News release ABCP

Pan Canadian Committee of Third Party ABCP announces significant progress and engagement of financial advisor committee. Chairman to host conference call

Finance Toronto,
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Significant progress has been reported by the Pan Canadian Investors Committee, created to propose a restructuring and solution to the liquidity problem affecting the structured finance third party asset-backed commercial paper (“Third Party ABCP”). The Committee was created on September 6, 2007 and is chaired by Mr. Purdy Crawford.

Over the course of the past three weeks the Committee has met with the international group of bank counterparties as well as the various conduit sponsors and indenture trustees to discuss alternative proposals to restructure Third Party ABCP. The Committee has also continued working closely with its three sub-committees, namely the Asset Restructuring Committee, the Implementation and Notes Committee and the Communications Committee, each tasked with providing assistance and guidance to the Investors Committee in reaching a successful solution.

“We are delighted that investors have come forward and shown support for our efforts at finding a solution,” Mr. Crawford said “While much work remains to be done, we are gratified that the various stakeholders, including the conduit sponsors and indenture trustees, are working together in a constructive manner and we are very pleased with the level of communication and cooperation among the parties.”

The Investors Committee also announced today that it has engaged JP Morgan as its financial advisor. “JP Morgan is a pre-eminent global financial institution with great expertise in the issues confronting us” said Mr. Crawford. “They will be invaluable in assisting the Investors Committee and in working with other participants in this process to develop and implement a solution that will preserve and enhance value.”

Mr. Crawford explained that certain of the fundamental principles underlying a workable solution to the Third Party ABCP liquidity problem would include a fair and equitable solution in the best interests of all investors, the avoidance of value destruction that could result from a wholesale liquidation of trust assets, the conversion of short-term commercial paper to floating rate notes (FRNs), and greater market transparency of the underlying assets supporting these notes in order to promote liquidity.

Support for the standstill created by the “Montreal Proposal” is strong with the backing of approximately 82% of investors. Additionally, the Investors Committee has achieved investor support ranging from 66- 2/3% to 98% for each of the 22 conduits covered by the standstill. All figures are based upon the outstanding principal amount of the Third Party ABCP issued by these conduits and have been validated by Ernst & Young Inc.

Following a meeting of the Investors Committee held earlier this week, Mr. Crawford indicated that the Committee is pursuing an extension to the original standstill period. “Given the highly complex process and the significant number of stakeholders involved, a successful restructuring cannot be completed by mid-October in respect of all of the affected conduit trusts” said Mr. Crawford. “The progress achieved to date, however, speaks to both the investor confidence that has been placed in our Committee and the commitment of all key stakeholders to work cooperatively towards a successful restructuring of the Third Party ABCP.”

A virtual data room which includes information on the various agreements relating to the conduits which have issued Third Party ABCP has been accessible to holders of Third Party ABCP since September 12, 2007 and additional information continues to be added by Ernst & Young Inc. as it becomes available.

The Montreal Proposal called for investors to continue to “roll” their ABCP during the standstill period in order to evidence the support of the interim arrangements. The Committee has come to appreciate that investors can continue to hold their ABCP without rolling which is unduly burdensome from an operational and administrative perspective. The Committee is satisfied that investor support for the standstill has otherwise achieved all of the goals of the rollover effort.

In the course of developing a restructuring proposal, the Investors Committee will ensure that investors who elected to roll their ABCP are treated equally with other investors. The Committee would like to thank CDS and those investors, conduit sponsors, indenture trustees and members of the dealer community who actively supported the roll of ABCP to this point.

Finally, the Investors Committee also announced that an agreement has been reached among members of the Investors Committee that they will not trade their positions in Third Party ABCP while the standstill remains in place.

The Investors Committee, which includes the investors who were signatories to the Montreal Proposal as well other significant holders, is comprised of a broad cross-section of investors with a national perspective, relevant experience and associations with each of private business, institutional investors, government agencies and crown corporations. In the interests of further broadening representation on the Investors Committee from the corporate community, Vincent J. Galifi, Executive Vice President and Chief Financial Officer of Magna International Inc. has been added to the Committee.

Conference-Call With Journalists:

Mr. Purdy Crawford, will host a press briefing for members of the media on Thursday, September 27 at 11:30 a.m. (EDT) to communicate the status of the restructuring process, discuss progress of the Investors Committee and answer questions.

  • Access via telephone: 416-406-6419 / 1-888-575-8232 (toll-free).
  • A live Internet broadcast of the telephone press briefing will also be accessible at www.ey.com/ca/commercialpaper.
  • A recording of the telephone press briefing will be archived and accessible until Thursday, October 4, 2007 by dialling 1-416-695-5800 / 1-800-408-3053 (toll-free). The access code is 3237537#.

Investor Information:

Investors in Third Party ABCP may get more information on the Montreal Proposal by accessing Ernst & Young Inc.'s dedicated web site at www.ey.com/ca/commercialpaper. Investors will find the form of noteholder acknowledgement at the website.

Data Room:

As noted above, the Investor accessible data room has been established by Ernst & Young Inc. The data room is intended to include all material information relating to the Third Party ABCP conduits. Ernst & Young Inc. has requested relevant materials from these conduits. Certain of the requested information is subject to confidentiality restrictions and before the conduits may release this information into the data room other third parties will be required to provide their consent. There is no assurance that this consent will be obtained in respect of all of the requested information.

Access for investors to the data room is being provided to investors according to a data room protocol. Upon establishing their ownership of affected Third Party ABCP and agreeing to be bound by the terms of the protocol, including confidentiality arrangements, an investor will be provided reasonable access to the collected information pertaining to the ABCP in which they have invested.

Investors who would like further details on the data room protocol can access Ernst & Young's dedicated web site at www.ey.com/ca/commercialpaper.

Further Updates:

The Investors Committee expects to issue further announcements from time to time respecting important developments in the restructuring process in order to keep investors informed.

For more information

  • Roch Landriault
    Montréal
    NATIONAL Public Relations
    514-843-2345, Cell. : 514-249-4537
  • David Weiner
    Toronto
    NATIONAL Public Relations
    416-848-1633
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