Transaction|January 29, 2013
Cogeco Cable announces successful completion of bid for Peer 1 Network Enterprises
Torys acted as counsel to PEER 1 with a team that included Matthew Cockburn, Jamie Scarlett, Jim MIller, Josh Lavine and Leah Frank (M&A), Corrado Cardarelli and Catrina Card (Canadian tax), Cecile Antier (U.S. tax), Christopher Caparelli (U.S. regulatory), Michael Fortier (environmental), Janelle Bowman (employment), David Dell (real estate), Ed Fan and Sumeet Dang (IP) and Christopher Roehrig (U.S. securities).
On January 29, 2013, Cogeco Cable Inc. (Cogeco) and Peer 1 Network Enterprises, Inc. (PEER 1) announced that 124,112,692 common shares of PEER 1, representing approximately 96.57% of the outstanding common shares of PEER 1 (calculated on a fully-diluted basis), have been validly deposited prior to the expiry of the offer made by Cogeco Cable, through its indirectly wholly-owned subsidiary 0957926 B.C. LTD (B.C. Ltd.), to acquire all of the issued and outstanding Common Shares for C$3.85 per Common Share in cash. All conditions of the offer have been satisfied and the offer has now expired and will not be extended.
As the offer was accepted by holders of more than 90% of the issued and outstanding common shares (calculated on a fully-diluted basis), Cogeco Cable will take control of PEER 1's board of directors and operations and intends to acquire through B.C. LTD all of the remaining common shares not deposited under the offer pursuant to the compulsory acquisition provisions in Section 300 of the Business Corporations Act (British Columbia). Cogeco Cable further intends to cause the common shares to be de-listed from the Toronto Stock Exchange and to cause PEER 1 to cease to be a reporting issuer under applicable securities laws as soon as possible.
Cogeco Cable provides diversified communications services. The company offers cable telecommunication services which include analogue and digital television, high speed Internet and telephone services.
PEER 1 is an internet infrastructure provider, delivering managed, colocation and network services through 17 data centres located in 14 cities across North America and the United Kingdom.
Further information can be found on Marketwire's website.
As the offer was accepted by holders of more than 90% of the issued and outstanding common shares (calculated on a fully-diluted basis), Cogeco Cable will take control of PEER 1's board of directors and operations and intends to acquire through B.C. LTD all of the remaining common shares not deposited under the offer pursuant to the compulsory acquisition provisions in Section 300 of the Business Corporations Act (British Columbia). Cogeco Cable further intends to cause the common shares to be de-listed from the Toronto Stock Exchange and to cause PEER 1 to cease to be a reporting issuer under applicable securities laws as soon as possible.
Cogeco Cable provides diversified communications services. The company offers cable telecommunication services which include analogue and digital television, high speed Internet and telephone services.
PEER 1 is an internet infrastructure provider, delivering managed, colocation and network services through 17 data centres located in 14 cities across North America and the United Kingdom.
Further information can be found on Marketwire's website.