Samantha Galway

Cineplex and Cineworld entered into an Arrangement Agreement for Cineworld to acquire Cineplex for $2.8 billion.

Following the outbreak of the COVID-19 pandemic and mandated theatre closures, Cineplex deferred payments to landlords and suppliers to manage liquidity.

Cineworld terminated the agreement, alleging Cineplex breached the ordinary course covenant.

The court found that Cineplex's cash management measures were commercially reasonable and did not breach the agreement, noting that the pandemic risk was allocated to Cineworld under the Material Adverse Effect clause.

Cineworld's termination was a repudiation, and Cineplex was awarded $1.24 billion in damages for lost synergies and transaction costs.

Snapclarity Inc. brought an urgent motion for an interlocutory injunction to restrain its former CEO and her new company from using an online mental health intake assessment questionnaire and competing against it.

The court dismissed the motion, finding that Snapclarity failed to establish a strong prima facie case for breach of the non-compete clause or copyright infringement, as the questionnaire was likely owned by the former CEO's consulting firm.

Furthermore, Snapclarity failed to demonstrate irreparable harm, as its platform had already been sold and integrated into another company's product, and the balance of convenience favoured the responding parties.

The appellants appealed a judgment allowing an oppression application that granted the respondents sole authority to conduct a civil action.

The respondents had sold their shares in a company to the appellants but retained the financial benefit and cost obligations of an ongoing lawsuit.

The relationship deteriorated, and the appellants ceased pursuing the lawsuit and withheld information.

The Divisional Court dismissed the appeal, finding no palpable and overriding error in the application judge's conclusion that the appellants' conduct violated the respondents' reasonable expectations, nor any error in the remedy granting the respondents control of the litigation.