TV, eh? | What's up in Canadian television | Page 954
TV,eh? What's up in Canadian television

Four Senses nails winning recipe in Season 3

Carl Heinrich and Christine Ha are cooking up good stuff on Four Senses. Heinrich, the Season 2 winner of Top Chef Canada, and Ha, who took the Season 3 title in MasterChef, are back for Season 3 of AMI-tv’s culinary series sharing recipes with each other and celebrities while traipsing the country meeting with the folks that put food on our tables.

The two chefs—and the Four Senses crew—have hit a real groove in Season 3, returning Thursday at 7:30 p.m. ET. The most obvious thing I noticed during a set visit last fall was the confidence the two have in the TV process. Gone are the jitters I saw in the first season, replaced with an understanding of what Four Senses is, and their roles in it. Yes, the program features embedded description for those who are blind or partially sighted and closed captioning for those with hearing loss, but at its heart Four Senses is a cooking show—and a darned entertaining one.

“Christine has had a lot of experience with very big productions,” says executive producer Anne Marie Varner. “This is a little more relaxed and she gets to hone her skills in terms of describing what she’s doing in the kitchen. She’s been very good at being able to point out to our guests and Carl what the challenges are when you’re blind or visually impaired in the kitchen. Carl has really grown in his confidence working in TV and it shows in his performance. You’re seeing a completely different person.”

Celebrity guests in the kitchen include Thursday’s visitor, Chef Corbin Tomaszeski, followed in the coming weeks by CHFI’s Erin Davis, French Chef at Home‘s Laura Calder, Chatelaine‘s Claire Tansey and BreakfastTelevision Toronto’s Frank Ferragine. As for the locations Heinrich and Ha will be visiting, Prince Edward Island, rural Ontario and Kelowna, B.C., beckon for features on lobsters and oysters, butter tarts and goat milk. Varner notes Four Senses is a national program, and she wanted their location segments to reflect that. A Season 3 addition that helped elevate Four Senses is new director Arlene Hazzan Green; the Emmy and Genie award winner is pushing the cooking process to the back burner in favour of stirring the pot through conversation about cooking and accessibility.

“We needed more conversation. ‘Who are you and why are you interested in this?'” Varner says. “She’s really focusing on the performance and learning about the twist that makes Four Senses unique.”

Four Senses airs Thursdays at 7:30 p.m. ET on AMI-tv.

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Principal photography begins on Season 2 of City’s Between

From a media release:

Today, City announced the start of production on the second season of Between, the original survivalist thriller series created by award-winning writer/director Michael McGowan (Still Mine, One Week, Saint Ralph) and starring Jennette McCurdy (iCarly) and Jesse Carere (Skins). The second season of Between, featuring six, one-hour episodes, will premiere on City, followed by shomi, in Canada. Additional broadcast details will be announced at a later date. The series begins principal photography today.

In season one, a virulent disease swept through the idyllic town of Pretty Lake, leaving everyone over the age of 21 dead in its wake and the town quarantined. Season two will continue Wiley (Jennette McCurdy) and Adam’s (Jesse Carere) journey into discovering the cause of the deadly virus as the battle for survival is toughened by a diminishing food supply, harsh winter, and lawlessness among peers.

Returning cast for Between’s second season include Justin Kelly as Chuck, Kyle Mac as Ronnie, Ryan Allen as Gord, and Shailyn Pierre Dixon as Franny. Joining the cast this season are Steven Grayhm (The Family Tree, The Five People You Meet in Heaven) as Liam Cullen, a mysterious visitor who claims to have the answer to the epidemic that has ravaged the small town, and Mercedes Morris (Forest Fairies) as Renée, the powerful leader of an off-the-grid cult located on the edge of Pretty Lake.

Between is an original series produced by Don Carmody Television (DCTV) and Mulmur Feed Co. Executive Producers are Don Carmody (Pompeii, Resident Evil, Silent Hill, Goon, Chicago), David Cormican (The Tall Man, Faces in the Crowd), Michael McGowan, and Naveen Prasad of Elevation Pictures. Sam Egan (The Listener, Continuum) joins as Showrunner. McGowan and Supervising Producer Rick Bota (Haven, Damaged, Beauty and the Beast) will each direct three episodes. From Rogers Media, Nataline Rodrigues is Director of Original Programming, Hayden Mindell is Vice President of Television Programming & Content, and Colette Watson is Vice President of Television and Broadcast Operations.

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Corus Entertainment to Acquire Shaw Media in Transformational Acquisition

From a media release:

Corus Entertainment Inc. (“Corus”) (TSX: CJR.B) announced today that it has entered into an agreement to acquire all of Shaw Media Inc. (“Shaw Media”) from Shaw Communications Inc. (“SCI”) for $2.65 billion to be paid through a combination of cash and Corus Class B Shares. The transaction will give Corus ownership of all of Shaw Media’s leading brands, resulting in a combined portfolio with significant scale, including 45 specialty television channels, 39 radio stations, digital assets, the content studio, Nelvana, and 15 conventional television stations.

The combined leadership team is expected to be announced at or prior to the close of the transaction.

Shaw Media’s assets include the specialty channels Food Network Canada, HGTV Canada, DIY Network Canada, Slice, Lifetime, History Canada, H2, Showcase, National Geographic Canada, Nat Geo Wild Canada, Action, MovieTime, IFC Canada, Global News: BC1, BBC Canada, DejaView, Crime + Investigation, DTOUR and FYI. It also includes Global Television’s national conventional service with stations in Vancouver, Okanagan, Edmonton, Calgary, Lethbridge, Saskatoon, Regina, Winnipeg, Toronto, Montreal, Halifax and Saint John.

On a fiscal 2015 basis, Corus and Shaw Media combined generated ~$1.9 billion in revenue, ~$619 million in adjusted EBITDA and ~$430 million of free cash flow. The transaction is expected to generate $40-$50 million of annual cost synergies to be realized within 24 months, in addition to significant revenue synergies.

Transaction Terms and Financing 

Under the terms of the transaction, Corus has agreed to acquire 100% of Shaw Media for a total purchase price of $2.65 billion, representing a multiple of ~7.7x FY2015 consolidated reported adjusted EBITDA. Upon closing of the transaction, SCI will receive ~$1.85 billion in cash and ~71 million Corus Class B Shares at $11.21 per share, which is based on current volume weighted average trading prices on the Toronto Stock Exchange.

RBC Capital Markets is providing fully committed financing in connection with the transaction. The acquisition and the refinancing of existing Corus debt will be funded with $2.3 billion of committed credit facilities and $560 million of bridge financing. The bridge financing is expected to be replaced with a combination of new senior unsecured notes and a potential offering of subscription receipts for Corus Class B Shares.

Upon completion of the financing, at close of the transaction, Corus intends to redeem its 4.25% senior unsecured notes due February 2, 2020, of which $550 million principal (plus accrued and unpaid interest) is outstanding.

Pro forma the acquisition, including completion of the potential subscription receipt offering, SCI will own approximately 39% of Corus’ total issued equity, including Class A and B Shares. SCI has agreed to hold and not sell any of its Corus Class B Shares for the first 12 months following closing. This holding restriction will expire with respect to one-third of the shares on each of the 12, 18 and 24 month anniversaries of closing (the “Lock-Up”).

In addition, as a further sign of its support for the combined company, SCI has agreed to have 100% of its Corus Class B Shares, which are subject to the Lock-Up, participate in Corus’ dividend reinvestment plan until at least August 31, 2017, so that the dividends payable on those shares will be paid with additional Corus Class B Shares. This not only signals SCI’s on-going support for the company but also provides Corus additional cash flow that can be used to repay debt or be re-invested in the business.

Corus and SCI have also agreed to enter into a Governance and Investor Rights Agreement upon closing of the acquisition. The Governance and Investor Rights Agreement will provide SCI with specified rights to nominate up to three members of the Corus Board of Directors, subject to certain continued minimum ownership thresholds; pre-emptive rights that allow it to maintain its pro rata ownership level of the Corus Class B Shares in various circumstances; and registration rights that require Corus to assist SCI in effecting sales of Corus Class B Shares through a prospectus qualification process.

Pro forma Total Debt / LTM adjusted EBITDA will be approximately 4.0x at closing and, given the strong free cash flow profile of the company, Corus is expected to de-lever to below 3.0x by the end of FY2018, consistent with Corus’ financial policies. The acquisition will be earnings and free cash flow per share accretive from the outset. Corus intends to maintain its current annualized dividend of $1.14 per Class B Share. Corus will continue to have a strong liquidity profile with approximately $300 million of revolving credit capacity and strong free cash flow.

The Special Committee, Formal Valuation and Board Recommendation

Corus appointed a Special Committee of independent directors of the Board of Directors of Corus to oversee the review and negotiation of the acquisition given the related party nature of the transaction.  Corus and SCI are affiliated companies since JR Shaw exercises effective voting control over Corus through the Shaw Family Living Trust, an entity ultimately controlled by him, and exercises similar effective control over SCI.  The Shaw Family Living Trust has provided a written commitment to Corus’ Board of Directors indicating its support for the acquisition.

The Special Committee was advised by Barclays Capital Canada Inc. (“Barclays”) as independent financial advisor and valuator, and by Borden Ladner Gervais LLP as independent legal counsel.

As independent valuator, Barclays has concluded that, subject to the assumptions, limitations and qualifications set out in its valuation as of January 12, 2016, the fair market value of Shaw Media is in the range of $2,450 million to $2,850 million.

Barclays has also provided an opinion to the Special Committee that, subject to the assumptions, limitations and qualifications set out in such opinion, the consideration offered for the purchase of Shaw Media is fair, from a financial point of view, to Corus.

RBC Capital Markets has also provided its opinion to the Board of Directors of Corus that, subject to the assumptions, limitations and qualifications set out in such opinion, the consideration to be paid under the transaction is fair from a financial point of view to Corus.

Following an extensive review and negotiation process, the Special Committee unanimously determined that the acquisition is in the best interest of Corus, and recommended to the Board of Directors of Corus that the final terms of the acquisition be accepted. In making its recommendation, the Special Committee considered among other things, the opinion of RBC Capital Markets and Barclays’ valuation and fairness opinion.

The Board of Directors of Corus approved the proposed acquisition of Shaw Media following its acceptance of the unanimous recommendation of the Special Committee and has recommended that shareholders of Corus vote in favour of the transaction.

Approval Process

This transaction is subject to approval by the Canadian Radio-television Telecommunications Commission. It is also subject to approval by Corus’ minority shareholders, at a special meeting of shareholders expected to occur in March 2016. More particularly, the transaction is subject to approval by more than 50% of the votes cast by Corus’ Class A Voting and Class B shareholders, excluding any shares held by an “interested party” and any of their respective affiliates, each voting separately as a class, pursuant to the requirements of National Instrument 61-101 Protection of Minority Security Holders in Special Transactions, and of the Class B shareholders of Corus pursuant to the requirements of the Toronto Stock Exchange. As a result, shares held by JR Shaw, the Shaw Family Living Trust and their affiliates, will be excluded for the purposes of Corus shareholder approval. Subject to the receipt of all necessary approvals, the transaction is anticipated to close in the third quarter of fiscal 2016.  The transaction is also subject to listing approval by the Toronto Stock Exchange.

Advisors

RBC Capital Markets acted as exclusive financial advisor and Osler, Hoskin and Harcourt LLP acted as legal counsel to Corus in connection with this transaction.

The Special Committee was advised by Barclays as independent financial advisor and valuator, and by Borden Ladner Gervais LLP as independent legal counsel.

Investment Community Conference Call and Webcast

Corus will be holding a conference call for financial analysts to discuss this transaction as well as its Q1 2016 results today, Wednesday, January 13, 2016 at 7 a.m. MT / 9 a.m. ET.  Media are welcome to participate on a listen-only basis. To participate, the dial-in number for the conference call is 1.800.925.4693 (toll-free North America) or 416.641.6202 (local or international). PowerPoint slides will be posted 15 minutes prior to the start of the call on www.corusent.com in the Investor Relations section.

Non-IFRS Measures

This press release makes reference to certain non-IFRS measures.  These non-IFRS measures are not recognized measures under IFRS, do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies.  Corus believes these non-IFRS measures provide additional information to complement IFRS measures by providing further understanding of operations from management’s perspective. Accordingly, non-IFRS measures should never be considered in isolation or as a substitute for other financial measures determined in accordance with IFRS as issued by the International Accounting Standards Board. Corus presents non-IFRS measures, specifically EBITDA, adjusted EBITDA (which is also referred to by Corus as “segment profit” and by Shaw Media as “operating income before restructuring costs and amortization”), free cash flow and Pro forma Total Debt / LTM Adjusted EBITDA as it believes these non-IFRS measures are frequently used by securities analysts, investors and other interested parties as measures of financial performance and to provide a supplemental measure of operating performance and also to highlight trends that may not otherwise be apparent when relying solely on IFRS financial measures. The definitions of the non-IFRS measures contained in this press release are as follows:

EBITDA is calculated as net income before interest, income taxes, depreciation and amortization.

Adjusted EBITDA is calculated as EBITDA adjusted for items not indicative of Corus’ core operating results, and not used in management’s evaluation of the business segment’s performance, such as: broadcast license and goodwill impairment; significant intangible asset impairments; debt refinancing; non-cash gains or losses and certain other income and expenses.

Free cash flow is calculated as cash provided by (used in) operating activities less cash used in investing activities, as reported in the consolidated statements of cash flows, and then adjusting for the following items: cash used for business combinations and strategic investments and; cash received from strategic divestments; and cash due to parent.

Pro forma Total Debt / LTM Adjusted EBITDA for Corus is calculated as the total debt of Corus to be assumed upon completion of the acquisition divided by the sum of the segment profit of Corus for the 12 months ended November 30, 2015, plus the operating income before restructuring costs and amortization of Shaw Media for the 12 months ended November 30, 2015.

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Review: Schitt’s Creek – “Family Dinner”

In episode 2, Alexis has made her choice – it’s Mutt. But telling Ted it’s over proves harder than she thought, as she explains to Mutt, “I don’t know if it was the timbre of his voice or the fact that he smelled like baby power, but I just couldn’t physically do it.” She considers sending him the “sweetest little text message” to get the job done, but realizes it must be done in person. The second breakup scene is every bit as funny as the first, and this times it’s successful.

Johnny is in search of office space and there is a funny scene in the restaurant between him and Twyla (Sarah Levy) as he asks her about the possibility of using a booth as his office. He goes into a long-winded explanation of why he needs office space. Twyla, who is laden down with dishes, finally says, “I am going to put these dishes down. I just think I’ll think better once the blood rushes from my arms to my brain.”

Bob (John Hemphill) who runs the local garage overhears Johnny asking about office space and tells him he has a “sweet little spot” that he can use. Johnny isn’t impressed when Bob shows him the inside of his garage. But Bob is undeterred and tells him to clean it up and give it a think. He, like the rest of the cast, is perfect in his role. He is so deadpan and so oblivious. When Johnny, in an exasperated tone, tells him he doesn’t need to clean it up to think about it, Bob just continues, “well, as long as it gets cleaned up at some point.”

Moira and David decide to make dinner for the family. Well, Moira decides she’s doing it and recruits an unwilling David to help her. The relationship between Moira and David is more mother-daughter than mother-son. Last season the two of them tried to sell cosmetics. It’s definitely a meeting of the divas, if not a meeting of the minds. The scene between them making dinner is funny, and the instruction to “fold in the cheese” is clever. I’ve always thought it was an odd, vague description and for the likes of them, it’s near impossible.

There is another awkward scene between David and Stevie. Their relationship may take a turn, but no matter what state it’s in, the chemistry between them is undeniable.

The show is witty, dry and sarcastic – and the characters are brilliant. Every single one of them.

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Review: Schitt’s Creek – “Finding David”

The long-awaited, much-anticipated (well, by me, at least), season 2 of Schitt’s Creek has begun.

Season 1 was met with mixed reviews, which still surprises me. How could anyone not get the brilliance that is Catherine O’Hara and Eugene Levy? That was the question I asked myself – and anyone I heard disparage the show.

The responses were simply, “it’s not funny”. I disagree. It is funny. O’Hara and Levy are in a league of their own. Canadian humour is also in a league of its own, and they are our King and Queen. Their comedic timing and facial expressions are unrivaled. But they alone do not make the show. The other cast members are equally talented.

The premise of the story is simple. A wealthy family is swindled by their crooked business manager and they lose everything – except Schitt’s Creek – a town Johnny Rose (Eugene Levy) bought as a joke for his son, David (Dan Levy). It turns out that this town is all they have. And it’s their new home. They set up residence in the local motel. The name of the show gives a hint at the state of the motel. It’s bad.

Johnny is determined to get them out of Schitt’s Creek and back on their feet. He exudes confidence and calm in his beautiful suits and perfect hair. If anyone can do it, it’s Johnny Rose. And he comes close. He finds a buyer for the town. Unfortunately things go off the rails and season 1 ends with the sale falling through.

But before the deal fell through, the imminent sale and their upcoming freedom put things in motion. Moira Rose (O’Hara) got back up on her high horse and said her goodbyes to the locals – people she never expected to see again. This could be awkward.
David asked Stevie (Emily Hampshire) the front desk receptionist at the motel to move to New York with him. He meant as roommates; but she was hoping for something more and said no. This causes an emotional crisis of sorts for David. She is his one true friend, and now he’s lost her. At the end of season 1, we see David driving off into the dark of night.

Alexis Rose (Annie Murphy) is the beautiful selfish and highly sexual daughter of Moira and Johnny. In Season 1 she was dating the local vet who is kind and sweet and a bit too dull for Alexis. But, he is a safe bet and if they weren’t getting out of town she would have married him. And that’s what she tells him when he proposes. Since they are getting out of town, she decides to have a fling with Mutt (Tim Rozon), the local hottie who lacks money and ambition.

Episode 1 of Season 2 is three days after the sale has fallen through and they are not leaving Schitt’s Creek. So does she go back to her vet? This is her dilemma in episode 1 of season 2. As she explains to Stevie, “There’s a lot going on in my life right now. Ted keeps harassing me for an answer about the whole marriage thing. And then there is the Mutt issue, which is complicated and sexy.” Her missing brother, David, doesn’t make the list. Murphy is brilliant in this role. The show would not be the same without her.

We once again find Moira in hysterics that reach a fever pitch to match those of her hysterics in season 1 when she thought her diamond earrings were stolen. This time it’s over a missing bag. It was funnier the first time, but she remains faithful to her character. This is the Moira we’ve come to expect and she does not disappoint. Drama is her middle name. Johnny is still the rock of the family and as such needs to keep things together. And he does. Nothing much fazes Johnny Rose.

David is missing in action for the first half of episode 1, and the family is desperate to get him back. Well, him and Moira’s precious bag. It seems he is the one who took her valuable bag. There are analogies made between the bag and a child when Moira, close to tears, pleads with Johnny to find her missing bag, “I love that bag and I’ve kept it safe all these years. And now it’s out there frightened and alone.”

When David does come back (with the bag), he and Stevie have an awkward conversation that ends in them agreeing to work on their friendship.

Did I laugh as much as I did in season 1? No. But I did still appreciate the acting and the chemistry among the cast, not to mention the brilliant one-liners. There are too many to mention, but one of my favorite lines has to be when Moira reassures Johnny that David is not without money, “If there’s one thing David knows, it’s the street value of a woman’s bag.”

This is a show worth watching.

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