On February 7, 2017, Techni-Lite Systems Inc. (“Techni-Lite“) filed a Notice of Intention to Make a Proposal (“NOI“) pursuant to section 50.4 of the Bankruptcy and Insolvency Act and A. Farber & Partners Inc. (“Farber“) was appointed as trustee under the proposal proceedings (the “Proposal Trustee“). Techni-Lite, which includes the division of its business called WolfeWorks, develops and manufactures signage using LED-based technology.
Techni-Lite is not bankrupt. The NOI filing by Techni-Lite provides an automatic stay of proceedings against the creditors of Techni-Lite for a 30 day period (the “Stay Period“), thus providing the opportunity to restructure the affairs of Techni-Lite and formulate a proposal to creditors. Central to the restructuring and the ability to formulate a viable proposal is the goal of conducting a sales process which culminates in the transfer of the business and assets in a seamless fashion. Operations will continue in the normal course while the sale process is undertaken.
All capitalized terms not defined herein shall be as defined in the Proposal Trustee’s First Report to Court.
Techni-Lite brought a motion in front of the Ontario Superior Court of Justice (Commercial List) on February 28, 2017 and was granted an Order (the “Stalking Horse Order“) for, among other things:
- The approval of an interim financing arrangement for Techni-Lite and the DIP Lender’s Charge;
- The approval of a Sale Process with a stalking-horse bid;
- The approval of the form of agreement for purchase and sale of the business and assets, as the stalking-horse bid between Techni-Lite and International Installations Inc.;
- Granting an Administration Charge in favour of the Proposal Trustee (including in its capacity as trustee in bankruptcy, if applicable), counsel for the Proposal Trustee (including as counsel to the trustee in bankruptcy, if applicable), and counsel for Techni-Lite; and
- Extending the Stay Period to April 23, 2017.
As mentioned above, on February 28, 2017, the Court issued the Stalking Horse Order approving, among other things, the Sales Process.
The Stalking Horse Order authorizes and directs the Proposal Trustee to undertake a marketing and sale process with respect to all of the assets, rights, undertakings and properties of Techni-Lite (the “Property”). Techni-Lite operates out of locations in Port Hope, Ontario and Peterborough, Ontario, and carries on business as a designer and manufacturer of fluorescent and LED lighting systems and illuminated sign boxes.
The Sale Process is intended to attract interested parties for all or part of the Property at a price which maximizes recovery of proceeds, enhances the ability of Techni-Lite to make a viable proposal to creditors and increases the prospects of restructuring Techni-Lite’s affairs for the benefit of all Techni-Lite’s stakeholders. Interested parties will have until 2:00 p.m. EDT on Tuesday, March 28, 2017 to submit a binding offer. The following documents are made available for review by interested parties:
Enquiries for potential purchaser qualification should be made to the Proposal Trustee by contacting Noah Litwack at (416) 496-3719 or via email at firstname.lastname@example.org. Upon receipt of an executed Confidentiality Agreement and the Proposal Trustee’s approval of same, interested parties will be provided with a document outlining the Sale Process terms and conditions (the “Terms and Conditions”) and will be invited to the Proposal Trustee’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.
Sale Process Update
On April 7, 2017, Techni-Lite brought a motion to the Court for the approval of, among other things, the sale transaction contemplated by the agreement of purchase and sale between Techni-Lite and International Installations Inc. (the “Purchaser”), dated March 3, 2017, and vesting in the Purchaser the right, title and interest in and to the Property free and clear of any claims and encumbrances, other than certain permitted encumbrances.
On hearing the motion, the Court issued an order granting the foregoing relief (the “Sale Approval Order“). The related Court motion materials, the Proposal Trustee’s Second Report to Court in support of the matter and copies of the Sale Approval Order and an Order granting other ancillary relief (the “Ancillary Relief Order“) are found below.
Techni-Lite did not file a Proposal with the Proposal Trustee on or before the extended deadline of the first business day following Sunday, April 23, 2017. Accordingly, on April 25, 2017, Techni-Lite was deemed to have filed an assignment in bankruptcy and Farber was appointed as trustee (the “Bankruptcy Trustee“) of Techni-Lite’s bankruptcy estate, subject to affirmation by creditors at the first meeting of creditors.
The first meeting of creditors is scheduled to take place on May 11, 2017 at 10:30am at 159 King Street, Suite 303 in Peterborough, Ontario. To be entitled to vote at the meeting, a creditor must lodge with the Bankruptcy Trustee, before the meeting, a Proof of Claim and, where necessary, a proxy. Copies of the Notice of Bankruptcy and First Meeting of Creditors and a blank Proof of Claim form are found below.
The purpose of this website is to provide documents to any interested persons regarding these proceedings. The documents listed below are a compilation of documents posted during the course of the proceedings and can be viewed and/or downloaded in PDF format. Additional documents and information will be posted as it becomes available.
- Motion Record, returnable February 28, 2017
- Proposal Trustee’s Responding Motion Record (including First Report of Proposal Trustee), dated February 23, 2017
- Motion Record, returnable April 7, 2017
- Factum, returnable April 7, 2017
- Brief of Authorities, returnable April 7, 2017
- Proposal Trustee’s Responding Motion Record (including Second Report of Proposal Trustee), dated March 31, 2017
Other Court Documents
- Stalking Horse Order, dated February 28, 2017
- Endorsement of the Honourable Justice Wilton-Siegel, dated February 28, 2017
- Sale Approval Order, dated April 7, 2017
- Ancillary Relief Order, dated April 7, 2017
- Endorsement of the Honourable Madam Justice Conway, dated April 7, 2017