How much cash did Canwest pay the 12.1 bondholders to make their bonds 8 bonds, the 8% Ad Hoc bonds: note Canwest issued bonds at 7.5/8% and gave some of the proceeds to the 12.1/8 bondholders.
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Junior subordinated notes (7) 12.1% 881,116 12.1% 783,165
p21
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED AUGUST 31, 2004 AND 2003
7) The junior subordinated notes mature in November 2010, and bear interest at a fixed rate of 12.125%. At the Company’s option, interest payments to November 2005 may be paid in cash, the issuance of additional notes, or subject to conditions, the issuance of non-voting shares of the Company. The notes rank junior to senior debt and are guaranteed by certain subsidiaries of the Company. The notes include $96.9 million in notes issued during 2004 in satisfaction of interest as well as an accrual of $9.2 million for notes to be issued in January 2005 (2003 - $110.1 million and $8.2 million respectively). Subsequent to year end these notes were settled through the issuance of new 8% Senior Subordinated notes (s
24. SUBSEQUENT EVENTS
In October 2004, the Company launched an exchange offer to exchange a new series of 8% Senior Subordinated notes due 2012 for the outstanding 12 1/8% Senior notes due 2010 issued by the Hollinger Participation Trust. In the exchange offer, the holders of the trust notes were offered US$1,240 principal amount of new notes in exchange for each US$1,000 of trust notes. In addition, the Company launched a concurrent offer of notes, proceeds of which were used to retire the 12 1/8% junior subordinated notes held by Hollinger, which had not been participated to the Hollinger Participation Trust. The effect of these transactions was to replace the Company’s existing $903.6 million 12 1/8% junior subordinated notes (including accrued interest to November 18, 2004) with new $908.1 million (US$760.1 million) 8% senior subordinated notes. These transactions were completed on November 18, 2004. Also on November 18, 2004, 3815668 Canada Inc., a wholly-owned subsidiary of CanWest and the issuer of the above-mentioned notes, amalgamated with CanWest Media Inc., which is also a wholly-owned subsidiary of CanWest.
The excess of the fair value of the 8% subordinated notes over the carrying value of the 121/8% junior subordinated notes, which has not been determined at this time will be expensed in the quarter ended November 30, 2004.
1st quarter 05 Nov
LONG TERM DEBT On November 18, 2004, the Company completed an exchange offer to exchange a new series of 8% Senior Subordinated notes due 2012 for the outstanding 12 1/8% Senior notes due 2010 issued by the Hollinger Participation Trust. In the exchange offer, the holders of the trust notes received US$1,240 principal amount of new notes in exchange for each US$1,000 of trust notes. In addition, the Company completed a concurrent offer of notes, proceeds of which were used to retire the 12 1/8% junior subordinated notes held by Hollinger, which had not been participated to the Hollinger Participation Trust.
The effect of these transactions replaced the Company’s existing $903.6 million 12 1/8% junior subordinated notes (including accrued interest to November 18, 2004) with new $908.1 million (US$761.1 million) 8% senior subordinated notes. Also on November 18, 2004, 3815668 Canada Inc., a wholly-owned subsidiary of the Company and the issuer of the above-mentioned notes, amalgamated with CanWest Media Inc., which is also a wholly-owned subsidiary of the Company. The issuance of the new notes was recorded at their fair value at November 18, 2004 of $944 million. The difference between the fair value of the new notes and the book value of the junior subordinated notes together with certain other costs of settling the debt totaling $44 million, was charged to earnings as a loss on debt extinguishment.
The Company has entered into a US$761.1 million cross-currency interest rate swap resulting in floating interest rates on its senior subordinated notes at interest rates based on CDOR plus a margin and a fixed currency exchange rate of US$1:$1.1932 until September 2012. Under its Senior Secured Credit facility the Company is required to maintain a fair value of its interest rate swaps and foreign currency and interest rate swaps above a prescribed minimum liability.
There are also prescribed minimum liabilities with individual counterparties, which have two-way recouponing provisions. The Company was required to make recouponing
13 payments of $137.0 million in the three months ended November 30, 2004 (2003 – $11.2 million), $44.1 million of this recouponing payment related to overhanging swaps and accordingly was reflected in cash flows from operating activities. Further strengthening of the Canadian currency and/or declining interest rates may result in further payments to counterparties.
Deborah Jones deborahjones at mac.com
Mon Mar 31 19:10:31 EST 2003
CANWEST GLOBAL COMMUNICATIONS CORP.
Attention Business Editors:
"WINNIPEG, March 31 /CNW/ - CanWest Global Communications Corp. announced today that CanWest Media Inc., an indirect wholly-owned subsidiary, has priced a private placement of U.S.$200 million, or approximately C$294 million, aggregate principal amount of unsecured senior notes. The notes carry a coupon rate of 7 5/8% and have a ten-year term."
"Approximately C$275 million of the proceeds will be used to retire a portion of the 12 1/8% subordinated debentures held by Hollinger International Inc. and Hollinger Canadian Newspapers Limited Partnership, which should reduce CanWest's consolidated interest expense by approximately C$12.7 million annually. Closing of this offering is expected to occur on or about Thursday, April 3, 2003."
"The notes are being offered in a private placement to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended, and to persons outside the United States under Regulation S of the Securities Act. The notes are being sold in Canada in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Quebec to eligible private placement purchasers. The notes have not been registered, and will not be registered, under the Securities Act or qualified by prospectus for distribution in Canada."
"The notes may not be offered or sold in the United States absent an exemption from registration under the Securities Act and may n not be offered or sold in Canada except in accordance with or pursuant
to available exemption from the registration and prospectus requirements
under applicable Canadian Securities laws."
"CanWest Media Inc. will seek to register substantially identical
notes with the Securities and Exchange Commission in order to give holders
of the notes an opportunity in the future to exchange the notes for notes
that may be publicly traded in the US."
