TORONTO, Nov. 20, 2013 /CNW/ - GrowthWorks Canadian Fund Ltd. (the "Fund") today announced that the Fund has obtained an order (the "Order") of the Superior Court of Justice under the Companies' Creditors Arrangement Act (the "CCAA") authorizing the initiation of a sale and investor solicitation
process (the "SISP") with respect to the Fund. CCC Investment Banking, the financial
advisor to the Fund, has commenced contacting prospective strategic and
financial partners interested in participating in the SISP. A notice
(the "Notice") will be published in The Globe & Mail and the Wall Street Journal
seeking expressions of interest in connection with a potential merger
or other sale of all property, assets and businesses of the Fund, or an
equity or debt investment in, and recapitalization of, the Fund. The
Notice was issued pursuant to the terms of the Order.
The full text of the Notice is set out below.
NOTICE REGARDING SALES AND SOLICITATION PROCESS OF GROWTHWORKS CANADIAN
On October 1, 2013, GROWTHWORKS CANADIAN FUND LTD. (the "Fund") obtained an initial order under the Companies' Creditors
Arrangement Act (Canada) (the "CCAA") from the Ontario Superior Court
of Justice (Commercial List) (the "Court") in Toronto under Court File
Number CV-13-10279-00CL. FTI Consulting Canada Inc. has been appointed by the Court as CCAA
monitor (the "Monitor") in those proceedings.
PLEASE TAKE NOTICE THAT, pursuant to a Court order issued on November 18, 2013 (the "SISP
Order"), the Fund obtained Court approval to conduct a sale and
investor solicitation process (the "SISP") to seek parties interested
in purchasing the assets, undertakings and property of the Fund (a
"Sale Proposal") and/or parties interested in investing in or
refinancing the business of the Fund (an "Investment Proposal").
Pursuant to the SISP, CCC Investment Banking ("CCC") is soliciting Sale Proposals and
Investment Proposals from prospective strategic and financial parties and seeks to implement one or a combination of such proposals in respect
of the property and the business of the Fund.
The Fund is a labour sponsored venture capital fund that currently has a
mature and diversified portfolio consisting primarily of Venture
investments made in small and medium size Canadian businesses in both
Canada and the USA. The Fund was formed in 1988 with the investment
objective of achieving long term appreciation for its Class A
shareholders, who are principally retail investors.
Parties interested in this opportunity can obtain additional information
regarding the SISP by contacting CCC at:
CCC Investment Banking
150 King Street West, Suite 2020
Toronto, Ontario M5H 1J9
Attn: Bill Rogers
A copy of the Initial Order, SISP, SISP Order and other public
information concerning these CCAA proceedings can be found on the
Monitor's Website at http://cfcanada.fticonsulting.com/gcfl, or may be obtained by contacting the Monitor at: firstname.lastname@example.org
The timing and procedures governing the sale and investor solicitation
process, the terms of participation by prospective purchasers or
prospective strategic or financial investors, and the criteria for the
submission, evaluation and selection of bids are set out in the SISP
attached to the Order. As previously disclosed, on October 1, 2013 the
Fund commenced proceedings in the Ontario Superior Court of Justice
under the CCAA. FTI Consulting Canada Ltd., the Court-appointed
monitor in the CCAA proceedings, will supervise the SISP in accordance
with the terms of the Order.
For further information, please refer to the monitor's website at http://cfcanada.fticonsulting.com/gcfl.
There can be no assurance that the SISP will lead to a transaction, or
as to the terms of any such transaction.
The Fund also announced that, as a result of the termination of the
management agreement between the Fund and its former manager, it does
not intend to calculate and publish the net asset value of the Fund
(the "Specified Requirement") for the duration of the CCAA proceedings. The Fund intends to
satisfy the provisions of the alternative information guidelines set
out in National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults so long as it remains in default of the Specified Requirement. The Fund
also intends to file with the applicable securities regulatory
authorities throughout the period in which it is in default of the
Specified Requirement, the same information it provides to its
creditors when the information is provided to its creditors (other than
confidential material if disclosure of that information would be unduly
detrimental to the interests of the Fund) and in the same manner as it
would file a material change report under Part 7 of National Instrument
51-102 Continuous Disclosure Requirements.
This press release contains forward looking statements, including
statements with respect to the CCAA proceedings. These forward-looking
statements reflect the Fund's current views and are based on certain
assumptions, including assumptions as to future operating conditions
and courses of action, sale or refinancing alternatives, economic
conditions and other factors the Fund believes are appropriate. Such
forward looking statements are subject to risks and uncertainties that
may cause actual results to differ materially from those contained in
these statements, including the risk that disposition of the Fund's
portfolio investments or refinancing or other strategic alternatives
may not be available on terms acceptable to the Fund, or at all, or
that any such disposition or other strategic alternative would yield
proceeds sufficient to satisfy in full the Fund's payment obligations
to Roseway Capital S.a.r.l., the Fund's other creditors or any
distribution to the Fund's shareholders, as well as those risks and
uncertainties disclosed in the Fund's most recently filed prospectus
and other regulatory filings posted on SEDAR at www.sedar.com. These
risks and uncertainties may cause actual results, events or
developments to be materially different from those expressed or implied
by such forward-looking statements. Unless required by law, the Fund
does not assume any obligation to update any forward-looking
statements, whether as a result of new information, future events or
results or other factors.
SOURCE: GrowthWorks Canadian Fund Ltd.
For further information:
FTI Consulting Canada Inc. Court Appointed Monitor of GrowthWorks Canadian Fund Ltd.