Great Lakes Fish Corporation & Kingsville Fishermen's Company, Ltd.
On June 21, 2010, Great Lakes Fish Corporation and Kingsville Fishermen's Company, Ltd. (collectively, "Great Lakes" or the "Companies") each filed a Notice of Intention to Make a Proposal ("NOI") pursuant to Section 50 of the
Bankruptcy and Insolvency Act (the "Act"). Certificates of these appointments are posted below. A. Farber & Partners Inc. ("Farber") was appointed Trustee in the Proposals of the Companies.
The Companies are not bankrupt but have availed themselves of a procedure whereby an insolvent person, with creditor and Court approval, restructures its financial affairs. Our role as Trustee in this matter is to assist with the development of the Proposal, to liaise with creditors in the development of this plan, and to aid in the decision that creditors will ultimately make regarding the Proposal. We also monitor the cash flow of the Companies during this process, as well as assist with a Court-approved sales process, which will be the subject of a motion before the Court (see below).
The objective of filing the NOIs is to allow the Companies adequate time to explore restructuring opportunities, in particular, to conduct a Court-approved sales process for a sale of the business or parts thereof. The Companies believe that a going-concern sale may be in the best interest of the Companies and their stakeholders.
All liabilities of the Companies as at June 21, 2010 are frozen by force of the Act and will be subject to the Proposal mentioned above. Please note that during this process, the Companies are not bankrupt but are continuing to operate under protection from the legislation.
The Companies have thirty (30) days from the date of filing the NOI to lodge a Proposal with ourselves, subject to Court extension. Once this Proposal is filed with the Official Receiver, the Trustee is required to call a Meeting of Creditors within twenty-one (21) days thereafter.
The Companies are bringing a motion returnable on July 2, 2010 with the Superior Court of Justice to among other matters, approve a sales process, the appointment of Chief Restructuring Officer ("CRO") and approve the interim financing and charges. The motion materials are attached below.
The Motions were heard on July 2, 2010 and Orders were granted approving the sales process ("Sales Process") and other items noted above.
By Court Order granted July 19, 2010, the Companies were granted a 43-day extension to September 3, 2010 to file a proposal.
The Sales Process, which had a deadline for offers set at 4:00 p.m. (EST) on July 23, 2010, has culminated in the Companies entering into: (a) the Gill Net APA; and (b) the Smelt APS. Overall, the Gill Net APA and Smelt APS provide for the sale of all of the Companies' assets.
August 25, 2010 Motion On August 25, 2010, a motion was scheduled to:
- Approve a sale transaction of the Gill Net business contemplated by an asset purchase agreement between the Companies and 2252148 Ontario Limited ("225") made as of July 30, 2010, as amended pursuant to an agreement dated August 16, 2010 (the "Gill Net APA").
- Approve a sale transaction (the "Smelt APA") contemplated by an asset purchase and sale agreement between the Companies and 2210961 Ontario Limited ("221") made as of July 23, 2010 (the "Smelt APS Transaction").
- Such further and other relief as this Honourable Court deems just.
Attached below are the motion materials for the August 25, 2010 hearing, as well as the Trustee's Second Report, which reported on the Sale Process and Gill Net APA and Smelt APS transactions.
On August 25, 2010, the Court approved the Gill Net APA and the Smelt APA. A copy of the Approval and Vesting Orders dated August 25, 2010 for both transactions are attached below.
In addition, on August 25, 2010, the Court appointed Farber as Receiver of the Companies. A copy of the Receivership appointment Order dated August 25, 2010 is attached below.
On September 3, 2010, the Gill Net APA Transaction closed, which was followed by closure of the Smelt APS Transaction on the same date.
Due to the fact that both transactions do not generate sufficient proceeds to pay all secured creditors’ claims, there are no proceeds for unsecured creditors and therefore no ability to file a proposal for the Companies.
As a result of inability to file a Proposal by September 3, 2010, the Companies were deemed to have been assigned into bankruptcy on Tuesday, September 7, 2010. Copies of the Assignment Certificates will be attached as soon as they are received from the Official Receiver’s office.
Information regarding the bankruptcy proceedings will be mailed to known creditors shortly, as well as posted on this website.
General
Queries about the Companies, specifically regarding the proposal process, may be directed to Rob Stelzer at 416 496-3500 or by email at rstelzer@farberfinancial.com.
The purpose of this website is to provide documents to any interested persons regarding the Proposals of the Companies. The documents listed below are in pdf format and can be viewed and/or downloaded.
Bankruptcy Documentation
Notice of Intention to Make a Proposal
Court Proceedings
- Notice of Change of Motion to July 2, 2010
- Handwritten Endorsement of Justice Leitch dated July 2, 2010
- Typed Endorsement of Justice Leith dated July 2, 2010
- Order dated July 2, 2010 of Great Lakes
- Order dated July 2, 2010 of Kingsville Fishermen's Company, Ltd.
- Order dated July 19, 2010 extending the filing of the Proposals to September 3, 2010
- Motion Record returnable August 25, 2010
- Approval and Vesting Order re Gill Net APA dated August 25, 2010
- Approval and Vesting Order re Smelt APA dated August 25, 2010
- Order appointing Farber as Receiver dated August 25, 2010
- Endorsement of Justice Leitch dated August 25, 2010
Court Reports