CINAR Corp. has rescheduled a special meeting of shareholders to approve the arrangements for the acquisition of the company by Michael Hirsh, Toper Taylor and TD Capital Canadian Private Equity Partners. The meeting, previously scheduled for Jan. 15, 2004, will now be held on Feb. 5, 2004. It was rescheduled in order to provide time to resolve certain withholding tax issues for CINAR shareholders.
The meeting will be held at 10:00 am in the Hotel OMNI Mont Royal, 1050 Sherbrooke Street West, Montreal, Quebec. Only shareholders duly registered as of the close of business on Dec, 12, 2003, will be entitled to vote. Proxy materials for the meeting will be mailed in early January.
The company has been rapidly handling disputes and litigation the troubled distributor/producer has been embroiled with over the past few years before the agreed takeover by Hirsch, Taylor and company announced on Oct. 30.
On Dec. 2 a panel of arbitrators decided in CINARs favor concerning a dispute with estranged co-founders Micheline Charest and Ronald Weinberg regarding 840,000 share options that the couple had attempted to exercise.
Approximately $1.2 million which was to be escrowed pending the resolution of the dispute with Charest and Weinberg will now be paid to CINAR shareholders, increasing the per share consideration under the arrangement from $3.57 to $3.60.
"This decision means that there will be no dilution of CINAR shares and that all outstanding shareholders duly registered as of the close of business on Dec. 12, 2003, will benefit from this decision," commented CINAR president/ceo Stuart Snyder.
This action came on the heels of another resolution settling a multi-million dollar lawsuit Spanish animation outfit BRB International had with CINAR.
CINAR reached an out-of-court settlement with BRB, whose principals and sole shareholders initiated proceedings in August 2000 for an alleged breach of contract.
The suit alleged that CINAR was in breach of a letter of intent it had signed in November 1998 to purchase all of BRB's shares for $59 million.
CINAR agreed to pay BRB $342,000 as a complete and final settlement.
"We are very pleased to have settled this large lawsuit for a comparatively small sum to the benefit of CINAR and our shareholders," commented Snyder.
CINAR Corp. is an integrated entertainment and education company involved in the development, production, post-production and worldwide distribution of non-violent, quality programming and educational products for children and families.