made application to the Ontario Securities Commission (the OSC) seeking to delay the Corus shareholder meeting on the basis of alleged disclosure deficiencies in connection with the acquisition. Following two expedited hearings before a panel of three commissioners of the OSC, the panel denied Catalyst standing to bring a public interest jurisdiction application to the OSC under s. 127 of the Securities Act (Ontario).