Kathryn Esaw

Yellow Corporation, as Foreign Representative for itself and its Canadian affiliates (the Canadian Debtors), brought a motion under section 49 of the Companies’ Creditors Arrangement Act (CCAA) to recognize and enforce various orders (U.S. Orders) issued by the United States Bankruptcy Court for the District of Delaware in their Chapter 11 proceedings.

The motion, which was unopposed, sought to preserve the value of the Canadian Debtors and business during the wind-down and sale efforts.

The court granted the motion, finding it necessary for the protection of the debtors' property and creditors' interests, and consistent with principles of comity and public policy.

Chalice Brands Ltd., a vertically integrated cannabis company, sought an Initial Order under the Companies' Creditors Arrangement Act (CCAA) due to an urgent liquidity crisis.

The court granted the Initial Order, extending the CCAA stay of proceedings to its non-filing US-based affiliates, which are integral to its operations, and approved a first-ranking Administration Charge.

This cross-border restructuring is coordinated with a planned Oregon receivership, as US federal law precludes bankruptcy protection for cannabis companies.

The decision emphasizes the integrated nature of the business and the necessity of the stay to preserve value and pursue a going-concern sale.

The applicants, Aralez Pharmaceuticals Inc. and Aralez Pharmaceuticals Canada Inc., sought court approval for Key Employee Retention Plans (KERPs) and Key Employee Incentive Plans (KEIPs) within their Companies' Creditors Arrangement Act (CCAA) proceedings.

The court approved both programs, finding that the design process involved significant arm's length oversight, the programs were necessary to retain and incentivize key employees during the restructuring and sales process, and the design was reasonable.

The Official Committee of Unsecured Creditors opposed the KEIP, arguing the bonuses were too high and easily earned, but the court dismissed these objections, emphasizing the circumstances prevailing when the plans were initially offered and the employees' good faith efforts.

The applicants, leading designers and manufacturers of sports equipment, applied for protection under the Companies' Creditors Arrangement Act (CCAA) due to a liquidity crisis.

The court granted the Initial Order, approving DIP financing facilities, payment of pre-filing amounts to critical suppliers, and the continued use of a transfer pricing model.

The court also approved an administrative charge, but limited it to exclude fees for US Chapter 11 proceedings or class action defense, and approved an intercompany charge to protect Canadian creditors.

The United Steelworkers Local Union 2251, supported by USW Local 2724 and Essar Algoma retirees, brought a motion to qualify a "Subject Bidder" as a Phase II Bidder in a Companies' Creditors Arrangement Act (CCAA) proceeding.

The Subject Bidder had been disqualified by Essar Algoma, its Chief Restructuring Advisor, Financial Advisor, and the Monitor for failing to provide satisfactory evidence of financial capability to consummate a transaction.

The union argued it was not properly consulted in the disqualification decision and that it should have been allowed to meet with the Subject Bidder.

The court dismissed the motion, finding that the union's consultation rights under the Sale and Solicitation Process (SISP) did not extend to decisions on a bidder's financial capability, and that the court should not second-guess the business judgment of the CCAA applicants and their professionals.

The applicants in CCAA proceedings sought an extension of the Stay Period to April 15, 2016, as they prepared an Amended and Restated Plan of Compromise.

The court found the parties were working in good faith and with due diligence, and granted the extension.

The court also approved an agreement to lift the Co-Tenancy Stay on acceptable terms and extended the Notice of Objection Bar Date.

In the context of CCAA restructuring proceedings, the applicants sought approval of a grievance claims procedure to resolve approximately 3,000 outstanding grievances.

USW Local 2251 opposed the motion, arguing that the CCAA stay did not apply to grievances, that imposing a new procedure impermissibly amended the collective agreement, and that staying the grievance process violated section 2(d) of the Charter.

The court granted the motion, holding that the CCAA permits staying grievance procedures and imposing a claims process, which does not constitute an amendment to the collective agreement.

The court also found no Charter violation and held that under the doctrine of paramountcy, the CCAA stay provisions prevail over the grievance arbitration requirements in the provincial Labour Relations Act.

The moving parties sought an order requiring the responding party, a franchisee corporation, to post security for costs in relation to a counterclaim and third party proceedings arising from a franchise dispute.

The court considered Rule 56.01 of the Rules of Civil Procedure and whether the circumstances justified ordering security for costs against the counterclaim plaintiff.

The court held that the third parties were not entitled to security for costs because none of the recognized exceptions permitting recovery of third party costs from a plaintiff applied.

However, the defendant by counterclaim established that the responding party had previously pursued substantially identical relief in earlier proceedings and had failed to satisfy outstanding costs orders exceeding $40,000.

The court exercised its discretion to order security for costs in favour of the defendant by counterclaim.

Applicants sought a preliminary order under s. 192 of the Canada Business Corporations Act to implement a proposed corporate arrangement restructuring significant unsecured note debt.

The restructuring contemplated an amalgamation followed by an exchange of unsecured notes for a combination of cash and new secured notes, forming part of a broader recapitalization of the applicants’ financing structure.

The court considered whether the proposed arrangement met the statutory requirements under the CBCA, including solvency, impracticability of implementing the restructuring through other statutory mechanisms, and good faith.

The court also considered whether it had authority to grant interim relief including a stay of enforcement rights pending negotiation and implementation of the arrangement.

Finding the statutory requirements met and the application brought in good faith, the court granted the requested preliminary order and authorized a temporary stay to maintain the status quo while stakeholders negotiated the restructuring.

In CCAA restructuring proceedings, the applicants sought approval of an asset sale transaction and related vesting order.

The provincial environmental regulator opposed the transaction and argued that a pre‑filing environmental remediation order was regulatory in nature and not subject to the CCAA stay.

The court held that where an insolvent debtor with no ongoing operations would necessarily incur financial obligations to comply with the environmental order, the order effectively enforced a payment obligation and was therefore stayed.

The court further held that the regulator could file a claim for remediation costs but could not use regulatory orders to create a super‑priority inconsistent with the CCAA priority scheme.

The proposed asset sale was approved as the result of a comprehensive marketing process and in the best interests of stakeholders.

The applicants, Timminco Limited and Bécancour Silicon Inc., sought orders in their CCAA proceedings to suspend special payments to their pension plans, grant super priority to Administration and D&O Charges over provincial pension deemed trusts, approve Key Employee Retention Plans (KERPs), and seal the KERP details.

The unions opposed the super priority and suspension of pension payments, arguing it violated provincial pension legislation and fiduciary duties.

The court granted the motion, applying the doctrine of paramountcy to find that enforcing the provincial pension obligations would force the companies into bankruptcy and frustrate the CCAA restructuring.

The court also approved the KERPs and sealed the confidential supplement.

The appellant appealed an order declaring a 'Covenant and Postponement of Claim' valid and enforceable against it.

The appellant argued it was a guarantor, not a principal debtor, and was released from liability due to a failure to receive a demand notice.

The Court of Appeal dismissed the appeal, finding that the specific language of the Covenant precluded the appellant from relying on the lack of notice, and that the appellant had ratified the events that might have otherwise entitled it to release.

The applicants, Timminco Limited and Bécancour Silicon Inc., sought initial protection under the Companies' Creditors Arrangement Act (CCAA) due to severe liquidity issues and an inability to meet financial obligations.

The court found the applicants to be insolvent debtor companies and granted the initial CCAA order.

The court also extended the stay of proceedings to certain directors, officers, and specific partnership agreements, and approved an Administration Charge of $1 million and a Directors' and Officers' Charge of $400,000.