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Shaw to acquire Canwest cable channels

03/05/10

TORONTO (Reuters) - Shaw Communications Inc said on Monday it would buy the television operations of Canwest Global in a C$2 billion ($1.97 billion) deal that will add Food Network Canada and other cable channels to its stable of media holdings.

The agreement, which includes the assumption of C$815 million of debt, ends months of uncertainty over television assets that Canwest spent billions to acquire in 2007 in a bid for growth. Canwest had filed for creditor protection for the television properties last October.

Calgary, Alberta-based Shaw will pay C$700 million to affiliates of Goldman Sachs for an equity interest in the Canwest unit that owns the channels, which also include History Television and HGTV Canada.

Three years ago, Goldman helped Canwest buy the channels in a C$2.3 billion deal with Alliance Atlantis Communications.

"We believe the combination of content with our cable and satellite distribution network, and soon-to-be wireless service, will position us to be one of the leading entertainment and communications companies in Canada," said Shaw Communications Chief Executive Jim Shaw.

Shaw will fund the deal with cash on hand, currently at more than C$700 million, and through its existing credit facility.

Shaw shares dropped 2.57 percent to C$18.60 on the Toronto Stock Exchange. Shaw Communications could not be reached for immediate comment.

The Canwest media empire began a struggle for survival soon after its rapid expansion trapped it under a C$4 billion debt load. It was eventually forced to file for creditor protection for its television operations and, separately, for its newspaper arm.

The deal announced on Monday followed negotiations among Shaw, Canwest and Goldman Sachs and other senior subordinated noteholders.

TD Securities acted as financial adviser on the deal and Davies Ward Phillips & Vineberg LLP provided legal advice, Shaw said.

The sale of Canwest's TV assets is separate from a process to sell its newspapers. The papers on the block include the National Post and Vancouver Sun.

Torstar Corp , publisher of Canada's biggest daily, the Toronto Star, said on Monday it has submitted an offer to acquire the newspaper and digital businesses of Canwest Ltd Partnership and its related entities.

($1=$1.01 Canadian)

(Reporting by Euan Rocha and Pav Jordan; Editing by Frank McGurty)










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