Ontario

Silicon Valley Bank (Canada) (“SVB”)

Silicon Valley Bank (Canada) ("SVB"), a US bank which operates as an authorized foreign bank under the Bank Act in Canada, was ordered to be wound up on March 15, on application by the Attorney General of Canada ("AG"), at the request of the Superintendent of Financial Institutions, pursuant to s. 621 of the Bank Act. Since the Minister of Finance authorized SVB to establish a branch in Canada in 2019, it has been focused on lending to early and mid-stage start-up businesses, as well as venture capital and global private equity firms, in the technology and life sciences sectors. On March 8, 2023, SVB announced significant losses. The following day, investors and depositors reacted by initiating withdrawals which caused SVB to be incapable of paying its obligations as they became due. On March 10, 2023, the California Department of Finance Protection and Innovation appointed the Federal Deposit Insurance Corporation (“FDIC”) as receiver of SVB. On March 13, 2023, FDIC announced that it had transferred all SVB deposits and substantially all of SVB’s assets to a newly-created FDIC operated bring bank (the “Bridge Bank”) to protect the depositors of SVB. In Canada, on March 10, 2023, the Office of the Superintendent of Financial Institutions advised SVB and the Canadian branch that it was taking control measures to ensure that sufficient assets were maintained in Canada. On March 11, 2023, the Superintendent appointed PwC as its representative to assist in the supervision of the Canadian branch. The AG is of the belief that, in light of the circumstances facing SVB in the US, including the fact that it is in receivership and that substantially all of its deposits and assets have been transferred to Bridge Bank, which is not authorized to carry on business in Canada, any measures short of a Winding-up Order and appointment of a liquidator would be inadequate to deal effectively with the risk posed to Canadian creditors. PwC was appointed as Liquidator. McCarthy Tétrault is counsel for Silicon Valley Bridge Bank N.A. and Osler is counsel for the Liquidator. By Dina Milivojevic

LoyaltyOne, Co. (dba AIR MILES®)

LoyaltyOne, Co. (dba AIR MILES®), a Toronto, Ontario-headquartered company which operates the AIR MILES® Reward Program with its non-applicant subsidiary Travel Services Co., obtained CCAA protection on March 10. In conjunction with the CCAA filing, the company's US parent, Loyalty Ventures, Inc. ("LVI") and certain affiliated entities have filed voluntary petitions for relief under Chapter 11 of the US Bankruptcy Code. The company operates in a competitive environment and is burdened by significant funded debt imposed on it by its former US parent company, Bread Financial Holdings, Inc. (“Bread”). In 2021, instead of investing in the business to adapt to emerging market trends, Bread undertook a spinoff transaction that moved its loyalty programs businesses, including AIR MILES®, to a newly-created public parent company, LVI. To effect the transaction, Bread required LVI to borrow, and the company and others to guarantee, US$675 million pursuant to a credit agreement with Bank of America N.A. as administrative agent on behalf of a group of lenders, and to transfer the proceeds to Bread. Bread also extracted US$100 million of cash from the balance sheets of the company and other LVI subsidiaries. In January 2023, LVI informed the company that it lacked sufficient funds to make payments under the credit agreement, and the company paid those amounts pursuant to its guarantee. LVI’s cash constraints created significant risks for the company, as it required significant support from LVI, including IT, legal, tax, HR, accounting and treasury services. Accordingly, on February 28, 2023, the company made an $18 million intercompany loan to LVI to permit it to pay fees, costs and expenses associated with developing a global transaction with the companies’ stakeholders. Extensive discussions have resulted in BMO agreeing to provide DIP financing and acting as stalking horse purchaser in the proposed SISP in the CCAA. Counsel/professional advisors are: Cassels is counsel for the company in the CCAA, while A&M and PJT Partners are restructuring and financial advisors to the company, respectively; KSV is the Monitor, represented by Goodmans; Akin Gump is counsel for LVI in the Chapter 11 proceedings; Torys and Sullivan & Cromwell are counsel for BMO as DIP lender and stalking horse purchaser, Bennett Jones and Gibson Dunn are counsel for an Ad Hoc Group of Term B Lenders, while Piper Sandler is their financial advisor; and BLG and Haynes and Boone are counsel for an Ad Hoc Group of Term A Lenders and Bank of America as administrative agent, while FTI Consulting is their financial advisor. By Dina Milivojevic

Magna Gold Corp

Magna Gold Corp., a reporting issuer headquartered in Toronto, Ontario which operates a Mexico-focused mineral resource company engaged in the acquisition, exploration, development and operation of mineral properties, filed a NOI on March 3. The company's indirect subsidiary - Molimentales del Noroeste S.A. de C.V. – also filed an application for restructuring and provisional creditor protection before the Second District Court for Insolvency Matters located in Mexico City, Mexico. Bennett Jones is counsel for the company. KSV is the Proposal Trustee, represented by Cassels. By Dina Milivojevic

11157353 Canada Corporation

11157353 Canada Corporation, the Canadian holding company of a group of cannabis companies that do business under the name “Materia” in Canada, Malta, Germany, and the United Kingdom, was placed in receivership on February 21, on application by Ela Capital Inc. In 2021, Ela Capital advanced loans to the company totalling approximately $2.8 million in principal. The company has failed to repay the loans on their maturity dates. In addition, it has defaulted on secured loans provided by Kanabo Group Plc. KSV was appointed Receiver. On the same date that the Receiver was appointed, the Court approved a sales process, a stalking horse APA and a KERP. Reconstruct is counsel to Ela Capital, Miller Thomson is counsel to the Receiver and Dentons is counsel to Reflourish Capital Limited, another secured creditor and the stalking horse bidder. By Dina Milivojevic

2549032 Ontario Inc.

2549032 Ontario Inc., a Brampton, Ontario-based company which operated as a Hand and Stone Massage and Facial Spa providing RMT massage and esthetics services, filed an assignment in bankruptcy on February 17. Due to the difficulty of finding and retaining experienced staff, increased wage demands and the strain of several mandated lockdowns due to the COVID-19 pandemic, the company found itself unable to rebuild and meet its liabilities as they became due. Liabilities are listed at approximately $456,000. BDO is the Bankruptcy Trustee. By Dina Milivojevic

Global HVAC & Automation Inc.

Global HVAC & Automation Inc., a Vaughan, Ontario-based company that installed HVAC, sprinkler and gas systems for residential, retail and office spaces, filed an assignment in bankruptcy on February 14, 2023, listing over $40 million in liabilities. Lack of liquidity made it difficult for the company to manage projects, sub-trades and a unionized labour force on a profitable basis. Grant Thornton is the Bankruptcy Trustee. By Dina Milivojevic

Arehada Mining Limited

Arehada Mining Limited, an Ontario-incorporated company which operated as a development-stage enterprise engaged in the exploration, development, extraction and refining of base metals in Inner Mongolia, China, entered liquidation on February 10. Following a series of transactions and investments, the company's shareholders resolved that, once the company received funds owing to it pursuant to the transactions, it would distribute the funds to minority shareholders, following which the company would proceed with dissolution. Although approved by the shareholders, the wind-up and dissolution proceedings cannot be completed by the company as it did not receive the final installments payable for the sale of an investment. In addition, the company has not been able to reach the company's former CEO or any other contacts in China with whom the company had historically communicated to receive an update on the balance of the funds owing. Albert Gelman is the Liquidator. WeirFoulds is counsel for the company. By Dina Milivojevic

SpaceRyde Inc.

SpaceRyde Inc., a Concord, Ontario-based company that was building a network of rockets to provide on-demand cargo transportation in space, filed an assignment in bankruptcy on February 10. According to the company’s website, its mission was to eliminate the bottleneck of space innovation through regular, convenient and affordable transportation from earth to the moon. The company lists approximately $10.8 million in liabilities, including over $7.1 million in grants of rights to future equity to various contingent creditors, as well as over $1 million in unsecured debt to Avocado Tree and over $2.2 million in unsecured debt to Piret (GTA North) Holdings. Deloitte is the Bankruptcy Trustee. By Dina Milivojevic

BBB Canada Ltd.

BBB Canada Ltd., a Toronto, Ontario-based retailer that sells a wide assortment of merchandise in the home, baby, beauty and wellness markets, obtained CCAA protection on February 10. A stay of proceedings was also ordered in favour of Bed Bath & Beyond Canada L.P., of which the company is the general partner and 99% unitholder, as well as the company's US parent, Bed Bath & Beyond Inc. ("BBBI"). The Bed Bath & Beyond group has suffered significant net losses since 2018, which were compounded by the COVID-19 pandemic and the broader economic downturn. Bed Bath & Beyond's situation significantly worsened throughout 2022, with declining year-over-year sales in both the US and Canada, multiple credit rating downgrades, cash flow constraints, and significant inventory reductions. In June 2022, the group's new management embarked on an aggressive campaign to preserve cash, reduce costs and strengthen the balance sheet. By August 2022, Bed Bath & Beyond believed it was well-positioned for success. However, the sudden passing of BBBI's CFO left the group with a significant leadership gap at a critical juncture in its restructuring efforts. A marketing process conducted by Lazard failed to identify a going concern solution for Canada. BBBI raised about $225 million in an equity offering and may get another $800 million over the next 10 months, which will provide it with additional time to continue its turnaround efforts for the US outside of a bankruptcy filing. However, even with the offering, the group has concluded that there is not enough capital available to restructure both its business in the US and Canada. A&M was appointed Monitor. Osler is counsel for the company, Bennett Jones is counsel for the Monitor, McMillan is counsel for Sixth Street Specialty Lending, and Norton Rose Fulbright is counsel for JPMorgan Chase Bank. By Dina Milivojevic

Kivuto Solutions Inc.

Kivuto Solutions Inc., an Ottawa, Ontario-based company in the business of providing software management and distribution services with a customer base focus on academic institutions, was placed in receivership on February 7, on application by TD Bank, owed approximately USD$15 million. The company defaulted on its obligations under its credit facilities and security arrangements with TD Bank. It operated at a loss while conducting a SISP for 7 months, but was unable to secure a buyer outside of an insolvency proceeding. On the same day as the receivership order was made, a quick flip sale to Valsoft Corporation Inc. and Aspire Ontario Inc. was approved. BDO was appointed Receiver. Fogler Rubinoff is counsel for TD Bank, Fasken is counsel for the company, Chaitons is counsel for BDC, and Blakes is counsel for the purchasers By Dina Milivojevic

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