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BY FAX (604) 899-7401
Decision CRTC 2001-399
Ottawa, 11 July 2001
Mr. James Conrad
General Counsel
Orca Bay Hockey Limited Partnership
800 Griffiths Way
Vancouver, BC
V6B 6G1
Dear Mr. Conrad:
Re: Application No. 2001-0589-2 - Conditional approval
Transfer of shares - Breakaway PPV Corporation, licensee of a regional pay-per-view service, requests authority to transfer shares from Edmonton Investors Group Limited Partnership to Edmonton Investors Group Ltd.
Subject to the condition precedent described below, the Commission approves the above-noted application for authority to transfer 33.33% of the voting interests of Breakaway PPV Holdings Corporation from Edmonton Investors Group Limited Partnership (EIGLP) to Edmonton Investors Group Ltd. (Edmonton Investors), a Canadian owned and controlled corporation.
Breakaway PPV Holdings Corporation holds 100% of the voting interests of Breakaway PPV Corporation, licensee of a regional pay-per-view "hockey" service.
However, in order to satisfy the requirement of subparagraph 1.(iii)(A) of the Direction to the CRTC (Ineligibility of Non-Canadians)-definition of a "qualified corporation", the Commission requires, as a condition precedent, that the licensee establish an independent programming committee acceptable to the Commission to ensure that the parent corporation (Breakaway PPV Holdings Corporation) does not control that subsidiary corporation (Breakaway PPV Corporation). This means that the Commission's authorization for the transfer of shares involving Edmonton Investors cannot be completed until the programming committee has been established.
The Commission also notes that the 33.33% of voting interests previously held by Vancouver Hockey Club Ltd., a non-Canadian corporation, in Breakaway PPV Holdings have been transferred to Orca Bay Hockey Limited Partnership, whose partners are non-Canadian. This change results from a series of amalgamations which involved Vancouver Hockey Club Ltd.
Once the Commission is notified that the condition precedent has been fulfilled, the Commission will modify its ownership records to reflect the authorized ownership of Breakaway PPV Corporation as shown in the attached appendix.
All letters of approval issued by the Commission are made available for public examination at the Commission's central office. The Commission also requires you to append this letter to your licence.
Yours sincerely,
Ursula Menke
Secretary General
Appendix
BREAKAWAY PPV CORPORATION
|
Shareholder
|
Type
|
# held
|
% of vote
|
Citizenship
|
|
Breakaway PPV Holdings Corporation
|
Common
|
100
|
100%
|
Canadian
|
Breakaway PPV Holdings Corporation
|
Shareholder
|
Type
|
# held
|
% of vote
|
Citizenship
|
|
Calgary Flames Limited Partnership
|
Common
|
99
|
33.33%
|
Canadian
|
|
Edmonton Investors Group Ltd.
|
Common
|
99
|
33.33%
|
Canadian
|
|
Orca Bay Hockey Limited Partnership
|
Common
|
99
|
33.33%
|
Non-Can.
|
Calgary Flames Limited Partnership
|
Partners
|
Shareholder
|
Type of Units
|
# held
|
Vote %
|
|
Calgary Flames Inc.
|
General partner
|
A Units
|
672.49
|
100%
|
|
10 Canadian residents
|
Limited partners
|
A Units
|
0.01
|
--
|
|
" " "
|
Limited partners
|
B Units
|
316.00
|
100%
|
Calgary Flames Inc.
|
Shareholder
|
Type
|
# held
|
% of vote
|
Citizenship
|
|
380657 Alberta Inc.
|
Common
|
100
|
100%
|
Canadian
|
380657 Alberta Inc.
|
Shareholder
|
Type
|
# held
|
% of vote
|
Citizenship
|
|
Allan R. Twa
|
Common
|
1
|
100%
|
Canadian
|
Orca Bay Hockey Limited Partnership
|
Partners
|
Type
|
# units held
|
Citizenship
|
|
General Partner
|
Orca Bay Hockey Inc.
|
0%
|
Non-Can.
|
|
Limited Partner
|
Orca Bay Holdings Company
|
100%
|
Non-Can.
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Orca Bay Hockey Inc. and Orca Bay Holdings Company are owned by Sportco Investments, Inc. and Sportco Investments II, Inc., both of which are wholly owned by Mr. John E. McCaw, Jr., an American citizen. Orca Bay Hockey Limited Partnership (Canucks Franchise) owns Vancouver Hockey Enterprises Inc.
Edmonton Investors Group Ltd.
|
Shareholder
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Type
|
# held
|
% of vote
|
Citizenship
|
|
Larry M. Makelki
|
Class A
|
500
|
8.33%
|
Canadian
|
|
Lockhold Consultants Ltd.
|
Class A
|
500
|
8.33%
|
Canadian
|
|
Gary Gregg
|
Class A
|
500
|
8.33%
|
Canadian
|
|
774791 Alberta Ltd.
|
Class A
|
500
|
8.33%
|
Canadian
|
|
Edwin E. Bean
|
Class A
|
500
|
8.33%
|
Canadian
|
|
Jacob Ambrosius
|
Class A
|
400
|
6.66%
|
Non-Can.
|
|
Skyreach Equipment Ltd.
|
Class A
|
300
|
5.00%
|
Canadian
|
|
750322 Alberta Ltd.
|
Class A
|
300
|
5.00%
|
Canadian
|
|
Art Mihalcheon
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Class A
|
300
|
5.00%
|
Canadian
|
|
887877 Alberta Ltd.
|
Class A
|
200
|
3.33%
|
Canadian
|
|
W. Gordon Buchanan
|
Class A
|
200
|
3.33%
|
Canadian
|
|
The Edmonton Journal
|
Class A
|
100
|
1.66%
|
Canadian
|
|
McFarlane Toys Canada, Inc.
|
Class A
|
100
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1.66%
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Non-Can.
|
|
12 other shareholders with 100 shares each & 8 with less than 100 (2 of which are non-Can.)
The non-Can. shareholders represent 10% of the voting interest of Edmonton Investors Group
|
|
Economic Development Edmonton
|
Preferred F
|
1
|
--
|
Canadian
|
|
Edmonton Northlands
|
Preferred F
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1
|
--
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Canadian
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N.B.: Edmonton Investors Group Ltd. also holds the units held by 32 limited partners, 10% of which are held by non-Canadians.
Date Modified: 2001-07-19
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