Corus Entertainment’s corporate head office in Toronto. The company’s proposed restructuring would involve exchanging $500-million in senior unsecured notes for equity in a new parent company.Fred Lum/The Globe and Mail
Corus Entertainment Inc. CJR-B-T has announced a major proposed recapitalization that would significantly reduce its debt and interest costs and allow it to maintain operations, while almost completely diluting existing shares.
The restructuring will involve exchanging $500-million in senior unsecured notes for equity in a new parent company, NewCo, that will own Corus. The note holders will own 99 per cent of the new company’s shares.
All existing Corus shares will be exchanged for shares in the new company collectively worth one per cent of the total equity.
The plan, under the Canada Business Corporations Act, was supported by holders of nearly three quarters of its total $750-million in senior unsecured notes, and all lenders under the senior credit facility, as well as the Shaw Family Living Trust, have entered into agreements with the company to support the restructuring.
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The restructuring is subject to various court, shareholder and Toronto Stock Exchange approvals, and will also include a shakeup of the current board of directors.
“After conducting a robust and comprehensive review process with our external financial and legal advisors, the board concluded this recapitalization transaction represents the best available option for the company and its stakeholders at this time,” said Mark Hollinger, independent lead director of the company’s board of directors.
The proposed transaction, which had been long-awaited by analysts, will also involve the issuance of new debt with extended maturities, as the company continues to contend with declines in advertising revenue.
Royal Bank of Canada analyst Drew McReynolds said the company’s significant ongoing structural and cyclical headwinds, combined with “a lack of timely regulatory support,” contributed to the expected recapitalization proposal.
“While we expect these headwinds to persist, the proposed recapitalization transaction strengthens Corus’ financial position providing additional financial flexibility and a more sustainable path forward as a going concern,” he said in a note to investors Monday morning.
In its fourth quarter, reported last week, Corus posted a revenue decline of 14 per cent, and a net loss attributable to shareholders of $328-million for the fiscal year, which included non-cash impairment charges of $263-million.