Court File and Parties

Court File No.: CV-19-0061408600 CP
Date: 2025-02-07
Court: Superior Court of Justice - Ontario

Between:
Vecchio Longo Consulting Services Inc., Plaintiff

– and –

Aphria Inc., Victor Neufeld, Carl Merton, Cole Cacciavillani, Clarus Securities Inc., Canaccord Genuity Corp, Cormark Securities Inc., Haywood Securities Inc. and Infor Financial Inc., Defendants

Before: Edward M. Morgan

Counsel:
Joel Rochon, Peter Jervis, Douglas Worndl, Rabita Sharfuddin, and Aylin Manduric, for the Plaintiff
Dana Peebles and Bryn Gray, for the Defendants

Heard: 2025-02-07

Notice Endorsement

[1] The parties have entered into a Settlement Agreement dated February 5, 2025 in which they have agreed to resolve the issues in this certified Class Action, subject to court approval.

[2] In order for the Settlement Agreement to take effect, section 29 of the Class Proceedings Act, 1992, S.O. 1992, c. 6 (“CPA”) (as it was at the time applicable to this case) requires court approval to be sought by way of a motion. Pursuant to section 35 of Schedule 4 to the Smarter and Stronger Justice Act, 2020, S.O. 2020, c. 11, Sched. 4 (“SSJA”), the amendments to the CPA by the SSJA do not apply to this action, as the action was commenced in 2008.

[3] In addition, sections 19 and 20 of the CPA require that the form and adequacy of the notice of the motion to approve the Settlement Agreement be approved by the court.

[4] Class counsel has submitted a Motion Record containing a proposed Notice Plan. In my view, the Notice Plan will provide adequate notice to class members for them to assess the proposed Settlement Agreement as well as the proposed class counsel fees. It adequately explains the terms of these proposed matters for class members to determine whether they wish to appear at the settlement approval hearing and to make submissions regarding them.

[5] Pursuant to paragraph 13 of the certification order of Justice Perell in this action issued August 18, 2022, RicePoint Administration Inc. d/b/a Verita Global (“RicePoint”), was appointed Administrator of the Certification Notice Plan and opt outs.

[6] Class counsel has now selected RicePoint to be the Administrator of the Notice Plan and the proposed distribution of settlement funds should the Settlement Agreement be approved. RicePoint is an experienced administrator of class action settlements in Canada. Class Counsel is of the view that RicePoint is well suited to the effective, efficient and economical administration of the Settlement Agreement.

[7] Class counsel advise that the Notice Plan has been reviewed by RicePoint. The Motion Record indicates that in the opinion of Ivan Bobanovic of RicePoint, the Notice Plan is robust and consistent with other successful notice plans used in the administration of securities class action settlements in Canada and the United States, similar to this one.

[8] As set out in the proposed Notice Plan and detailed in the Bobanovic affidavit, the notice of the settlement approval hearing is proposed to be disseminated as follows:

• (a) the publication of the Notice of Settlement Approval Hearing (Short Form) in the English language national editions of The National Post, The Globe and Mail, Investor’s Business Daily, The Wall Street Journal, and in the French language tablet edition of La Presse on one occasion;
• (b) the English and French language versions of the Notice of Settlement Approval Hearing (Short Form) being issued (with necessary formatting modifications) across North America wide CNW/Cision Newswire and in English across Businesswire, which are major business newswires in Canada;
• (c) the electronic publication of the Notice of Settlement Approval Hearing (Short Form) by targeting to persons 18 and older in Canada and the United States in both the English and French languages on Yahoo! Finance and various websites and applications alongside content relating to investing for a period of 30 days;
• (d) electronic publication of the Notice of Settlement Approval Hearing (Long Form) will occur in both the English and French languages on a dedicated Aphria class action website maintained by the Administrator;
• (e) Notice of Settlement Approval Hearing (Long Form) will be mailed, electronically or physically, as may be required, to those persons and entities who have previously contacted Class Counsel for the purposes of receiving notice of developments in the Action; and
• (f) Class Counsel posting on their website dedicated to the action:
  • i. the Short and Long Form Notices of Settlement Approval Hearing;
  • ii. the Settlement Agreement;
  • iii. a short summary of the rationale for the Settlement;
  • iv. sample calculations of notional entitlement under the Distribution Protocol;
  • v. its evidence and written submissions in support of the Settlement Approval Hearing and Settlement Approval Motion (no less than 10 days prior to the Settlement Approval Hearing); and
  • vi. its evidence and written submissions in support of the Settlement Approval Motion with respect to the approval of Class Counsel Fees and disbursements (no less than 10 days prior to the Settlement Approval Hearing); and
• (g) Class Counsel will also directly deliver copies of the Notice of Settlement Approval Hearing (Long Form) to any persons and entities who have previously contacted Class Counsel and requested notice of developments in the Action.

[9] In my view, this Notice Plan is fair, reasonable, and effective. It utilizes an assortment of media in an effort to ensure that a wide range of notice is provided to class members. The combined approach of print publication, newswire publication, internet publication, publication on class counsel’s website, and direct outreach by class counsel will provide broad notice of the upcoming settlement approval hearing and the proposed Settlement Agreement to class members and the public at large.

[10] The Notice Plan as proposed by class counsel is hereby approved.

[11] There will be an Order to go as submitted by class counsel.

Date: 2025-02-07
Edward M. Morgan