Mike Shakra

In a Companies’ Creditors Arrangement Act (CCAA) proceeding, the DIP Lender, Cortland Credit Lending Corporation, sought a case management order to schedule a threshold motion.

The motion aimed to determine the legal priority of Cortland's claims over those of Final Bell Corp., which had amended its claim to seek a constructive trust that could prime the DIP charge.

The CCAA Applicants supported the motion, arguing it would avoid further delays to the Stalking Horse Purchase Agreement approval.

Final Bell Corp. opposed, viewing it as an unfair mid-trial motion for partial summary judgment.

The court, exercising its broad discretion as the supervising CCAA court, granted the motion, directing that the threshold issue of legal priority be determined first to minimize costs and maximize efficiency, finding no prejudice to Final Bell Corp.

The applicants, a group of related companies under CCAA protection, sought an Amended and Restated Initial Order at a comeback hearing.

The requested relief included extending the stay of proceedings, increasing the maximum principal amounts for the DIP Facility, Administration Charge, and Directors’ Charge, approving a Key Employee Retention Plan (KERP) with a super priority charge, sealing the KERP summary, and maintaining the status quo of Indiva’s Excise Licence.

The court granted all requested relief, finding it appropriate and necessary for the restructuring process, with no opposition from any party or the Monitor.

The applicants, a group of cannabis companies, sought first-day relief under the Companies' Creditors Arrangement Act (CCAA) due to a severe liquidity crisis and default on senior debt obligations.

The court granted all requested initial orders, including a declaration that the applicants are CCAA companies, the appointment of PricewaterhouseCoopers Inc. (PwC) as Monitor, approval of a Debtor-in-Possession (DIP) facility of up to $900,000, an initial 10-day stay of proceedings, relief from certain securities law requirements, and the granting of administration, DIP lender's, and directors' charges.

The relief was supported by the existing senior secured creditor, SNDL Inc., and the proposed Monitor, PwC.

This endorsement addresses a comeback hearing in a Companies' Creditors Arrangement Act (CCAA) proceeding.

The applicants, BZAM Ltd. and its affiliates, sought an amended and restated Initial Order to extend the stay of proceedings until May 25, 2024, increase the DIP loan to $41 million, and raise the maximum amounts for the Administration, DIP Lender's, and Directors' Charges.

They also sought approval for a Sales and Investor Solicitation Process (SISP), including a Stalking Horse Purchase Agreement and associated Bid Protections Charge.

The court granted all requested relief, noting that the motions were unopposed and supported by key creditors and the Monitor.

The judge found the applicants acted in good faith and with due diligence, and that the extensions and increased charges were necessary and appropriate, including a significant Directors' Charge for excise tax exposure.

The SISP, including the related-party Stalking Horse Bid and reverse vesting structure, was approved as fair, transparent, commercially efficacious, and optimizing asset value.

The court also addressed a potential future claim for rescission by Final Bell Holdings International, emphasizing the need for clarity in the sales process.

The Applicants, a group of affiliated cannabis companies, sought and were granted an initial order under the Companies’ Creditors Arrangement Act (CCAA) due to insolvency and an urgent liquidity crisis.

The court declared them eligible for CCAA protection, appointed FTI Consulting Canada Inc. as Monitor, approved a debtor-in-possession (DIP) credit facility of up to $2.4 million for initial working capital, granted a 10-day stay of proceedings, extended the stay to non-applicant affiliated entities and their directors/officers, approved administration and directors' charges, and provided relief from certain securities reporting obligations.

The court found Ontario to be the chief place of business, establishing jurisdiction.

This motion concerned an application by BBB Canada Ltd. for an extension of the Stay Period under the Companies’ Creditors Arrangement Act.

The court addressed a key issue regarding the transfer of approximately $6.1 million from BBB Canada to a U.S. concentration account, which contravened the Amended and Restated Initial Order requiring a minimum balance.

Despite the breach, which was attributed to miscommunication and lack of oversight, the court found no intention to contravene the order and that no creditor would be prejudiced due to a reimbursement agreement.

The court granted the extension of the Stay Period until May 22, 2024, emphasizing the applicant's good faith and due diligence, but also highlighting the importance of adherence to court orders and timely disclosure of breaches.

The Receiver brought a motion seeking court approval for two asset sale transactions (AMI Transaction and Bottom Line Transaction), associated sealing orders for confidential financial and employee information, and approval of its Sixteenth and Seventeenth Reports.

The court applied the Soundair Principles to approve the sales, finding the Receiver made sufficient effort to obtain the best price and acted with integrity.

The court also granted the sealing orders, applying the Sherman Estate test, to protect confidential economic terms, third-party contracts, and employee information, finding the benefits outweighed the impact on the open court principle.

All requested relief was granted.

The SMA 2 Unitholders sought a declaration that substantive consolidation does not apply to Bridging SMA 2 LP and approval for a second interim distribution.

The Receiver and Unitholder Representative Counsel opposed, arguing the motion was premature as various distribution issues, including the full economic impact of consolidation, remained unresolved.

The court dismissed the motion, deferring to the Receiver's position that a determination on substantive consolidation and further distributions was premature given the incomplete factual record and outstanding distribution issues.

The applicant, BBB Canada Ltd., brought a motion under the Companies' Creditors Arrangement Act (CCAA) seeking two orders: first, to assign the Ottawa Trainyards Lease to Winners Merchants International L.P. pursuant to section 11.3 of the CCAA, due to the landlord's unresponsiveness; and second, to approve the Assignment and Assumption of Lease Agreement with Giant Tiger Stores Limited for the Colossus Lease, including vesting the applicant's interest free and clear of encumbrances.

The motion was unopposed, and the Monitor supported the applicant's position.

The court granted both requests, finding that the requirements of section 11.3 of the CCAA were met for the Ottawa Trainyards Lease assignment and that the factors under section 36(3) of the CCAA were satisfied for the Giant Tiger Agreement, including a reasonable process, Monitor's concurrence, fair and reasonable purchase price, and the transaction being in the best interest of stakeholders.

The court-appointed Representative Counsel for the Bridging Unitholders brought a motion for a "Unitholder Advisor Claims Tolling Order" to suspend limitation periods for claims that approximately 26,000 unitholders might have against their investment professionals or financial institutions.

The motion sought to protect unitholders who might be unaware of the need to pursue individual claims or were awaiting clarity on recoveries from the Bridging funds.

The court granted the motion, affirming its statutory and inherent jurisdiction to issue such an order in complex receivership proceedings to prevent significant prejudice to unitholders and manage potential litigation.

The Receiver brought a motion seeking approval of its proposed Net Asset Value (NAV) Methodology, the calculation and publication of the 2021 NAV, and the 2022 Permitted Transfers for the Bridging Funds.

The NAV Methodology was developed to facilitate the transfer of units from RRSP to RRIF accounts for unitholders turning 71, as required by the Income Tax Act.

The court found the requested relief appropriate, noting support from Representative Counsel and no opposition from the Ontario Securities Commission or the Canada Revenue Agency.

The motion was granted and the Receiver's Fifteenth Report was approved.

The Applicants brought an unopposed motion in their CCAA proceedings for an Amended and Restated Initial Order and an order approving a sale and investment solicitation process (SISP).

The court granted the requested relief, extending the stay period, increasing the Directors' and DIP Lenders' Charges, elevating their priority, and relieving the Applicants from incurring further expenses for certain Securities Filings.

The court also approved the SISP, noting appropriate precautions regarding information sharing with the Debenture Trustee.

A request by a litigation counterparty for a specific document preservation order was declined as unnecessary.

The Receiver brought a motion for an order approving an interim cash distribution of $78 million to the two institutional unitholders in Bridging SMA 2 LP.

The court found it appropriate to make an interim distribution but reduced the amount to $46 million to account for the potential impact of substantively consolidating the various Bridging Funds, an issue that had yet to be determined.

The Receiver brought an unopposed motion for a Claims and Unitholdings Identification Order and for approval of its activities as described in its 12th Report.

The court found the proposed order practical and reasonable to assist the Receiver with the distribution process.

The motion was granted and the Receiver's activities were approved.

The applicants, a group of companies in the cannabis industry, sought an initial order under the Companies' Creditors Arrangement Act (CCAA) due to an urgent liquidity crisis.

The court found that the applicants were debtor companies under the CCAA and granted a stay of proceedings, extending it to certain non-applicant subsidiaries that were highly integrated into the business.

The court also approved a debtor-in-possession (DIP) loan and associated charge to fund operations during the initial 10-day stay.

Additionally, the court granted an administration charge, a directors' charge, authorized certain pre-filing payments, and postponed the ultimate parent company's annual general meeting.

The applicant, a secured creditor and shareholder of the respondent, applied to appoint a receiver over the respondent's assets, which primarily consisted of patents for waste-to-energy technology.

A founder and shareholder of the respondent moved to stay the application, arguing the dispute over the validity of the applicant's security should be arbitrated under a unanimous shareholder agreement.

The court dismissed the motion to stay and granted the receivership application, finding that the respondent lacked funds to maintain its patents or participate in arbitration, and a court-appointed receiver was necessary to preserve the intellectual property and determine creditor priorities.

The applicants, Canadian affiliates of Bumble Bee Foods, sought an amended and restated initial order under the CCAA to stabilize their business and facilitate a coordinated restructuring and asset sale alongside US Chapter 11 proceedings.

The court considered the recent amendments to the CCAA, specifically s. 11.001, and found that the requested relief—including an extension of the stay of proceedings, DIP financing, payment of pre-filing obligations, a Key Employee Retention Plan (KEIP), and various court-ordered charges—was reasonably necessary for the continued operation of the business in the ordinary course.

The court granted the amended and restated initial order.

The applicant, U.S. Steel Canada Inc. (USSC), brought a motion seeking approval of a claims process for the identification and determination of intellectual property claims asserted by United States Steel Corporation (USS) against USSC within ongoing CCAA proceedings.

USSC argued the process was necessary to provide clarity for potential purchasers in its Sales and Investment Process (SISP) and facilitate a going concern bid.

USS opposed, arguing the process was impractical and burdensome.

The court granted the motion, subject to certain excisions from the claim form, finding the process beneficial for the restructuring and for maximizing recoveries for stakeholders, and that it had the authority under section 11 of the CCAA to do so.