L. Rogers

The court-appointed receiver moved for approval of the sale of the debtor's real property, approval of its fees, and authorization to make distributions.

The debtor opposed the motion, seeking disclosure of the unredacted purchase agreement and confidential appendices without signing the receiver's proposed confidentiality agreement.

The court held that the confidentiality agreement was reasonable and necessary to protect the integrity of the sales process.

Applying the Soundair criteria, the court found the receiver's marketing process and the proposed sale were commercially reasonable.

The court approved the sale, the receiver's fees, and the interim distribution, and granted a sealing order for the confidential appendices.

A court‑appointed receiver sought approval of bidding procedures and a sales process for a distressed technology company, including the use of a stalking horse credit bid by the senior secured lender.

The receiver also sought confirmation of the priority of the receiver’s charge and borrowings charge over existing security interests and approval of its activities to date.

The court applied the Soundair principles in assessing the fairness, transparency, and commercial efficacy of the proposed sales process.

Given the debtor’s lack of liquidity and the need for a rapid process, the court approved the stalking horse structure, the auction procedures, and the expense reimbursement.

The court also granted priority to the receiver’s charges under the Bankruptcy and Insolvency Act and confirmed the receiver’s reported activities.