Shaw Closes US$225M Senior Notes Offering

On April 6, 2001, Shaw Communications Inc. closed an offering of US$225 million principal amount of 7.25 per cent senior notes due April 6, 2011. They were offered through an underwriting syndicate, with Merrill Lynch & Co. and TD Securities (USA) Inc. as co-lead managers. The senior notes were offered for sale only in the United States through a registration statement filed with the Securities and Exchange Commission in the US pursuant to the multi-jurisdictional disclosure system. The net proceeds of the offering are intended for debt repayment and general corporate purposes.

Shaw was led by an in-house legal team consisting of Margot M. Micallef (general counsel and corporate secretary), David Taniguchi (legal counsel, corporate and securities) and Susan Crippin (transactions co-ordinator). Assistance was given by David A. Spencer, Craig A. Story and Melissa S. Byer of Fraser Milner Casgrain LLP and Steven D. Miller, Bryan D. Biesterfeld and Keith E. Grindstaff of Sherman & Howard LLC in Denver, Colorado.

The underwriters were represented by Blake, Cassels & Graydon LLP, with a team consisting of Pat Finnerty, Jacquie Moore, Ross Bentley and Kristie Smith, and Skadden, Arps, Slate, Meagher & Flom LLP’s Chris Morgan and Jonathan James.

Lawyer(s)

Ross Bentley Craig A. Story Bryan Biesterfeld Jacqueline S. Moore Pat C. Finnerty David A. Spencer Christopher W. Morgan Kristie Smith Jonathan G. James Patrick J. Miller

Firm(s)

Dentons Canada LLP Sherman & Howard LLC Blake, Cassels & Graydon LLP Skadden, Arps, Slate, Meagher & Flom LLP