On November 29, 2016, Strike Minerals Inc. (“Strike” or the “Company“) filed a Notice of Intention to Make a Proposal (“NOI“) under Section 50.4 of the Bankruptcy and Insolvency Act, R.S.C. 1985, c. B-3, as amended (the “BIA“), and B. Riley Farber Inc. (“B. Riley Farber”)was appointed as proposal trustee in the Company’s NOI proceedings (in such capacity, the “Proposal Trustee“). A copy of the Certificate of Filing of a Notice of Intention to Make a Proposal is posted below.
Strike made a motion to a Judge of the Superior Court of Justice (in Bankruptcy and Insolvency) on December 13, 2016. This motion was for an Order including, among other matters, the following:
- Approving an asset purchase agreement (the “Stalking Horse Agreement“) between Strike and 2548304 Ontario Inc. (the “Stalking Horse Purchaser“) for the sale of substantially all of Strike’s assets (the “Property“), which will act as a stalking horse bid in the Sales Process (defined below) governed by the Bidding Procedures (defined the motion materials posted below);
- Approving the Bidding Procedures pursuant to which the Proposal Trustee will administer a sales process (the “Sales Process“) to obtain the highest and/or best bid for the sale of the Property;
- Approving the DIP term sheet (the “DIP Term Sheet“) between Strike and Waterton Global Value, L.P. (the “DIP Lender“) implementing the interim financing facility (the “DIP Facility“) in the principal amount of $588,000, and granting a super-priority charge against Strike’s Property in favour of the DIP Lender (the “DIP Charge“);
- Granting the Administration Charge (defined in the motion materials prosted below) in the amount of $300,000; and
- Extending the stay of proceedings granted on November 29, 2016 upon the filing of the NOI to February 10, 2017.
All of the relief sought was approved on December 13, 2016. A copy of the Court Order and Endorsement are posted below.
On February 9, 2017, the stay of proceedings was extended to March 27, 2017. A copy of the Court Order is posted below.
On March 23, 2017, two motions were heard by the Honourable Mr. Justice Hainey of the Superior Court of Justice to seek Orders for the following:
1. Proposal Trustee’s motion to seek an Approval & Vesting Order:
- approving the sale transaction (the “Transaction“) contemplated by an asset purchase agreement (the “Sale Agreement“) between the Debtor, as vendor, and 2548304 Ontario Inc., as purchaser (the “Purchaser“), dated December 6, 2016, and appended as Appendix C to the First Report of the Proposal Trustee dated December 8,2 016, a copy of which was filed with the Court;
- authorizing the Debtor to execute all other ancillary documents and agreements required to complete the Transaction; and
- vesting in the Purchaser the Debtor’s right, title and interest in and to the Purchased Assets (as defined in the Sale Agreement) free and clear of any and all liens, charges and security interests and other encumbrances, except for Assumed Liabilities (as defined in the Sale Agreement).
2. An Administrative Order:
- approving the third report of the Proposal Trustee dated March 10, 2017 (the “Third Report“) and the activities of the Proposal Trustee set out therein;
- approving the Proposal Trustee’s interim statement of receipts and disbursements as of March 8, 2017 (the “Interim R & D“) as set out in Appendix L to the Third Report;
- sealing the Confidential Appendix “1” to the Third Report until after the closing of the Transaction or further Order of this Honourable Court; and
- approving an extension to the time period for the Debtor to file a proposal with the Official Receiver to and including May 11, 2017.
The two Court Orders were granted and are posted below.
Overall, the Sales Process culminated in a court approved sale of Strikes rights in the assets, property and undertakings to 2548304 Ontario Inc. a wholly owned subsidiary of Waterton Global Value, L.P. This transaction closed on May 10, 2017.
For further information regarding this proceeding, please contact Paul Denton at (416) 496-3773 or via email at firstname.lastname@example.org
Creditor or Employee Enquiries
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The purpose of this website is to provide documents to any interested persons regarding this proceeding. The documents listed below are in PDF format and can be viewed and/or downloaded. Please feel free to return to this website periodically for future updates on the status of these proceedings. Additional documents and information will be posted as it becomes available.
- First Report of Proposal Trustee, December 8, 2016
- Second Report of Proposal Trustee, February 6, 2017
- Third Report of Proposal Trustee, March 10, 2017
- Supplement to the Third Report of Proposal Trustee, March 29, 2017
Motion Materials (Affidavits, Factums, Books of Authority)
- Motion Record, returnable December 13, 2016
- Motion Record, returnable February 9, 2017
- Motion Record, returnable March 23, 2017
- Notice of Motion, returnable March 23, 2017
Court Orders and Endorsements
- Order approving Stalking Horse, etc., dated December 13, 2016
- Endorsement, dated December 13, 2016
- Order approving extension of stay of proceedings to March 27, 2017
- Order approving extension of stay of proceedings to May 11, 2017
- Approval and Vesting Order, dated March 23, 2017
- Endorsement, dated March 23, 2017