Science & Technology
Science and Technology
Science and Technology 
Tue, August 23, 2011
Mon, August 22, 2011
TORONTO, Aug. 22, 2011 /CNW/ - Look Communications Inc. ("Look" or the "Company") (TSXV: LOK) and (TSXV: LOK.A) issues this release to provide an update on the Company's efforts to recover the compensation awards made by the Company's former officers and directors following the sale of Look's spectrum and broadcast license in 2009.
On August 3, 2011, Mr. Michael Cytrynbaum, First Fiscal Management Ltd., Mr. Stuart Smith, Mr. Scott Colbran and Mr. Jason Redman issued an Application, Court File No. CV-11-432199, seeking orders requiring Look to indemnify them for legal fees they will incur and have incurred to date defending Look's allegations made in the Statement of Claim issued by Look against them on July 6, 2011 in Court File No. CV-11-9291-00CL.
On August 17, 2011, Look delivered a Notice of Motion in Look's CBCA Plan of Arrangement proceedings, Court File No. 08-CL-7877CL (the "CBCA Proceedings"), seeking a range of relief including declarations that the decisions of the former officers and directors of Look, Mr. Cytrynbaum, Mr. Gerald McGoey, Mr. Smith, Mr. Colbran and Mr. Redman, made on June 16, 2009 to (i) set aside $11,000,000 for cash bonuses, and (ii) compensate option and share appreciation rights holders (mainly themselves) through "equity cancellation payments" totalling approximately $9,000,000 (collectively, the "Sale Awards") constituted transactions prohibited by paragraph 19 of the Court Order granted May 14, 2009 in the CBCA Proceedings approving the sale of Look's spectrum and broadcast license. The Motion also seeks orders requiring the former officers and directors, together with First Fiscal Management Inc., Jolian Investments Limited and Mr. Alex Dolgonos and DOL Technologies Inc., to repay the Sale Awards paid to each of them. Look's Motion was accompanied by affidavits sworn by partners from Look's legal counsel who acted as corporate counsel (Stikeman Elliott LLP) and CBCA company counsel (Thornton Grout Finnigan LLP) for the CBCA Proceedings and during the period when the Sale Awards were approved and paid. These affidavits address a number of issues and confirm that Stikeman Elliott was not aware of the quantum of the Sale Awards at the time they were made and that Thornton Grout Finnigan was not aware that the Sale Awards were being made or their quantum when they were made. Look also filed an affidavit sworn by its former director, Mr. Louis Mitrovich, with whom it has entered into a settlement agreement. Mr. Mitrovich's affidavit acknowledges that the Sale Awards were extraordinary and were made without the involvement of an independent executive compensation consultant. Look will deliver additional affidavits in support of its Motion.
Look's counsel (Goodmans LLP), counsel for Mr. Cytrynbaum and First Fiscal Management Inc., and counsel for Mr. Dolgonos and DOL Technologies Inc., attended court on August 18, 2011 to address scheduling issues relating to Look's Notice of Motion and the Application for indemnification. Look committed to deliver the balance of its supporting material for the Motion on or before September 2, 2011. The court scheduled an appointment for September 14, 2011 to address and confirm the schedule for proceeding with Look's Notice of Motion and the Application for indemnification.
Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking statements. The words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect Look's current views with respect to future events and are subject to certain risks, uncertainties and assumptions. Many factors could cause actual results, performance or achievements that may be expressed or implied by such forward-looking statements to vary from those described herein should one or more of these risks or uncertainties materialize. In addition, there can be no assurance with respect to the outcome of litigation. In particular, there can be no assurance that Look will be able to recover any of the amounts sought in its claims. Except as required by law, Look does not assume any obligation to update or revise the forward looking statements contained in this press release to reflect actual events or new circumstances.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.