Cirque du Soleil Entertainment Group (“Cirque du Soleil”, “Cirque”, or the “Company”) announced today that it has entered into a new “stalking horse” purchase agreement (the “Purchase Agreement”) with a group of its existing first lien and second lien secured lenders (the “Lenders”) pursuant to which the Lenders would acquire substantially all of the Company’s assets in settlement of Cirque’s first and second lien debt.
In connection with the entering into the Purchase Agreement with its Lenders, Cirque and its existing shareholders TPG, Fosun, and Caisse de dépôt et placement du Québec (the “Shareholders”) agreed to mutually terminate the asset purchase agreement announced on June 29 which notably contemplated the creation of a dedicated US$15 million employee fund to provide financial assistance to terminated employees, and a dedicated US$5 million contractor fund to pay outstanding Company obligations to artisans and freelance artists. The Shareholder’s proposed agreement, which had set the bar for other bids, assured a path to survival following the forced closure of all of the shows resulting from the COVID-19 pandemic by providing the Company funding, support, and a clear roadmap to relaunch.
The Lenders’ Purchase Agreement replicates the Shareholders’ proposal by providing for the establishment of two funds totaling US$20 million to provide relief to impacted employees and independent contractors. It also includes undertakings to maintain the businesses’ headquarters and to have its CEO be based in Montréal, Québec.
On June 30, 2020, Cirque filed for protection from creditors under the Companies’ Creditors Arrangement Act (“CCAA”) in order to restructure its capital and the Superior Court of Québec (Commercial Division) (the “Court”) granted Cirque’s application. A Court hearing is scheduled for July 17 during which the Court will be asked to approve the Purchase Agreement and the sale and investment solicitation process (“SISP”).
Subject to the Court’s approval, the Lenders’ Purchase Agreement will serve as the new “stalking horse” bid in a SISP supervised by the Court and the Court-appointed monitor. The Purchase Agreement sets the floor, or minimum acceptable bid, for an auction of the Company under the Court’s supervision pursuant to the SISP, which is designed to achieve the highest offer for the Company and its stakeholders.
Throughout this process, the Company is being represented by Stikeman Elliott LLP, Kirkland & Ellis LLP, National Bank Financial Inc. and Greenhill & Co.
