Cineplex Galaxy Income Fund completes C$500 million acquisition of Famous Players

Torys acted as counsel to the underwriters of the public offering with a team that included Matthew Cockburn, John Emanoilidis, Andrew Prodanyk, Alfred Avanessy, Stephen Johnson and Cynthia Sargeant (corporate/securities), Jim Welkoff and Richard Johnson (tax), Dennis Mahony and Michael Fortier (environmental) and Christina Medland and Valerie Arthur (pension and employment).

On July 22, 2005, Cineplex Galaxy Income Fund completed the acquisition of the Famous Player movie exhibition business of Viacom Inc. for a purchase price of C$500 million, including the assumption of capital leases. Following the acquisition of Famous Players, Cineplex Galaxy is Canada's largest movie exhibition business.

Prior to completing the transaction with Viacom, Cineplex Galaxy entered into a consent agreement with Canada's Commissioner of Competition that requires the sale of 34 theatres following the completion of the acquisition.

The transaction was funded in part from the proceeds of a C$215 million public offering of units and 6.0% convertible extendible unsecured subordinated debentures through a syndicate of underwriters led by RBC Capital Markets, Scotia Capital and National Bank Financial and from the proceeds of a C$425 million credit facility entered into with a syndicate of lenders led by Scotia Capital, RBC Capital Markets and National Bank Financial.