Jane Dietrich

The applicant, CURO Group Holdings Corp., as Foreign Representative, sought a Third Recognition Order under section 49 of the Companies’ Creditors Arrangement Act (CCAA) to recognize and enforce several orders of the U.S. Bankruptcy Court.

These orders included the Combined Order approving the Debtors’ Joint Prepackaged Plan, the Estimation Order, and the Second Interim Cash Management Order.

The motion also sought termination of the Canadian Recognition Proceedings, discharge and release of the Information Officer, and approval of the Information Officer's reports and fees.

The relief sought was unopposed, and the court granted the Third Recognition Order, finding no public policy reason to deny recognition.

The applicant, CURO Group Holdings Corp., as Foreign Representative, sought recognition and enforcement in Canada of six orders from the United States Bankruptcy Court under section 49 of the Companies’ Creditors Arrangement Act (CCAA).

These orders included amendments to securitization documents, critical vendor payments, utility assurances, final taxes, disclosure statement approval, and revised customer programs.

The relief was unopposed and supported by lenders and the Information Officer.

The court granted the recognition order, finding it necessary for the protection of the debtors' property and consistent with the principles of cross-border insolvency.

The applicant, CURO Group Holdings Corp., sought recognition of its US Chapter 11 bankruptcy proceedings as foreign main proceedings under Part IV of the CCAA.

The court found that the Canadian debtors' centre of main interests was in the US, as executive decision-making and back-office support were located there.

The court granted the Initial Recognition Order, recognized the US Bankruptcy Court's First Day Orders, appointed an Information Officer, and approved an Administration Charge, a Directors and Officers Charge, and Securitization Charges to facilitate the restructuring.

The applicant, CURO Group Holdings Corp., sought foreign recognition and interim stay relief under the Companies’ Creditors Arrangement Act (CCAA) and the Courts of Justice Act (CJA) for its Canadian subsidiaries, CURO Canada Corp. and LendDirect Corp. These Canadian Debtors had simultaneously filed for Chapter 11 bankruptcy in the U.S. Bankruptcy Court.

The court granted the interim stay to protect the Canadian Debtors' assets and business in Canada during the period between the commencement of the U.S. Chapter 11 cases and the anticipated formal recognition orders from the U.S. Bankruptcy Court.

The decision emphasized the necessity of such interim relief to prevent prejudice and uphold principles of cooperation and comity in cross-border insolvency proceedings.

The balance of the application was adjourned for further hearing.

This endorsement concerns three tobacco companies (JTI-MacDonald Corp., Imperial Tobacco Canada Limited, Imperial Tobacco Company Limited, and Rothmans, Benson & Hedges Inc.) operating under the Companies’ Creditors Arrangement Act (CCAA).

Each applicant sought an extension of their stay period until September 30, 2024, to continue formulating plans of arrangement.

Imperial also requested authorization to terminate a retirement plan and post security for a vaping product license.

RBH sought a procedural amendment for employee grievances.

The court, finding no opposition and satisfied with the applicants' good faith, diligence, and sufficient resources, granted all requested relief, noting significant progress in ongoing mediation.

The Body Shop Canada Limited (TBS Canada) sought various orders under the Bankruptcy and Insolvency Act (BIA) following its UK parent's unexpected insolvency and cessation of financial support, which left TBS Canada with significant debts and operational challenges.

The requested relief included expanding the stay of proceedings, granting an administration charge, approving an indemnity and priority charge for directors and officers, directing the production of company records, and extending the time to file a proposal.

The court granted all requested orders, emphasizing the unusual and urgent circumstances, the necessity of the relief for TBS Canada's continued operations and restructuring efforts, and the consent of key stakeholders.

Tacora Resources Inc. sought an amended and restated initial order (ARIO) and a solicitation order under the Companies’ Creditors Arrangement Act (CCAA) to facilitate its restructuring, including approval for a $75 million debtor-in-possession (DIP) financing facility from Cargill.

An ad hoc group of senior noteholders (AHG) opposed the Cargill DIP facility, alleging a flawed process and material prejudice, and brought a cross-motion for approval of their own competing DIP proposal.

The court found that Tacora's Board exercised reasonable business judgment in selecting the Cargill DIP facility, which was financially superior and less prejudicial to creditors overall than the AHG's proposal.

The court dismissed the AHG's cross-motion, finding no evidence of improper conduct by Cargill or the Board, and granted Tacora's requested ARIO and Solicitation Order, including approval of the Cargill DIP facility, an extended stay period, a Key Employee Retention Plan (KERP), and a sealing order for KERP details.

This endorsement concerns the Companies' Creditors Arrangement Act (CCAA) proceedings for JTI-MacDonald Corp., Imperial Tobacco Canada Limited, Imperial Tobacco Company Limited, and Rothmans, Benson & Hedges Inc. The court granted an unopposed motion to extend the stay period until March 29, 2024.

Recognizing the complexity and the four-and-a-half-year duration of negotiations, the court directed the three court-appointed Monitors, in conjunction with the court-appointed Mediator, to collaborate and develop comprehensive Plans of Compromise or Arrangement.

The objective is to finalize plans that are fair and reasonable to all applicants and creditors, moving from observable activity to meaningful action.

In a CCAA proceeding, the court considered supplementary written submissions regarding the appropriateness of differential consideration offered to unsecured creditors in the proposed Plan.

The court accepted the applicants' submission that the fairness of the differential consideration, which involves providing shares to Term Loan Lenders and cash to General Unsecured Creditors, should be determined at the Sanction Hearing rather than at the Meetings Order stage, given the low threshold for a Meetings Order and the presence of conflicting expert reports.

The Applicants sought an Authorization Order and Meetings Order under the CCAA.

The primary issues in dispute concerned the voting rights and classification of Litigation Claimants, which included uncertified U.S. class actions, a certified Ontario class action, and Texas mass tort claims.

The court held that the Litigation Claimants are creditors entitled to vote, but restricted them to one vote per action to prevent them from overriding other stakeholders on numerosity grounds.

The court also ordered summary proceedings to value their claims rather than accepting the Applicants' proposal to value them at $1.

Finally, the court declined to place the Term Loan Lenders in a separate class from other unsecured creditors, finding sufficient commonality of legal interests.

This motion sought a stay pending leave to appeal an order authorizing the sale of a 51% interest in Downsview Homes Inc. (DHI) within ongoing CCAA proceedings.

The moving party, the Foreign Representative of Urbancorp Inc., argued the sale process should be postponed until a related arbitration regarding a disputed payment was resolved, fearing a chilling effect on potential bids.

The supervising judge had previously dismissed these concerns as speculative.

The Court of Appeal applied the three-part RJR-MacDonald test for a stay, finding the grounds for appeal weak, no irreparable harm to the moving party, and the balance of convenience favoring the respondents (the Monitor and Mattamy Homes Limited, the debtor-in-possession lender).

Consequently, the motion for a stay was dismissed.

The applicant, Sherritt International Corporation, sought final approval of a plan of arrangement under section 192 of the Canada Business Corporations Act to restructure its debt.

The application was opposed by two term lenders, who argued that their term loan was not a 'security' capable of arrangement, that they were unfairly grouped in the same voting class as unsecured noteholders, and that the plan was substantively unfair.

The Superior Court of Justice rejected these arguments, finding that the term loan fell within the statutory definition of a debt obligation, that the voting classification was appropriate given the shared unsecured nature of the claims, and that the plan was fair and reasonable.

The court approved the plan of arrangement, while also providing a detailed critique of the limitations and lack of independence of the fairness opinion submitted by the applicant.

Her Majesty the Queen in right of Ontario sought to lift a stay on its $330 billion health care cost recovery action against three tobacco companies (JTI-Macdonald Corp., Imperial Tobacco, Rothmans, Benson & Hedges Inc.) and eleven co-defendants, which was imposed under CCAA proceedings.

Ontario proposed to temporarily stay the effects of any judgment.

The court dismissed the motion, emphasizing the need to preserve the status quo in CCAA proceedings to facilitate a global resolution of significant claims.

Allowing Ontario's action to proceed would alter the level playing field, distract from restructuring efforts, and impose significant costs, prejudicing other stakeholders.

The Applicants, Payless ShoeSource Canada Inc. and Payless ShoeSource Canada GP Inc., brought a motion under the Companies' Creditors Arrangement Act (CCAA) for an order approving transactions contemplated under a liquidation consulting agreement and accompanying sale guidelines.

The motion was unopposed, following constructive discussions with various landlords.

The court found it appropriate to approve the agreement and guidelines, noting that any theoretical surplus issue could be addressed at a later stay extension hearing.

The applicants, Payless ShoeSource Canada Inc. and Payless ShoeSource Canada GP Inc., sought and were granted an Initial Order under the Companies’ Creditors Arrangement Act (CCAA).

This order included a stay of proceedings, which was extended to Payless ShoeSource Canada LP due to its integral role in the operations.

The court also approved the appointment of FTI Consulting Canada Inc. as Monitor and Ankura Consulting Group LLC as Chief Restructuring Organization (CRO), along with an Administration Charge and a Directors’ Charge.

A cross-border protocol, consistent with the Judicial Insolvency Network (JIN) Guidelines, was also approved to coordinate with concurrent U.S. Chapter 11 proceedings.

A comeback hearing was scheduled to address further matters.

The applicants, RGL Reservoir Management Inc. and 10504360 Canada Inc., sought an interim order under section 192(4) of the Canada Business Corporations Act (CBCA) to approve procedural matters for meetings of secured debtholders and shareholders to vote on a proposed plan of arrangement.

The arrangement aimed to effect a recapitalization transaction, reducing RGL's indebtedness by approximately $333 million and annual cash interest expense by $20 million.

The court granted the motion, finding that the proposed arrangement met the statutory requirements of the CBCA, was put forward in good faith for a valid business purpose, and that it was impracticable to achieve the fundamental change through other CBCA provisions.

The court also approved a limited stay of proceedings to facilitate the transaction.

The applicant, a major Canadian toy retailer, sought an initial order under the Companies' Creditors Arrangement Act (CCAA) due to a liquidity crisis triggered by the bankruptcy filing of its US parent company.

The court granted the initial order, including a stay of proceedings to stabilize operations ahead of the holiday season.

The court also approved a debtor-in-possession (DIP) lending facility to replace existing secured debt and fund ongoing operations, while limiting the DIP lenders' enforcement rights to require court approval.

Provisions allowing the Monitor to pay pre-filing claims of critical suppliers and establishing charges for administration and directors/officers were also approved.

The applicants, a group of real estate development companies, sought an Initial Order under the CCAA and the continuation of their NOI proceedings under the CCAA.

Concurrently, the foreign representative of the parent company sought recognition of Israeli insolvency proceedings as a foreign main proceeding under Part IV of the CCAA.

The court approved a Co-operation Protocol between the foreign representative and the proposed Monitor, recognized the Israeli proceeding as a foreign main proceeding, and granted the Initial Order.

The court also extended the stay of proceedings to related limited partnerships and approved various administrative and interim financing charges.

The applicant, Zochem Inc., applied under Part IV of the CCAA for recognition of First Day Orders made by the U.S. Bankruptcy Court in Chapter 11 proceedings.

The court found that the U.S. proceeding was a foreign main proceeding, as the debtors were managed as an integrated group from the United States, despite Zochem's operations being in Ontario.

The court also recognized the interim financing order and granted a super-priority charge for the DIP lender, noting that the interim advance was necessary to meet payroll and that the directors must act in the best interests of the Canadian corporation.

In CCAA proceedings involving a debtor company whose assets had already been sold and where no plan of arrangement was contemplated, the representative plaintiff in a proposed securities class action moved to lift the stay of proceedings and to amend the claims procedure order after failing to file a proof of claim by the claims bar date.

The directors argued that the claims procedure barred the class action against them and extinguished related claims, including access to insurance proceeds.

The court held that both the stay and the claims bar order are discretionary tools intended to facilitate restructuring or liquidation objectives under the CCAA.

Because the restructuring process had effectively concluded and no plan was forthcoming, using the claims bar order to extinguish the class action would serve no functional purpose under the CCAA.

The court exercised its discretion to lift the stay and modify the claims procedure order to permit the plaintiff to proceed with the class action.