On August 14, 2014, an Application was made to the Court by 2403177 Ontario Inc. seeking the appointment of a Receiver over the assets, undertakings and properties of Bending Lake Iron Group Limited (“BLIG“). That hearing was adjourned to September 11, 2014. On September 11, 2014, A. Farber & Partners Inc. was appointed Receiver over the assets, undertakings and properties of BLIG pursuant to a Court Order issued by Justice D.C. Shaw.
On November 18, 2014, the Receiver served Motion materials for a matter to be heard on November 27, 2014, in Thunder Bay, Ontario, for an Order, substantially in the form attached as Schedule A to the Motion materials, for the following relief:
- approving the Receiver’s First Report to the Court dated November 18, 2014 (the “First Report“);
- approving the sales and investor solicitation process as described in the First Report (the “SISP“);
- authorizing and directing the Receiver to do all such things as are reasonably necessary to conduct and give full effect to the SISP that the Receiver considers to be appropriate and carry out its respective obligations therein; and
- such further and other relief as this Honourable Court may deem just.
The Motion Record and First Report of the Receiver is attached below. A copy of the SISP Court Order dated November 27, 2014, is also posted below.
The Receiver has served motion materials for a Court hearing currently scheduled for January 29, 2015, in Thunder Bay, Ontario to, among other matters, seek approval of its activities to date and it and its independent legal counsel’s fees and costs in this Receivership Proceeding through to December 31, 2014. The Receiver is also seeking advice and direction from the Court as the extent of paragraph 20 of the Appointment Order as it relates to legal counsel for BLIG. The motion record and the Receivers Second Report dealing with the relief being sought is can be accessed below.
Coincident with this, the Secured Creditor’s legal counsel Buset & Partners LLP has served motion material for the scheduled hearing date of January 29, 2015 in Thunder Bay, Ontario seeking to amend paragraph 20 of the Appointment Order to remove the administration charge in favour of counsel for the Debtor, or alternatively vary the terms of paragraph 20 to explicitly confine the administration charge in favour of the Debtor’s counsel to services that the Receiver requested or approved. The motion record can be accessed below.
Sales and Investment Solicitation Process (“SISP”)
As mentioned above, on November 27, 2014, the Receiver sought and obtained an Order (the “SISP Order“) of the Court approving the Receiver to conduct a sales and investment solicitation process (the “SISP“).
The SISP Order authorizes and directs the Receiver to undertake a sales and investment solicitation process with respect to the assets, undertaking and property (“Property“) of BLIG.
The SISP is intended to attract interested parties for all or part of the Property at a price which maximizes recovery of proceeds and/or the prospects of restructuring the Company for the benefit of all of the Company’s stakeholders. The Receiver is exercising its discretion under the SISP Order to extend the deadline for submission of offers or proposals. Interested parties will now have until 4:00 p.m. EST on Friday, March 27, 2015, (the “Bid Deadline”) to submit a binding offer or proposal (hereinafter called “Offer“). Previously this deadline was until 4:00 p.m. EST on Friday, February 27, 2015.
The following documents are made available for review by interested parties:
Enquiries for potential purchaser/investor qualification should be made to the Receiver by contacting Paul Denton at 416.496.3773 or via email at email@example.com. Upon receipt of an executed Confidentiality Agreement and the Receiver’s approval of same, interested parties will be invited to the Receiver’s virtual data room by email.
Upon obtaining access to the virtual data room, each interested party acknowledges and agrees to the receipt of the Terms and Conditions and agrees to be bound by such Terms and Conditions.
Motion Scheduled for December 10, 2015, Adjourned to December 29, 2015
A. Farber & Partners Inc., in its capacity as Receiver in this matter, was going to make a motion to the Court on Thursday, December 10, 2015, at 10:00 a.m. in Thunder Bay, Ontario. The matter has been adjourned to December 29, 2015.
The Receiver will request an order of the Court for the following:
- approving the Asset Purchase Agreement, dated November 27, 2015, (the “Sale Agreement”) between the Receiver and Legacy Hill Resources Ltd. (“Legacy Hill”), as assigned by Legacy Hill to 1053895 B.C. Ltd. (the “Purchaser”), and ratifying the Receiver’s execution of the Sale Agreement;
- approving the transaction as contemplated by the Sale Agreement (the “Transaction”), and authorizing the Receiver to execute any additional documents as may be necessary or desirable for the completion of the Transaction;
- vesting the Debtor’s and Receiver’s right, title and interest, if any, in and to the Purchased Assets (as defined in the Sale Agreement) in and to the Purchaser free and clear of all encumbrances;
- authorizing the Receiver to file an assignment in bankruptcy on behalf of the Debtor;
- approving paragraph 20 of the First Report, and the activities of the Receiver described therein;
- approving the Second Report and the Third Report and the activities of the Receiver described in each report;
- approving the fees and disbursements of the Receiver and its legal counsel, as set out herein, and authorizing the Receiver to pay all approved and unpaid fees and disbursements;
- authorizing and directing the Receiver, nunc pro tunc, to redact from the version of the Third Report served on any party other than this Honourable Court the unredacted version of the Sale Agreement, attached as Confidential Appendix “1”; and
- sealing the unredacted version of the Third Report filed with this Honourable Court from the public record until after the closing of the Transaction or further order of this Honourable Court.
Copies of the motion record and Third Report of the Receiver are set out below, as well as responding motion records.
All of the above relief sought at the December 29, 2015, hearing was granted and approved by the Court. A copy of the Court decision, dated January 7, 2016, regarding this matter is posted below under Court Orders. On January 8, 2016, an Approval and Vesting Order was issued by the Court among other matters approving the asset purchase agreement made as of November 27, 2015 (the “Sales Agreement”) between the Receiver and Legacy Hill Resource Ltd. A Copy of the Court Order is attached below.
Motion Scheduled for May 30, 2016
On May 30, 2016, the Receiver will bring a Motion in Thunder Bay, Ontario requesting an Order for the following relief:
i. Approving the Receiver’s Fourth Report to the Court dated May 12, 2016 (the “Fourth Report“), and the activities of the Receiver described therein;
ii. Approving the fees and disbursements of the Receiver and its counsel for the period November 1, 2015, to April 30, 2016, and authorizing the Receiver to pay any unpaid fees and disbursements that are approved;
iii. That the Order of this Honourable Court dated September 11, 2014, be further amended by deleting the amount “$300,000” referenced in paragraph 20 and replacing it with the amount “$700,000”; and
iv. Such further and other relief as this Honourable Court may deem just.
Copies of the Motion Record and Fourth Report of the Receiver are posted below for your reference. On May 30, 2016, a motion was heard to approve among other matters, the report, activities and conduct of the Receiver, the fees and disbursements of the Receiver and its legal counsel as set out in the Fourth Report, as well as to increase the Administrative Charge in paragraph 20 of the Appointment Order from $300,000 to $700,000. On September 19, 2016, an Order was issued approving those items. A copy of the Order and various motion records filed in advance of the May 30, 2016 motion are set out below along with the Receiver’s Fourth Report.
On November 18, 2016, the Sales Agreement with Legacy Hill Resources Ltd. as assigned to Ambershaw Metallics Inc., was confirmed as closed with the filing of a Receiver’s Certificate with the Court.
Motion Scheduled for February 23, 2017
On February 23, 2017, the Receiver brought a Motion requesting an Order in Thunder Bay, Ontario for the following relief:
- Approval of the Receiver’s Fifth Report (posted below) and its final statement of receipts and disbursements;
- Approval of the fees and costs of the Receiver and its legal counsel;
- Dismissal of the motion of Bending Lake Iron Group Limited seeking leave to commence an action against the Receiver for damages as a result of an alleged failure of the Receiver to uphold the honour of the Crown and the Crown’s fiduciary duties to the Aboriginal peoples;
- Authorization to make distributions to the Applicant in partial satisfaction of the indebtedness; and
- Release of the Receiver from any and all liability upon filing of the Receiver’s Discharge Certificate.
The relief sought above was granted pursuant to a Distribution and Discharge Order which is posted below.
Creditor or Employee Enquiries
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The case updates and court filed documents on this website are for information purposes only and you should consult your financial or legal adviser if you have any questions or concerns about your rights or obligations. Additional updates on the status of these proceedings may become available in the future.
- First Report of the Receiver, dated November 18, 2014
- Second Report of the Receiver, dated January 20, 2015
- Third Report of the Receiver (Redacted), dated November 30, 2015
- Supplemental Report to the Third Report, dated December 21, 2015
- Fourth Report of the Receiver dated May 12, 2016
- Fifth Report of the Receiver dated February 6, 2017
- Book of Authorities of the Receiver, dated December 4, 2015
- Motion Record, dated November 30, 2015, Returnable December 10, 2015
- Motion Record, Returnable January 29, 2015
- Motion Record (Buset & Partners LLP), Returnable January 29, 2015
- Motion Record, dated November 18, 2014
- Supplementary Application Record, dated July 25, 2014
- Application Record, dated July 24, 2014
- Factum of the Receiver, dated December 4, 2015
- Responding Motion Record, dated December 9, 2015
- Motion Record of Responding Party (Redacted), dated December 16, 2015
- Responding Party O’Neill Delorenzi Mendes – Factum, dated December 23, 2015
- Responding Party O’Neill Delorenzi Mendes – Book of Authorities, dated December 23, 2015
- Responding Party O’Neill Delorenzi Mendes – Motion Record, dated December 24, 2015
- Secured Creditor Buset & Partners LLP – Factum, Returnable December 10, 2015
- Secured Creditors Buset & Partners LLP – Book of Authorities, Returnable December 29, 2015
- Motion Record, returnable May 30, 2016 (dated April 2016)
- Motion Record, returnable May 30, 2016
- Submissions on Behalf of 2403177 Ontario Inc., returnable May 30, 2016
- Motion Record of Legacy Hill Resources Ltd., returnable May 30, 2016
- Book of Authorities of Legacy Hill Resources Ltd., returnable May 30, 2016
- Costs Submissions of Legacy Hill Resources Ltd., returnable May 30, 2016
- Motion Record returnable February 23, 2017
Court Orders & Endorsements
- Receiver Appointment Order, dated September 11, 2014
- SISP Order, dated November 27,2014
- Court Order, dated February 26, 2015
- Order re: Adjournment Request, dated December 30, 2015
- Court Decision, dated January 7, 2016
- Order re: BLIG Motions, dated January 8, 2016
- Order re: Approval and Vesting Order, dated January 8, 2016
- Order approving Receiver activities and Fourth Report, dated September 19, 2016
- Court decision re: Motion dated September 19, 2016
- Court decision re: Costs dated September 15, 2016
- Distribution and Discharge Order, dated February 23, 2017