Tracy Sandler

The decision grants an initial order under the Companies’ Creditors Arrangement Act (CCAA) to Joriki Topco Inc. and Joriki Inc., converting their ongoing NOI proceeding under the Bankruptcy and Insolvency Act to a CCAA proceeding.

The court approves the appointment of Alvarez & Marsal as Monitor, a stay of proceedings, a key employee retention plan, DIP financing, and various charges over the applicants’ assets.

The order is supported by the secured lenders and the proposed monitor, and is unopposed.

The court finds the statutory and case law requirements for CCAA relief are met, including the need for continued restructuring efforts and the appropriateness of the proposed charges and stay extension.

The Applicants in a CCAA proceeding sought a Funding Contribution and Turn-Over Order to compel various financiers to contribute to a $40 million wind-down cost, an extension of the stay period, and approval of a Key Employee Retention Plan (KERP).

The court declined the Funding Order and KERP, finding that CCAA section 11.01(b) prohibits compelling new money advances from stakeholders, and that securitization parties are differently situated with assets excluded from the debtor's property.

The court did grant a shorter extension of the stay of proceedings.

In the context of CCAA proceedings, the applicants sought a Funding Order to compel Securitization Parties and other secured lenders to fund a $40 million wind-down of the remaining entities.

The court dismissed the motion for the Funding Order, finding that section 11.01(b) of the CCAA expressly prohibits orders requiring the further advance of money or credit.

Consequently, the court also declined to approve a Key Employee Retention Plan, as it was dependent on the unavailable funding.

The court did, however, grant a temporary sealing order for the KERP details and extended the stay of proceedings to November 29, 2024.

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.

The applicant, CURO Group Holdings Corp., as Foreign Representative, sought a Third Recognition Order under section 49 of the Companies’ Creditors Arrangement Act (CCAA) to recognize and enforce several orders of the U.S. Bankruptcy Court.

These orders included the Combined Order approving the Debtors’ Joint Prepackaged Plan, the Estimation Order, and the Second Interim Cash Management Order.

The motion also sought termination of the Canadian Recognition Proceedings, discharge and release of the Information Officer, and approval of the Information Officer's reports and fees.

The relief sought was unopposed, and the court granted the Third Recognition Order, finding no public policy reason to deny recognition.

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.

The Applicants, Nordstrom Canada Retail, Inc., Nordstrom Canada Holdings, LLC, and Nordstrom Canada Holdings II, LLC, sought a Sanction and Vesting Order to approve their Consolidated Plan of Compromise and Arrangement under the Companies’ Creditors Arrangement Act (CCAA) and to extend the Stay Period.

The court found that all statutory requirements were met, the plan was authorized by the CCAA and prior orders, and the plan was fair and reasonable, including the proposed third-party releases.

The motion was unopposed.

The court granted the Sanction and Vesting Order and extended the Stay Period.

The applicants, Nordstrom Canada Retail, Inc., Nordstrom Canada Holdings Inc., LLC, and Nordstrom Canada Holdings II, LLC, sought an initial order under the Companies’ Creditors Arrangement Act (CCAA) for a stay of proceedings to facilitate an orderly wind-down of their Canadian operations.

Nordstrom Canada, a subsidiary of Nordstrom US, had incurred significant losses and Nordstrom US had ceased financial support.

The court granted the requested relief, including a 10-day stay of proceedings, extension of the stay to Nordstrom Canada Leasing LP and, for limited purposes, to Nordstrom US (Parent Stay), approval of an Employee Trust funded by Nordstrom US, appointment of Employee Representative Counsel, and authorization for certain pre-filing payments to critical suppliers.

The court also approved Administration and Directors' and Officers' charges.

The applicant, an automotive components manufacturer, sought protection under the Companies' Creditors Arrangement Act due to severe financial difficulties.

After extensive negotiations with secured lenders and key customers, the applicant proposed a strategic sale process with a stalking horse bidder, supported by a DIP facility.

The court granted the Initial Order, finding the applicant insolvent and the proposed stay of proceedings, DIP facility, and bidding procedures to be reasonable and necessary to preserve the business and employment.

The applicants in CCAA proceedings sought an extension of the Stay Period to April 15, 2016, as they prepared an Amended and Restated Plan of Compromise.

The court found the parties were working in good faith and with due diligence, and granted the extension.

The court also approved an agreement to lift the Co-Tenancy Stay on acceptable terms and extended the Notice of Objection Bar Date.

In a CCAA proceeding, the applicants sought approval of a lease transaction agreement under which interests in eleven leases would be surrendered to certain landlord entities for consideration and related benefits, including releases of potential claims.

The court held that the process leading to the transaction was fair and reasonable, the consideration was reasonable having regard to market value, and the transaction was in the best interests of the debtors and stakeholders.

The court also noted that the monitor's consent did not determine the validity, ranking, or quantum of a substantial intercompany claim arising from the termination of related arrangements, which would be addressed in a later claims process.

Applying the Sierra Club principles, the court granted the requested sealing order over confidential appendices.

On an initial CCAA application, the court granted broad first-day relief to a large national retailer and related entities to permit an orderly supervised wind-down of Canadian operations.

The court found the applicants were insolvent under both the BIA definition and the Stelco liquidity test, and held the CCAA could properly be used for a liquidation or wind-down rather than a going-concern restructuring.

The court extended the stay to related partnerships, co-tenancy rights, and certain derivative claims against the U.S. parent and affiliates, approved employee protections including a trust, KERP, and representative counsel, authorized critical supplier payments and DIP financing, and approved administration and directors’ charges.

A sealing order was also granted over a confidential engagement letter.

The applicants, comprising the Cinram Group, sought an Initial Order under the CCAA.

The court found that the applicants were debtor companies and insolvent, facing a looming liquidity crisis.

The court granted the Initial Order, which included a stay of proceedings extended to non-applicant subsidiaries, authorization to pay critical pre-filing obligations, and approval of various charges including a $15 million DIP financing charge, a $3.5 million administration charge, a $13 million directors' and officers' charge, and a $3 million KERP charge.

The court also authorized the foreign representative to seek recognition under Chapter 15 of the US Bankruptcy Code.