Thentia Group transitions from receivership to CCAA with cross-border sale strategy

The Ontario Superior Court of Justice has converted the court-supervised restructuring of Thentia Global Systems Inc. and its affiliates from a secured lender-driven receivership into Companies’ Creditors Arrangement Act proceedings. The order, effective February 9, 2026, follows the earlier November 21, 2025 appointment of a receiver at the request of senior secured lender Espresso Venture Debt LP.

Thentia Global Systems Inc. is a CBCA corporation providing cloud-based software to regulatory bodies to automate licensing and administrative processes. Its principal operating subsidiaries are Thentia Canada Inc. and Thentia USA Inc. Thentia Canada holds 25 customer contracts and generates over $1 million in annual recurring revenue. Thentia USA holds 83 customer contracts and has approximately $4.5 million in annual recurring revenue. Together, the operating entities administer payroll for 31 employees.

As at October 14, 2025, Thentia was indebted to Espresso in the amount of $20,776,441.47, including interest and fees, under two secured credit facilities. The loans matured October 31, 2025 and were not repaid. Espresso had entered into a Forbearance Agreement on July 18, 2024, amended 14 times, most recently on September 30, 2025, extending maturity to October 31, 2025. The borrower breached the forbearance terms, including failure to make payroll on October 15 and the furloughing of most employees, events that constituted a material adverse change.

Espresso Capital Ltd., as agent for Espresso Venture Debt LP, first sought receivership relief on November 4, 2025 after Thentia failed to repay loans that matured October 31, 2025. Grant Thornton was appointed receiver on November 21, 2025.

At a combined hearing on February 9, 2026, Justice Cavanagh granted relief amending and restating the Receivership Order to include Thentia’s Canadian, US, UK, Irish, and related subsidiaries as respondents and authorized the Receiver to seek CCAA protection.

The Court then granted an Initial Order under the CCAA, appointing Grant Thornton as Monitor with enhanced powers. The Monitor was also authorized to act as foreign representative in contemplated Chapter 15 proceedings in the United States.

The purpose of the CCAA conversion is to obtain a broader stay and facilitate a sales and investment solicitation process with cross-border recognition enhancing marketability given US operations. Espresso is providing a DIP loan.

Grant Thornton is the Monitor in the CCAA proceedings and foreign representative for Chapter 15 purposes. Brian Utley was appointed Chief Management Officer. Counsel includes Cozen O’Connor for Espresso, Miller Thomson for Grant Thornton, Cassels Brock for First Ascent Ventures, and Gardiner Roberts for TTA Investments.