Marc Wasserman

In the context of ongoing CCAA proceedings, the applicants and various equipment financiers reached an impasse regarding the wind-down plan and a proposed going-concern sale of the logistics business.

The applicants sought a monetization order, an increase in the administration charge, and lien regularization, which were unopposed and granted by the court to maintain operations.

Due to significant disputes over the sale and liquidation of assets, the court adjourned the contested motions, including several lift-stay motions brought by creditors, and ordered the parties to attend mandatory mediation before a former Commercial List judge.

The Liquidator of Silicon Valley Bank Canada sought court approval of an asset purchase agreement with National Bank of Canada, as well as a sealing order over the unredacted agreement and a confidential comparative analysis.

The court applied the Soundair principles and found that the Liquidator made substantial efforts to canvass the market, the transaction was in the best interests of stakeholders, and the process was fair and efficacious.

The court also granted the sealing order, applying the Sherman Estate test, to protect the maximization of recovery in the event the transaction did not close.

The Applicants, a group of retail energy providers under CCAA protection, brought a motion seeking approval of a going-concern sale transaction to be implemented through a reverse vesting order (RVO).

The business is highly regulated and depends on numerous non-transferable licenses across multiple jurisdictions.

The court found that the RVO was the only viable structure to preserve the going-concern value of the business and maintain necessary regulatory approvals.

Applying the Soundair principles and section 36(3) of the CCAA, the court approved the transaction and granted the RVO, along with an order granting the Monitor enhanced powers to implement the transaction.

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.

In the context of CCAA proceedings, the applicants brought a motion to approve a Support Agreement, a Backstop Commitment Letter, and a Meetings Order.

The court approved the uncontested portions of the agreements and the Meetings Order.

The court also determined that there would be two classes of creditors for voting on the Plan: a Secured Creditor Class and an Unsecured Creditor Class, with the latter including Term Loan Lenders and various class action plaintiffs.

The court ordered expedited summary proceedings to value the class action claims and requested supplementary submissions on the differential consideration offered to unsecured creditors.

In the context of a complex CCAA restructuring, the applicants sought approval for several motions, including a second Key Employee Retention Plan (KERP), an extension of the stay of proceedings, an extension of the DIP financing facility, and two corporate transactions involving the wind-up of subsidiaries.

US class action plaintiffs opposed the KERP and DIP extension, arguing they would deplete the estate.

The court approved all requests, finding the KERP and DIP extension necessary to maximize creditor recovery and advance a restructuring plan.

The court also used its broad jurisdiction under s. 11 of the CCAA to approve a corporate dissolution that technically violated the solvency requirements of the CBCA, as the transaction benefited the estate and did not prejudice stakeholders.

The Receiver brought a motion for an order approving a proposed sale and investment solicitation process (SISP) and authorizing the disclosure of Borrower Information to Qualified Bidders.

The court found that the proposed SISP satisfied the test for approval, as it was fair, transparent, and optimized the chances of securing the best price.

The court also authorized the disclosure of Borrower Information, finding that the best interests of investors could be jeopardized without such disclosure, and noting that all borrower concerns had been resolved and confidentiality obligations would apply to bidders.

The motion was granted.

The applicants, Imperial Tobacco Canada Limited and Imperial Tobacco Company Limited, sought an Initial Order under the Companies' Creditors Arrangement Act (CCAA) following a $13.5 billion judgment against them in Quebec.

The court granted the Initial Order, including a stay of proceedings, finding the applicants insolvent and that a stay was necessary to prevent serious harm to stakeholders and maintain the status quo.

The court also extended the stay to non-applicant affiliates and approved several charges, including an Administration Charge, a Tobacco Claimant Coordinator Charge, a Directors' and Officers' Charge, and a Sales and Excise Taxes Charge.

The applicants brought an ex parte motion for a preliminary interim order under section 192(4) of the Canada Business Corporations Act to facilitate a recapitalization transaction.

The proposed arrangement aimed to reduce the company's debt obligations by more than $2 billion.

The court found that the statutory requirements were met, the arrangement was put forward in good faith, and it was impracticable to effect the fundamental change under any other provision.

The court granted the preliminary interim order, including a broad stay of proceedings, to allow the company to advance the recapitalization transaction.

The Applicants, operating a network of alternative financial services branches across Canada, sought initial protection under the Companies' Creditors Arrangement Act (CCAA) due to a severe liquidity crisis and regulatory challenges.

The court found the Applicants to be insolvent and granted a stay of proceedings to provide breathing space for restructuring.

The court confirmed its jurisdiction to hear the matter in Ontario, as the Applicants' chief place of business is located there.

However, the court deferred the request for a DIP financing charge to allow other stakeholders time to respond.