GT Group Axcquires C1.com Inc.'s Atlantic Canada Operations

GT Group Telecom Inc. acquired C1.com Inc.’s Atlantic Canada operations in consideration for Class B Non-Voting Shares of GT Group Telecom Inc., cash and the assumption of certain outstanding long-term obligations of C1 relating to the fibre-optic network in Atlantic Canada. A letter of intent was signed on October 16, 2000; the asset purchase agreement was signed on December 1, 2000 (and amended many times subsequently); and the transaction closed on April 12, 2001 following C1.com Inc. and its parent, C1 Communications Inc., applying for and receiving an order under the CCAA on April 5, 2001. The monetization of the GT Group Telecom shares and the cash payment by GT Group Telecom resulted in a repayment of $21 million of the approximately $44 million owed to a syndicate of lenders consisting of GE Capital Canada, Bank of Montreal and CIT and General Electric Capital Canada Inc. as administrative agent, under a $100 million multiple advance term credit facility provided to C1.

The Goodmans LLP team, representing GT Group Telecom, was led by Francesca Guolo and included Bill Gorman, Michèle Altaras, Trevor Fencott (corporate/ securities) and L. Joseph Latham (corporate restructuring). Also representing GT Group Telecom were Robert Fabes and Michael Campbell, in-house counsel to GT Group Telecom.

McMillan Binch acted for General Electric Capital Canada Inc. as administrative agent for GE Capital Canada, Bank of Montreal and CIT. The team was led by Jeff Gollob (corporate restructuring), Scott Horner (corporate financial services) and Hilary Clarke (litigation), with assistance from Ed Ra (corporate financial services), Stephanie Donaher (corporate restructuring) and Richard Koo (corporate financial services).