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Restructuring & Insolvency Recent Experience

Restructuring & Insolvency
Restructuring & Insolvency

Recent Experience

Some of our most significant recent retainers on the public record are described here:

Company/Debtor Engagements

  • syncreon CCAA Recognition Restructuring – Canadian counsel to the syncreon Group in connection with its multi-jurisdiction balance-sheet restructuring of over US$1-billion in funded debt. This was the first-ever recognition of a U.K. scheme of arrangement in Canada pursuant to the CCAA. Recipient of the Turnaround Management Association International Company Transaction of the Year award

  • Dominion Diamond Mines CCAA Proceeding – Dominion Diamond Mines ULC on its  filing under the CCAA. Dominion has ownership interests in two operating diamond mines in the Northwest Territories and has approximately C$1-billion of debt.

  • AllSaints CCAA Recognition Proceedings – Canadian counsel to AllSaints USA in connection with its coordinated cross-border insolvency proceedings in England, Canada and the United States. AllSaints is a U.K.-based fashion brand with over 125 stores and 3,000 employees around the globe.  AllSaints commenced company voluntary arrangement (CVA) proceedings in the U.K. that were successfully recognized by the Ontario court. This appears to be the first time that CVA proceedings have been recognized in Canada.

  • Carillion CCAA Proceedings – Carillion Canada Group on all aspects of its Canada-wide restructuring efforts. Blakes assisted Carillion in selling its various business lines to maximize recovery for creditors. Each sale of a business line was a stand-alone, multimillion-dollar transaction.

  • Lightstream CCAA Proceedings – Lightstream Resources Ltd. in CCAA proceedings and successful defence of an attempt by certain holders of unsecured bonds to have their unsecured claims recognized as secured claims based on allegations of oppression, breach of contract and misrepresentation by utilizing a novel procedure for determination of certain threshold issues.

  • Jupiter CBCA Plan of Arrangement – Jupiter Resources, Inc. and certain of its affiliates in a plan of arrangement pursuant to the CBCA, involving the applicants and holders of 8.5 per cent senior unsecured notes (Notes) issued by Jupiter pursuant to the indenture governing the Notes. The effect of the arrangement was the elimination of the principal amount of Jupiter's Notes by US$1.1-billion and the associated annual cash interest payments of US$93.5-million.

  • Bloom Lake and Wabush CCAA Proceedings – Bloom Lake Group and Wabush Group (iron ore) in their restructuring proceedings under the CCAA. Prior to being idled, the Bloom Lake Mine located in Quebec, which was majority-owned by the Bloom Lake Group, was the fifth-largest iron ore exporting basin in the world. The Bloom Lake Mine, the Wabush/Scully Mine in Newfoundland and Labrador, and a port facility in Quebec were successfully sold to purchasers in a series of transactions and a unique and complex CCAA joint plan of arrangement and compromise has been successfully implemented, settling significant claims, including pension and employee related claims of over C$155-million.

Secured Lender/DIP Lender Engagements

  • Stuart Olson Plan of Arrangement – The senior lenders in Stuart Olson’s combination with Bird Construction Inc. pursuant to an arrangement agreement under the Business Corporations Act (Alberta) for aggregate consideration of $96.5 million, whereby claims of the senior lenders and unsecured debentureholders were compromised.

  • Bumble Bee Group CCAA Proceedings – Canadian counsel to Wells Fargo in respect of a pre-filing asset-based lending facility and a post-filing DIP facility, in insolvency proceedings for the Bumble Bee Group in both Canada (under the CCAA) and the United States (under Chapter 11).

  • Hollander Sleep Products Chapter 11 Proceedings – Canadian counsel to the term agent in respect of the U.S. Chapter 11 and CCAA recognition proceedings of Hollander Group, including assisting the term agent in all aspects of the complex and novel cross-border proceedings.

  • Redwater Receivership Proceedings – The senior secured creditor, ATB Financial, at all levels of court in the precedent-setting receivership proceeding of a junior oil and gas producer, Redwater Energy Corporation, including at the Alberta Court of Appeal and the Supreme Court of Canada.

  • Bellatrix CBCA and CCAA Proceedings – The senior lenders throughout both the CBCA and CCAA proceedings of Bellatrix, including ensuring that the senior lenders were not implicated in the CBCA court proceedings and advancing support for sale approval, notwithstanding the objections of the second-lien noteholders. 

  • Toys “R” Us CCAA Proceedings – The DIP agent in connection with the US$2.3-billion DIP facility to Toys “R” Us Canada and its U.S. parent. In this complex cross-border proceeding, Toys “R” Us Canada, the largest dedicated toy and baby products retailer in Canada, filed for bankruptcy protection under Chapter 11 in the U.S., along with its larger corporate family. It also separately filed under the CCAA in Canada.

Cross-Border Engagements

  • syncreon Restructuring – Canadian counsel to the syncreon Group in connection with its multi-jurisdiction balance sheet restructuring of over US$1-billion in funded debt. This was the first-ever recognition of a U.K. scheme of arrangement in Canada pursuant to the CCAA.

  • AllSaints Insolvency Proceedings – Canadian counsel to AllSaints USA in connection with its coordinated cross-border insolvency proceedings in England, Canada and the United States. AllSaints is a U.K.-based fashion brand with over 125 stores and 3,000 employees around the globe.  AllSaints commenced company voluntary arrangement (CVA) proceedings in the U.K. that were successfully recognized by the Ontario court. This appears to be the first time that CVA proceedings have been recognized in Canada.

  • Hollander Sleep Products Chapter 11 Proceedings – Canadian counsel to the term agent in respect of the U.S. Chapter 11 and CCAA recognition proceedings of Hollander Group, including assisting the term agent in all aspects of the complex and novel cross-border proceedings.

  • Toys “R” Us Bankruptcy – The DIP agent in connection with the US$2.3-billion DIP facility to Toys “R” Us Canada and its U.S. parent. In this complex cross-border proceeding, Toys “R” Us Canada, the largest dedicated toy and baby products retailer in Canada, filed for bankruptcy protection under Chapter 11 in the U.S., along with its larger corporate family. It also separately filed under the CCAA in Canada.

  • Bumble Bee Group Insolvency – Canadian counsel to Wells Fargo in respect of a pre-filing asset-based lending facility and a post-filing DIP facility, in insolvency proceedings for the Bumble Bee Group in both Canada (under the CCAA) and the United States (under Chapter 11).

Court Officer Engagements

  • JTI-Macdonald Corp. (JTIM) CCAA Proceedings – The court-appointed monitor in the CCAA proceedings of JTIM, which is playing a central role in developing a structured settlement to resolve over half-a-trillion dollars of litigation claims that, if implemented, will in effect restructure Canada’s entire tobacco industry.   

  • BOS Group Receivership Proceedings – Canadian counsel to the court-appointed receiver and foreign representative in the receivership proceedings of BOS Solutions Ltd. and related entities. Blakes was responsible for coordinating and advancing the Canadian and U.S. proceedings in a cost-effective and timely basis to maximize recoveries for all stakeholders, during the COVID-19 pandemic.

  • Urbancorp Receivership ProceedingsAlvarez & Marsal Canada Inc., as court-appointed receiver and manager and construction trustee of Urbancorp (Leslieville) Developments Inc., Urbancorp (The Beach) Developments Inc. and Urbancorp (Riverdale) Developments Inc.  Construction projects were financed in the proceedings and the sale of residential condominium properties concluded. This was a result of a multi-party settlement among key stakeholders, including pre-receivership condominium purchasers.  The secured debt owing by the debtors was in excess of $50 million.

  • Express Fashion Canada CCAA Proceedings – The court-appointed monitor in the insolvency proceedings of apparel retailer Express Fashion Canada, which facilitated the structured and coordinated wind-down of Canadian operations.

  • Square Candiac – Counsel to the Monitor in the restructuring of Square Candiac, a C$600-million real estate development located on the Montreal South Shore.

Special Situations

  • Sears Canada CCAA Proceedings – Morneau Shepell Ltd, in its capacity as plan administrator of the Sears Canada Inc. Registered Pension Plan, in a complex, multi-party mediation. The mediation led to a settlement of pension priority litigation and terms of support by pension claimants of a plan of compromise and arrangement for distribution of the proceeds. Blakes was also involved in litigation commenced against officers and directors for wrongful conduct.

  • Canada North Appellate Proceedings – The Insolvency Institute of Canada (IIC), as intervenor, before the Alberta Court of Appeal in Her Majesty the Queen in Right of Canada v. Canada North Group Inc., et al. The appeal dealt with the priority of Her Majesty's claims for unremitted source deductions and the court's jurisdiction to grant security pursuant to the CCAA in priority to such claims. The IIC intervened to ensure the priority of CCAA charges was upheld. Leave to appeal to the Supreme Court of Canada has been granted, and Blakes continues to represent the IIC in its motion to intervene before that Court.

  • Pengrowth Plan of Arrangement – Cona Resources Ltd. in all aspects of its acquisition of Pengrowth Energy Corporation, completed by way of plan of arrangement under the Business Corporations Act (Alberta).

  • Target CCAA Proceedings – The largest group of suppliers to Target Canada in its CCAA proceedings. Blakes lawyers served on a court-appointed Consultative Committee formed of senior practitioners who represented key stakeholders in the case. With the support of the Consultative Committee, Target Canada entities ultimately submitted a plan that received the unanimous support of creditors.