Mobilicity announces TELUS agreement to acquire the company and postpones meetings of debtholders until Thursday, May 23, 2013

Mobilicity announces TELUS agreement to acquire the company and postpones meetings of debtholders until Thursday, May 23, 2013

Canada NewsWire

TORONTO, May 16, 2013 /CNW/ – Data & Audio-Visual Enterprises Holdings
Inc. and its affiliates (collectively, Mobilicity) today announced that it has entered into an arrangement agreement (the
Arrangement Agreement) with TELUS Corporation (TELUS) to provide for the sale of Mobilicity as a going concern for a
purchase price of $380 million, subject to a working capital
adjustment. The transaction constitutes an “Acquisition Plan” under the
terms of the Interim Order of the Ontario Superior Court of Justice
(Commercial List) dated Friday April 26, 2013 (the TELUS Acquisition Plan).

The transaction is scheduled to close when all necessary approvals and
consents have been received and conditions to closing have been
satisfied or waived. For more information, please see the joint press
release of TELUS and Mobilicity issued today.

The purchase price received would be applied to repay all of the
outstanding first and second lien debt of Mobilicity, with the
remainder being used to repay certain outstanding unsecured debt
securities issued by Mobilicity. Upon the TELUS Acquisition Plan
becoming effective, all outstanding debt securities would be deemed
settled, extinguished and released and all interests of existing equity
holders would be cancelled.

The TELUS Acquisition Plan provides that if first lien noteholders or
certain unsecured noteholders sign a support agreement in an agreed
form to support the TELUS Acquisition Plan within five days following
the date of this notice (by May 21, 2013), they may be entitled to
additional consideration upon the implementation of the TELUS
Acquisition Plan, the amount and form of which will depend on whether
they hold first lien notes or unsecured notes (other than unsecured
subordinated notes).

To give effect to the Arrangement Agreement, certain revisions to the
acquisition plan of arrangement described in the yellow information
circular dated April 26, 2013 previously mailed to stakeholders (the Circular) have been made. The new TELUS Acquisition Plan documentation,
consisting of a revised plan of arrangement, the Arrangement Agreement
and a supplemental information statement to the Circular will be posted
on Mobilicity’s website today. The documents can be found at www.mobilicity.ca/investorrelations.

In addition to the documents related to the TELUS Acquisition Plan,
Mobilicity will also post on its website an amended Recapitalization
Plan and certain related documents. Details regarding the
Recapitalization Plan are described in the blue information circular
dated April 26, 2013 previously mailed to stakeholders. Certain
provisions of the Recapitalization Plan have been amended in accordance
with the Recapitalization Plan to ensure that the transactions
contemplated by the Recapitalization Plan are implemented in the most
efficient manner possible. These amendments to the Recapitalization
Plan are not adverse to the financial or economic interests of the
security holders voting on the Recapitalization Plan. Mobilicity will
pursue the alternative Recapitalization Plan only in the event that the
TELUS Acquisition Plan does not proceed.

Mobilicity Meeting Postponement Details

As described in greater detail in the materials previously mailed to
stakeholders, Mobilicity had called meetings of its debtholders to
consider both the Recapitalization Plan and an “Acquisition Plan”. The
meetings were originally scheduled for May 21, 2013. In light of the
Arrangement Agreement entered into with TELUS, the meetings have been
postponed until Thursday, May 23, 2013. The postponed meetings for both
the Recapitalization Plan and the TELUS Acquisition Plan will be held
at the offices of Norton Rose Canada LLP, Royal Bank Plaza, South
Tower, 200 Bay St., Suite 3800, Toronto, Ontario M5J 2Z4, at 10:00 a.m.
and 10:30 a.m. (Toronto time), respectively. The record date for
entitlement to vote at the meetings in respect of both plans of
arrangement will remain unchanged, being April 25, 2013. Any duly
completed forms of proxy already delivered remain in full force and
effect for the postponed meetings. The proxy voting deadline has been
extended by Mobilicity due to the new meeting date. Proxies should be
returned by no later than 10:00 a.m. (Toronto time) on May 21, 2013.

About Mobilicity (DAVE Wireless):

Formerly known as Data & Audio-Visual Enterprises Wireless Inc. (DAVE
Wireless), the company operated as Mobilicity. Mobilicity is a wireless
carrier that provides wireless telecommunication services to Canadians
in Toronto, Ottawa, Calgary, Edmonton and Vancouver. Further
information about Mobilicity can be found at www.mobilicity.ca.

About Telus:

TELUS (TSX: T, NYSE: TU) is a leading national telecommunications
company in Canada, with $11 billion of annual revenue and 13.2 million
customer connections, including 7.7 million wireless subscribers,
3.4 million wireline network access lines, 1.4 million Internet
subscribers and 712,000 TELUS TV customers. Led since 2000 by President
and CEO, Darren Entwistle, TELUS provides a wide range of
communications products and services, including wireless, data,
Internet protocol (IP), voice, television, entertainment and video.

In support of our philosophy to give where we live, TELUS, our team
members and retirees have contributed more than $300 million to
charitable and not-for-profit organizations and volunteered 4.8 million
hours of service to local communities since 2000. Fourteen TELUS
Community Boards lead TELUS’ local philanthropic initiatives. TELUS was
honoured to be named the most outstanding philanthropic corporation
globally for 2010 by the Association of Fundraising Professionals,
becoming the first Canadian company to receive this prestigious
international recognition.

For more information about TELUS, please visit telus.com.

SOURCE Mobilicity

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