Air Canada Deal Description

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					Air Canada Files for Protection Under Companies’ Creditors Arrangement Act

Air Canada has filed for protection under the Companies’ Creditors Arrangement
Act (CCAA). The order was issued on April 1, 2003 by the Ontario Superior Court of
Justice. The filing includes Air Canada and all of its divisions, Air Canada Capital,
and subsidiary carriers Air Canada Jazz and ZIP Air Inc. Related entities excluded
from the filing include Aeroplan, Air Canada Vacations and Destina. Air Canada
plans to undertake both a corporate restructuring and an operational reorganization,
in support of which it concurrently arranged a US$700 million DIP financing, the
largest in Canadian history, with GE Capital Canada Inc. The two-stage financing
includes a US$400 million term loan and a US$300 million revolving term credit
facility, which, when combined with the airline’s considerable cash on hand, will
provide the liquidity needed to finance its restructuring and transformation.

Leading the negotiations for Air Canada was its Executive Vice President, Corporate
Development & Strategy, Calin Rovinescu, with assistance from Senior Vice
President and General Counsel John Baker, and Assistant General Counsel,
Corporate and Commercial, David Shapiro. The company turned to its long-time
outside counsel, Stikeman Elliott LLP, whose team was led by Marvin Yontef
(corporate/commercial, M&A and corporate strategies) and Sean Dunphy
(debtor/creditor issues) of the Toronto office, supported by Ron Ferguson, Andrew
Grossman, Karen Jackson, Brian Pukier, Craig Mitchell, Mark Katz, Katherine Kay,
Adam Kalbfleisch, Eliot Kolers, Amanda Linett, Gary Nachshen, Lorna Cuthbert,
Danielle Royal, Peter Howard and Ashley Taylor (Toronto), Marie-Andrée Beaudry,
Ted Claxton, Michel Décary, Sterling Dietze, Franco Gadoury, Patrick Girard, Jean-
Marc Huot, Robert Hogan, Gayle Noble, William Rosenberg and Howard Rosenoff
(Montreal), and Lawson Hunter Q.C. (now with client BCE Inc.), Mirko Bibic, Jeff
Brown and Randall Hofley (Ottawa).

U.S. counsel was provided by Willkie Farr & Gallagher with a team led by Matthew
A. Feldman and including John Longmire.

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