Shaun Parsons

The Receiver brought a motion to approve a sale transaction arising from a court-ordered sale process.

The respondent debtors brought a competing motion seeking to redeem the assigned debt and discharge the Receiver.

The debtors waited until after the sale process was completed and a successful bidder chosen before seeking to redeem.

The court found that allowing redemption at this late stage would undermine the integrity of the receivership process, noting the debtors failed to provide unconditional proof of funds.

The debtors' motion to redeem was dismissed, and the Receiver's proposed transaction was approved.

The applicant bank brought an application for a court-supervised receivership over the respondent debtors' trucking and logistics business following uncured defaults on approximately $11 million in credit facilities.

At the hearing, the respondents sought an adjournment, relying on an improperly filed affidavit from a lawyer at their own counsel's firm disclosing privileged settlement communications.

The court struck the affidavit, denied the adjournment, and granted the receivership order, finding that the bank had given all required notices, negotiated for nearly a year, and was entitled to enforce its security.

This decision concerns motions brought by Pride Group Holdings Inc. and related applicants under the Companies' Creditors Arrangement Act (CCAA) for interim relief in their restructuring proceedings.

The court addresses requests for approval of interim distributions, payment of direct costs, application of deferred payments for working capital, and approval of certain activities of the Monitor.

The court grants the requested relief, finding it necessary to maintain liquidity and continue the wind-down process, and holds that the proposed mechanisms are equitable and consistent with the CCAA’s remedial objectives.

The applicant, a mortgagee under a matured and defaulted Vendor Take Back mortgage, applied for the appointment of a court-appointed receiver over a commercial property in Ottawa.

The respondent mortgagor opposed the application, disputing the validity and amount of the debt in separate ongoing proceedings in Toronto.

The court dismissed the application, finding no evidence of insolvency to engage the Bankruptcy and Insolvency Act and no underlying proceeding to support an interlocutory receivership under the Courts of Justice Act.

Additionally, the court noted that receivership is an extraordinary remedy, the mortgage lacked a contractual receivership clause, and there was sufficient equity in the property to protect the debt.

Winning Brands Corporation (WBC), a Delaware corporation, brought a motion to strike or permanently stay a bankruptcy application filed against it by creditor Charles Perlman.

WBC argued it lacked a sufficient nexus to Canada, claiming it operated exclusively in the U.S. and had no business or property in Canada.

The court dismissed WBC's motion, finding overwhelming evidence that WBC carried on business and resided in Ontario, including public filings listing an Ontario principal office, a Toronto facility, and its CEO residing and controlling the company from Ontario.

The court also noted that WBC had previously attorned to Ontario jurisdiction in the underlying loan agreements and judgment.

This endorsement concerns a motion brought by Pride Group Holdings Inc. and its affiliates (the Applicants) under the Companies' Creditors Arrangement Act (CCAA) for approval of a going concern transaction for Pride Group Logistics (PGL), a distinct business line.

The proposed purchasers included principals of the Applicants, leading the Court-appointed Monitor to undertake negotiations and carriage of the motion.

The Monitor, supported by the Applicants, their directors, employees, and some financiers (Daimler, Mitsubishi, Finloc, National Bank), recommended approval, arguing it offered a higher recovery than liquidation, preserved approximately 500 jobs, and avoided significant wind-down costs for the broader Pride Entities.

The transaction was opposed by certain secured lenders, including The Bank of Nova Scotia, The Lending Syndicate, TD Equipment Finance Canada, and RBC entities, who preferred a wind-down.

The court applied the factors under CCAA s. 36(3) and the Soundair Principles, finding the sale process reasonable, fair, and transparent.

The court concluded that the transaction was the only viable going concern option, superior to a wind-down, and consistent with the CCAA's purpose of avoiding social and economic losses from liquidation.

The PGL Going Concern Transaction was approved.

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.

In a CCAA proceeding, the Applicants sought three orders: approval of a factoring portfolio purchase agreement, approval for distribution of proceeds from a property sale, and permission for a creditor to sell certain vehicles.

The court approved the distribution of Chehalis property proceeds to Roynat.

For the Regions vehicles, the court granted the order allowing Regions to take possession, setting a 30-day retrieval period and approving storage costs of $35/day.

The motion for approval of the JD Factors Purchase Agreement was adjourned to a later date, as Mitsubishi HC Capital Canada Inc. objected, claiming ownership of the receivables and requiring more time to prepare its position.

In a Companies' Creditors Arrangement Act (CCAA) proceeding, the applicants sought court approval for the sale of a real property, the Monitor's reports, a revised governance protocol, and a sale and investor solicitation process (SISP) for their logistics business.

The court approved the property sale, finding it met the Soundair Principles despite not being a court-supervised process.

The Monitor's reports and activities were also approved.

The proposed SISP was approved with a minor amendment requiring the Monitor to consult directly affected secured creditors.

The Revised Governance Protocol, which included default commission rates for vehicle sales and collections, was approved as an interim measure, balancing the need for cost recovery with creditor concerns, noting that financiers could negotiate alternative rates or withhold consent to sales.

This endorsement concerns a motion brought by Pride Group Holdings Inc. and other applicants under the Companies' Creditors Arrangement Act (CCAA).

The applicants sought court approval for three main items: a pre-filing agreement of purchase and sale for the Bolingbrook Property, approval of the Monitor's First and Second Reports, and an amendment to the Amended and Restated Initial Order to allow the sale of redundant, surplus, or non-material property up to certain financial thresholds without further court approval.

The court, applying the Soundair Principles, found the pre-filing sale to be in the best interests of stakeholders, noting the extensive negotiations and lack of opposition.

All requested relief was granted, with the court emphasizing the practical benefits of the proposed amendments for maximizing recovery and minimizing professional fees.

The applicants, Pride Group Holdings Inc. et al., sought an amended and restated initial order under the CCAA, including an extension of the stay period, approval of a debtor-in-possession (DIP) facility, elevation of charge priorities, confirmation against set-off, and approval of governance, real estate monetization, and intercompany/unsecured claims preservation protocols.

The court granted the requested stay extension to June 30, 2024, approved the $30 million DIP facility, and approved all proposed protocols.

The court declined to add an exception to the paramountcy provision as requested by certain securitization funders and approved a carve-out for Triumph Business Capital but limited it to CDN $3 million.