On March 10, 2003, Hollinger Inc. closed a Rule 144A and Regulation S private placement of US$120 million of 11 7/8 per cent senior secured notes due in 2011. Wachovia Securities, Inc. acted as sole book-running manager and initial purchaser in connection with the private placement. Hollinger Inc.’s principal asset is its shareholding in Hollinger International Inc. that, after this transaction, represents approximately 72.6 per cent of the voting power and approximately 29.6 per cent of the equity of the outstanding common stock of the global newspaper publisher Hollinger International Inc. The transaction included complex related party support and debt restructuring arrangements requiring independent review by a special committee of independent directors of Hollinger Inc. and its separate financial and legal advisors, and by the independent audit committee directors of Hollinger International Inc. and its separate financial and legal advisors.
Torys LLP represented Hollinger Inc., assisted by in-house counsel Peter Atkinson and Charles Cowan, and Mark Kipnis, Hollinger International Inc. The Torys team in Toronto included, Darren Sukonick, Peter Birkness, Amanda Balasubramanian and Jennifer Soward (corporate) and Jim Welkoff (tax), assisted by Beth DeMerchant, Bill Estey, Gila Bell and Rima Ramchandani (corporate). In New York, the Torys team included Andy Beck and Geoff Gilbert (corporate).
The Hollinger Inc. special committee was represented by Davies Ward Phillips & Vineberg LLP, with a team that included Bill Ainley, Vincent Mercier and Ryan Voegeli. The Hollinger International Inc. audit committee was represented by Gardner Carton & Douglas in Chicago, with a team that included Marielle Lifshitz, Susan Macaulay and Jim McDonough.
Wachovia Securities was represented in Canada, by Ogilvy Renault with a team that included Terence Dobbin, Ruth Wahl, Michael Matheson, Adrienne Oliver, Susan Morais, David Amato and Ruth Wahl, and in the U.S., by Shearman & Sterling with a team that included Chris Paci, Pao-Ann Phua, Boon-Li Tan, Blake Dunlap and Ken Colaluca.
Torys LLP represented Hollinger Inc., assisted by in-house counsel Peter Atkinson and Charles Cowan, and Mark Kipnis, Hollinger International Inc. The Torys team in Toronto included, Darren Sukonick, Peter Birkness, Amanda Balasubramanian and Jennifer Soward (corporate) and Jim Welkoff (tax), assisted by Beth DeMerchant, Bill Estey, Gila Bell and Rima Ramchandani (corporate). In New York, the Torys team included Andy Beck and Geoff Gilbert (corporate).
The Hollinger Inc. special committee was represented by Davies Ward Phillips & Vineberg LLP, with a team that included Bill Ainley, Vincent Mercier and Ryan Voegeli. The Hollinger International Inc. audit committee was represented by Gardner Carton & Douglas in Chicago, with a team that included Marielle Lifshitz, Susan Macaulay and Jim McDonough.
Wachovia Securities was represented in Canada, by Ogilvy Renault with a team that included Terence Dobbin, Ruth Wahl, Michael Matheson, Adrienne Oliver, Susan Morais, David Amato and Ruth Wahl, and in the U.S., by Shearman & Sterling with a team that included Chris Paci, Pao-Ann Phua, Boon-Li Tan, Blake Dunlap and Ken Colaluca.
