Photo: François Weighing The Duty
According to the application filed in the courthouse of Montréal, the agreement provides that in the event of a sale of the Just for laughs Group, Quebecor Media benefits from the priority of purchase.
Quebecor Media interposes itself in the sale of the Just for laughs Group. On Wednesday, the media company has filed a request for injunctive relief to ensure compliance with agreements, which would give him priority of purchase in case of sale.
Following what it describes as ” a disagreement important “, Quebecor Media has turned to the courts to ensure that the Group Just for laughs to honour an agreement reached in 2012.
“Quebecor Media has no other choice than to turn to the [Quebec superior Court] by the request for an injunction to ensure compliance with the two contracts freely negotiated by the parties pursuant to which Quebecor Media enjoys certain rights in a context where the defendants intend to sell the group of companies forming together “Just for laughs”, ” read a document filed Wednesday.
Entitled ” Right of first offer “, the contract had been negotiated in the framework of various partnerships and sponsorship arrangements totaling more than $ 45 million with the Just for laughs Group.
According to the application filed in the courthouse of Montréal, the agreement provides that in the event of a sale, Quebecor Media benefits from the priority of purchase. Thus, the Just for laughs Group must first formulate a bid for the media giant, which is a major disseminator of the Group.
In case of refusal of purchase of Quebecor Media, the agreement requires the Group to Just for laughs may not sell the company at a better price to a third party.
Agreement be violated
Quebecor Media maintains that the Just for laughs Group has violated both of these contracts when the company’s founder Gilbert Rozon, has retained the services of RBC capital Markets for the sale of the company last October.
Mr. Rozon had announced the sale of the Just for laughs Group in the wake of allegations of sexual misconduct relating to. “Just for laughs group has violated its obligations under the Right of first offer, as it was obligated first to make an offer to Quebecor and negotiate only with Quebecor during the offer period “, can we read. “Just for laughs has instead retained the services of RBC to initiate a search process for potential buyers and send them an invitation to submit a tender. “
Quebecor Media reports to have sent a letter of formal notice in December 2017. This has led to an ” interim agreement “.
The Just for laughs Group has finally made an offer that ” has not led to an agreement between the parties “.
However, Quebecor Media is concerned that the Just for laughs Group concluded a better agreement with a third party offering purchase terms and conditions more favourable than those that it has proposed.
“The clear objective of the convention is to give Quebecor a priority for the acquisition of the company in a context where the Just for laughs Group wishes to conduct a sale. “
A transaction with another purchaser that does not comply with this priority ” would remove the objective of the convention and would cause a harm that is impossible to quantify at Quebecor “, we read.
“It is all the more true that several of the areas of activities of QMI and Just for laughs Group are common. The loss of opportunity to acquire Just for laughs Group, while the latter is on the market consequences of strategic importance to Quebecor. “
Wednesday, the Just for laughs Group has confirmed that it will challenge the approach.
“The proceedings filed by Quebecor will be challenged by the Just for laughs Group, that the judge manifestly ill-founded,” said Guylaine Lalonde, president and ceo of the Just for laughs Group.
“The sale process of the Just for laughs Group follows its normal course with buyers here and elsewhere, interested in the business,” added Mrs. Lalonde.
Among the buyers who have expressed an interest in Quebec, we find the company of humour ComediHa!. The swiss group GF Productions, producer of the comedy festival in Montreux, has also showed interest.