Engagements

Crate Marine Sales Limited et al

COURT-APPOINTED RECEIVERSHIP PROCEEDINGS

BACKGROUND

On November 14, 2014, Crate Marine Sales Limited, F.S. Crate & Sons Limited, 1330732 Ontario Limited, 1328559 Ontario Limited and 1282648 Ontario Limited (collectively “Crate Marine”) filed Notices of Intention To Make A Proposal pursuant to the provisions of s. 50.4(1) of the Bankruptcy and Insolvency Act (the “BIA”). The Proposal Trustee for Crate Marine was Dodick Landau Inc.

Subsequently, one of the major secured creditors, Crawmet Corp. applied to Court for the appointment of a receiver to carry out a Court-supervised sale process for the benefit of all stakeholders of Crate Marine.

INTERIM RECEIVERSHIP

At the November 21, 2014 hearing, the application for the appointment of a receiver was adjourned to December 1, 2014. In the interim, the Court appointed A. Farber & Partners Inc. as the Court-Appointed Interim Receiver (the “IR”) of Crate Marine pursuant to the November 21, 2014 Order of the Honourable Mr. Justice Penny (the “Appointment Order”). Copies of the Appointment Order and the Endorsement are linked below.

RECEIVERSHIP

General

On December 8, 2014, the Court issued the Order of Justice Newbould dated December 8, 2014 (appointing Receiver) terminating the NOI proceedings, substituting the Proposal Trustee with Farber as the Trustee in Bankruptcy (the “Trustee“) and appointing Farber as the Court-appointed receiver of Crate Marine (the “Receiver”).

The Receiver has entered into an agreement of purchase and sale (the “Stalking Horse Offer”) with a stalking horse bidder (the “SHB”) which was subject to Court approval on February 13, 2015. The Endorsement of the Honourable Mr. Justice Pattillo dated February 18, 2015 is linked below authorizing the Receiver to conduct the Sales Process as set out in the motion material.

The SHB was the successful bid and the Receiver closed a sale of Crate Marine’s assets to the SHB on April 10, 2015.

The Receiver notes that the Stalking Horse Offer specifically excludes any customer boats in the Property Claim Procedure (discussed below) that may not yet have been fully resolved before the closing of the Stalking Horse Offer; accordingly, those boats will remain under the Receiver’s supervision.

The SHB is operating the marina business for the 2015 boating season.

Employees and WEPP

The Receiver has issued letters to the former employees and to Service Canada to allow employees to register with the Wage Earners’ Protection Program (“WEPP”). Employees must contact and file with WEPP by February 2, 2015. As noted in the letters to the employees, this can be done by phone or online at:

https://srv212.services.gc.ca/ihst/Questionnaire.aspx?sid=f99aabc9-e627-44b0-b39f-ff60c530996c&lc=eng&iffsappid=PPS-WEPP&iffssid=58cdf086-f106-48a6-a94d-b3ca3f18391b

WEPP is administered by Services Canada so any questions should be directly to them.

Third Party Property Including Customer Boats

The Receiver has became aware that there were competing claims to certain of the boats owned by Crate Marine and/or owned by customers and currently on the Crate Marine premises. The Receiver’s Second Report, linked below, sought and obtained the approval of the Court to run a Proof of Property Claim process to identify and resolve any such potential disputes.  A copy of the Order of Justice Penny approving Property Claims Procedure dated December 23, 2014 (the “Property Claims Procedure Order”) is linked below.

As set out in the Property Claims Procedure Order, all Claimants having a Property Claim (which includes owners of boats stored on Crate Marine premises) were to complete a Proof of Property claim (included in the Proof of Property Claim Document Package linked below) and submit it to the Receiver no later than January 30, 2015.  Failure to file a Proof of Property Claim by that time resulted in late filed Property Claims being barred.

The Receiver has received numerous claims before and after the January 30, 2015 Claims Bar.  The Receiver’s activities and planned disposition of the claims received as of the date of the Seventh Report are set out below.  On March 31, 2015, the Receiver obtained an Order approving the Seventh Report.  The Receiver continues to administer the disputed claims and unclaimed boats.

As included in the Seventh Report, the Receiver has approved approximately 663 proof of property claims. Prior to the boats being physically released, customers will be required to settle any accounts with the SHB for any services and storage provided by Crate Marine and/or the Receiver up to and including the date of the sale of the Crate Marine assets to the SHB (April 10, 2015) and for any services provided by the SHB from April 11, 2015 onward.

BANKRUPTCY

On December 8, 2014, the Court issued the Order of Justice Newbould dated December 8, 2014 (appointing Receiver) terminating the NOI proceedings, substituting the Proposal Trustee with Farber as the Trustee in Bankruptcy (the “Trustee”) and appointing Farber as the Court-appointed receiver of Crate Marine (the “Receiver”).

The first meetings of creditors were held on January 20, 2015. A copy of the Trustee’s Preliminary Report presented at the meetings is linked below.

DOCUMENTS

RECEIVERSHIP

Sales Process Documents

– Sales Process Order (February 18, 2015)
– Crate Information Sheet (February 18, 2015)
– Stalking Horse Offer (February 8, 2015)

Proof of Property Claim Document Package

– Proof of Property Claim Document Package

COURT ORDERS

1.  Appointment of Receiver

– Order of Justice Newbould dated December 8, 2014 (Appointing Receiver)

– Endorsement of Justice Newbould dated December 8, 2014

– Amended Order of Justice Newbould dated December 8, 2014
  (Terminating the Proposal Debtors’ Proposal Proceedings and Appointing a Receiver)

– Order of Justice Newbould dated December 12, 2014 (Re New Commercial File)

2.  Property Claims Procedure

– Order of Justice Penny approving Property Claims Procedure dated December 23, 2014

3.  Discharge of Interim Receiver

– Order of Justice Penny discharging Interim Receiver dated December 23, 2014

4.  Borrowing Limits Amending Order

– Order of Justice Penny approving increase in borrowing limits dated December 23, 2014

– Endorsement of Justice Penny dated December 23, 2014

5.  Endorsement re 50′ Marquis Boat

– Endorsement of Justice Penny re: Marquis Motion returnable February 10, 2015

– Order of Justice Newbould dated March 9, 2015 re:  Marquis Motion

6.  Certificate of Pending Litigation on Adjoining Properties

– Order of Justice Newbould  re Certificate of Pending Litigation dated January 14, 2015

– Endorsement of Justice Newbould re Certificate of Pending Litigation dated January 14, 2015

7.  Certificate of Pending Litigation re 14 highland

– Order of Justice Newbould re Certificate of Pending Litigation (14 Highland) January 30, 2015

– Endorsement of Justice Newbould re Certificate of Pending Litigation (14 Highland) January 30, 2015

8.  Sales Process

– Endorsement of Justice Pattillo dated February 18, 2015

– Order of Justice Pattillo dated February 18, 2015 (Advice and Directors – Stalking Horse Agreement)

– Order of Justice Pattillo dated February 18, 2015 (Stalking Horse and Sales Process)

– Endorsement of Justice Pattillo dated February 18, 2015 (Stalking Horse)

9.  Insurance Proceeds Preservation Order

– Order of Justice Newbould dated March 10, 2015

– Endorsement of Justice Newbould dated March 10, 2015

10. Borrowing Limits Amending Order

– Order of Justice Conway dated March 13, 2015

– Endorsement of Justice Conway dated March 13, 2015

11.  Bankruptcy Applications

– Endorsement of Justice Conway dated March 17, 2015

12.  March 17, 2015 – Settling form of Order

– Endorsement of Justice Pattillo dated March 17, 2015 (settling Form of Order)

13.  Motion for Preservation and Return of Funds, Disclosure of Documents and Contempt

– Endorsement of Justice Conway dated March 20, 2015 (Transcribed)

– Endorsement of Justice Conway dated March 20, 2015 (Hand-written)

– Order of Justice Conway dated March 20, 2015

14.  Motion to Approve Property Claims Procedure

– Endorsement of Justice Conway dated March 31, 2015 (re Claims Order)

– Order of Justice Conway dated March 31, 2015 (Claims Order)

15.  Motion to Approve the Sale Transaction

– Order of Justice Conway dated March 31, 2015 (Approval and Vesting Order)

– Endorsement of Justice Conway dated March 31, 2015 (Approval and Vesting Order)

 Order of Justice Conway dated March 30, 2015 (Sealing Confidential Appendix to Third Report of the Trustee)

– Receiver’s Certificate dated April 10, 2015 Confirming Sale

16.  Motion Regarding Bankruptcy Applications

– Endorsement of Justice Pattillo dated April 30, 2015 (Bankruptcy Applications)

17.  Motion Regarding Belleville Travelift

– Endorsement of Justice Pattillo dated April 30, 2015 (Belleville Travelift)

– Endorsement of Justice Pattillo dated May 27, 2015 (heard May 20, 2015)

18.  Motion Regarding Lagoon City Property Claims and Landlord Issues

– Endorsement of Justice Pattillo dated April 30, 2015 (Lagoon City)

– Endorsement of Justice Conway dated May 15, 2015 (Lagoon City)

– Endorsement of Justice Penny dated October 14, 2015 (Lagoon City)

19.  Motion Regarding Further Claims Order and Receiver’s Tenth Report

– Motion Record of the Receiver returnable May 22, 2015 (further claims order)

– Order of Justice Conway dated May 22, 2015 (Second Claims Order)

– Endorsement of Justice Conway dated May 22, 2015 (Second Claims Order)

– Order of Justice Newbould dated May 28, 2015 (amending May 22, 2015 Order)

– Endorsement of Justice Newbould dated May 28, 2015

– Order of Justice Conway dated June 11, 2015 (Third Claims Order re Contested Claims)

– Endorsement of Justice Conway dated June 11, 2015 (re Contested Claims)

– Order of Justice Pattillo dated June 25, 2015 (Post May 22, 2015 claims)

– Order of Justice Pattillo dated June 25, 2015 (re Fred Crate)

– Order of Justice Pattillo dated June 26, 2015 (additional post-May 22, 2015 claims)

20.  Motion Regarding Marko Lands and Wynhurst Road Lands and Mac Ave Lands

– Order of Justice Pattillo dated July 7, 2015

– Endorsement of Justice Pattillo dated July 7, 2015

– Endorsement of Justice Wilton-Siegel dated July 22, 2015 (adjourning motion to August 27, 2015)

21.  Motion to Approve Receiver’s Eleventh and Twelfth Reports

– Order of Justice Morawetz dated August 14, 2017

– Endorsement of Justice Morawetz dated August 14, 2017

– Endorsement of Justice Morawetz re: KKI dated August 14, 2017

– Order of Justice Hainey dated August 23, 2017

– Endorsement of Justice Hainey dated August 23, 2017

RECEIVER’S DISCHARGE

– Receiver’s Discharge Certificate

RECEIVER’S REPORTS

Receiver’s First Report

– Motion Record of the Receiver and Trustee (December 12, 2014) Part 1

– Motion Record of the Receiver and Trustee (December 12, 2014) Part 2

Receiver’s Second Report

– Second Report of the Receiver (December 19, 2014)

Receivers Third Report

– Third Report of the Receiver (February 8, 2015)

Receiver’s Fourth Report

– Fourth Report of the Receiver (March 6, 2015)

Receiver’s Fifth Report

– Fifth Report of the Receiver (March 9, 2015)

Receiver’s Sixth Report

– Sixth Report of the Receiver (March 25, 2015)

Receiver’s Seventh Report

– Seventh Report of the Receiver (March 29, 2015)

Receiver’s Eighth Report

– Eighth Report of the Receiver (April 14, 2015)

– Supplement to the Eighth Report of the Receiver (April 23, 2015)

Receiver’s Ninth Report

– Ninth Report of the Receiver (April 28, 2015)

– Supplement to the Ninth Report of the Receiver (May 5, 2015)

Receiver’s Tenth Report

– Tenth Report of the Receiver (May 15, 2015)

– Supplement to the Tenth Report of the Receiver (May 21, 2015)

– Second Supplement to the Tenth Report of the Receiver (May 27, 2015)

– Third Supplement to the Tenth Report of the Receiver (June 9, 2015)

COURT MATERIALS

Receiver and Trustee Motion Regarding Second Report

– Motion Record of the Receiver and Trustee (December 23, 2014) Part 1

– Motion Record of the Receiver and Trustee (December 23, 2014) Part 2

– Motion Record of the Receiver and Trustee (December 23, 2014) Part 3

Marquis Yachts Application – adjourned to March 9, 2015

– Motion Record of Marquis Yachts (December 19, 2014) Part 1

– Motion Record of Marquis Yachts (December 19, 2014) Part 2

– Motion Record of Marquis Yachts (December 19, 2014) Part 3

– Motion Record of Marquis Yachts (December 19, 2014) Part 4

– Motion Record of Marquis Yachts (December 19, 2014) Part 5

– Notice of Appearance – Marquis Yachts

– Affidavit of Benn-Jay Spiegel (sworn January 26, 2015)

Motion Regarding Certificate of Pending Litigation – January 14, 2015

– Motion Record of the Applicant (re Certificate of Pending Litigation) January 14, 2015 – Part 1

– Motion Record of the Applicant (re Certificate of Pending Litigation) January 14, 2015 – Part 2

– Factum and Authorities of the Applicants dated January 13, 2015 (re CPL) January 13, 2015

– Certificate of Pending Litigation dated January 14, 2015

– Motion Record of the Respondents dated February 24, 2015

Motion Regarding Certificate of Pending Litigation – January 30, 2015

– Notice of Motion of the Applicants returnable January 30, 2015

– Affidavit of Andy Fisher sworn January 28, 2015

– Certificate of Pending Litigation re 14 Highland (dated January 30, 2015)

Motion Regarding Stalking Horse Agreement and Sales Process – February 13, 2015

– Motion Record regarding Stalking Horse and Sales Process – Part 1

– Motion Record regarding Stalking Horse and Sales Process – Part 2

– Motion Record regarding Stalking Horse and Sales Process – Part 3

– Motion Record regarding Stalking Horse and Sales Process – Part 4

– Motion Record regarding Stalking Horse and Sales Process – Part 5

– Motion Record of the Trustee regarding Stalking Horse and Sales Process

Bankruptcy Applications (opposed) (scheduling hearing April 27, 2015)

– Bankruptcy Application – Lloyd Crate

– Bankruptcy Application – Lynn J Marko

– Bankruptcy Application – Gregory J Crate

– Bankruptcy Application – Steven Crate

– Notices of Dispute – March 6, 2015

– Motion Record of the Respondents dated February 24, 2015

– Notice Disputing Bankruptcy Application – Gregory Crate (May 4, 2015)

– Notice Disputing Bankruptcy Application – Estate of Lloyd Crate (May 4, 2015)

– Notice Disputing Bankruptcy Application – Steven Crate – (May 4, 2015)

– Notice Disputing Bankruptcy Application – Lynn Marko

Motion Regarding Receiver’s Borrowing Cap Increase and Fee Approval – March 13, 2015

– Motion Record including Receiver’s Fourth Report

– Factum and Authorities of the Receiver

– Draft Order dated March 13, 2015

Motion Regarding Insurance Proceeds and Contempt of Court Application – March 20, 2015

– Motion Record Including Receiver’s Fifth Report (ex parte) heard March 10, 2015 – Volume 1

– Motion Record Including Receiver’s Fifth Report (ex parte) heard March 10, 2015 – Volume 2

– Factum and Authorities of the Receiver

– Crate Responding Motion Record

– Factum of the Receiver and Trustee

Motion Regarding Approval of Agreement of Purchase and Sale and Vesting Order – March 31, 2015

– Motion Record of the Receiver (Re approval of the Agreement of Purchase and Sale and Vesting Order – Part 1

 Motion Record of the Receiver (Re approval of the Agreement of Purchase and Sale and Vesting Order – Part 2

Motion for Approval of Proof of Property Process Activities – March 31, 2015

– Motion Record of the Receiver (Returnable March 31, 2015 for a Claims Order)

Motion for Advice and Directions re Travelift in Belleville – May 13, 2015

– Motion Record of the Receiver re Belleville Travelift

– Responding Motion Record of 1889863 Ontario Inc. returnable May 5, 2015

– Supplementary Motion Record of the Receiver returnable May 5, 2015

– Supplementary Motion Record of 1889863 Ontario Inc. (returnable May 13, 2015)

– Factum of 1889863 Ontario Inc. (returnable May 15, 2015)

Motion for Advice and Directions re Property Claims at Lagoon City

– Motion Record of the Receiver (returnable April 30, 2015)

– Notice of Cross Motion of 2124915 Ontario Inc. (dated April 29, 2015)

– Supplementary Motion Record of 2124915 Ontario Inc. (May 14, 2015)

Motion Regarding Lagoon City Occupation Rent

– Motion Record of 2124915 Ontario Inc (returnable July 9, 2015)

– Responding Motion Record dated August 4, 2015 (returnable August 27, 2015)

– Position Statement of the Purchasers (Occupation Rent Motion: returnable August 27, 2015)

Motion Regarding Cesaroni Security (Adjourned to August 27, 2015)

– Motion Record of Cesaroni Management – July 7, 2015

– Motion Record of Romith and Uplands – July 7, 2015

– Factum of Cesaroni Management – July 7, 2015

– Factum of Romith and Uplands – July 7, 2015

– Notice of Appearance of Romith and Uplands

– Position Statement of 2450902 Ontario Limited and Krates Keswick Inc.

– Notice of Appearance of 2450902 Ontario Limited and KKI dated July 6, 2015

– Factum of 2450902 Ontario Limited and Krates Keswick (returnable July 22, 2015)

– Book of Authorities of 2450902 Ontario Limited and Krates Keswick (returnable July 22, 2015)

– Supplementary Motion Record of Cesaroni Management (returnable July 22, 2015)

Motion Regarding Receiver’s Final Report and Discharge Application (returnable October 31, 2016)

– Motion Record, returnable October 31,2016

Motion Returnable August 14, 2017

– Motion Record of the Receiver, returnable August 14, 2017

– Motion Record of Krates Keswick, returnable August 14, 2017

 

BANKRUPTCY

Trustee’s Preliminary Report to Creditors (January 19, 2015) 

NOTICE OF INTENT TO MAKE A PROPOSAL PROCESS AND INTERIM RECEIVERSHIP

  Court Orders

– Order of Justice Penny dated November 21, 2014 (Appointing Interim Receiver)

– Endorsement of Justice Penny dated November 21, 2014

– Endorsement of Justice Penny dated December 1, 2014

– Endorsement of Justice Penny dated December 1, 2014 (Transcribed)

– Endorsement of Justice Newbould dated December 4, 2014

– Endorsement of Justice Newbould dated December 4, 2014 (Transcribed)

  Court Documents

– Motion Record dated November 21, 2014 – Part 1

– Motion Record dated November 21, 2014 – Part 2

– Motion Record dated November 21, 2014 – Part 3

– Brief of Authorities (Crawmet)  November 21, 2014

– Reply Motion Record (Crawmet) December 1, 2014

– Factum (Crawmet) December 1, 2014

– Factum (Respondents) December 1, 2014

– Book of Authorities (Respondents) December 1, 2014

– Responding Motion Record (December 1, 2014)

– Affidavit of Benn-Jay Spiegel sworn December 4, 2014

– Motion Record returnable December 8, 2014

– Amended and Restated Factum of Crawmet (Motion returnable December 8, 2014)

– Affidavit of Benn-Jay Spiegel sworn December 7, 2014

  Reports of the Proposal Trustee

– First Report of the Proposal Trustee (November 21, 2014)

– Second Report of the Proposal Trustee (December 3, 2014)

– Third Report of the Proposal Trustee (December 7, 2014)

  Reports of the Interim Receiver

– First Report of the Interim Receiver (November 30, 2014) Part 1

– First Report of the Interim Receiver (November 30, 2014) Part 2

– Second Report of the Interim Receiver (December 3, 2014) Part 1

– Second Report of the Interim Receiver (December 3, 2014) Part 2

– Supplementary Report to the Second Report of the Interim Receiver (December 4, 2014)

– Third Report of the Interim Receiver (December 7, 2014) Part 1

– Third Report of the Interim Receiver (December 7, 2014) Part 2