TPG, Fosun and Caisse Partner to Create a Sustainable Cirque du Soleil

TPG, Fosun, and Caisse de dépôt et placement du Québec (Caisse), (the “Consortium”) announced today that they have partnered with Investissement Québec and submitted a proposal to acquire (the “Purchase Agreement”) substantially all of Cirque du Soleil Entertainment Group’s assets (“Cirque du Soleil”  or the “Company”). Pending approval from the Superior Court of Québec (Commercial Division), the Consortium is expected to serve as the primary bidder (also known as the “stalking horse” bid) in Cirque du Soleil’s Court-supervised restructuring and concurrent Sale and Investment Solicitation Process (“SISP”). The Consortium’s bid is fully committed, fully financed, and not contingent on additional business diligence.

The proposed Purchase Agreement will provide Cirque du Soleil with capital and resources to stabilize and rebuild its business for the future, including the injection of US$300 million of new liquidity into the restructured business, which shall be used, among other things, to provide dedicated relief for affected employees and contractors, as well as specific commitments toward preserving the brand’s Québec heritage. As part of the Purchase Agreement, Investissement Québec will provide US$200 million in debt financing to support the proposed acquisition.

Addressing Stakeholder Considerations and Positioning Cirque Du Soleil to Succeed

The Purchase Agreement includes key undertakings that are part of a comprehensive plan to rebuild Cirque du Soleil’s business once the COVID‑19 pandemic subsides and live entertainment resumes globally. The Purchase Agreement, which will serve as the minimum acceptable bid for the SISP, will help position Cirque du Soleil for long-term, sustainable growth while ensuring that it remains at the heart of Québec’s vital arts community. Key undertakings include the following commitments:

• Cementing Montreal as the Company’s international headquarters, where key strategic decision-making and creative activities would continue to reside; 
• Maintaining key leadership positions in Québec, including The Chair of Cirque’s Board of Directors and Chief Executive Officer, and;
• Offering employment to as many Québec-based workers as possible, whose employment was terminated as part of the shutdown due to COVID‑19.

The Consortium’s proposal assumes a significant portion of the Company’s ordinary course operating liabilities, and provides for:

• A dedicated US$15 million fund to provide financial assistance for Company employees whose employment has terminated;
• US$5 million contractor fund for Cirque du Soleil to meet outstanding obligations towards contractors, consultants, freelancers, agents, or other individual non-employees who have provided service to the Company;
• The assumption of outstanding payables and bills from critical trade suppliers, including payments to all Québec-based trade suppliers, and;
• A commitment to honouring customers’ (ticketholders’) refund requests or exchanges due to the onset of the COVID‑19 pandemic.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, and Osler Hoskin & Harcourt LLP served as legal counsel to TPG, and PJT Partners acted as financial advisor. McCarthy Tétrault LLP served as legal advisor to Caisse. Norton Rose Fulbright Canada LLP served as legal counsel to Investissement Québec.