TORONTO, Dec. 20, 2013 /CNW/ - GrowthWorks Canadian Fund Ltd. (the "Fund") today announced that a special committee of its board of directors
(the "Special Committee") has authorized commencement of Phase II of the Sale and Investor
Solicitation Process ("SISP") to be undertaken pursuant to the proceedings commenced by the Fund
under the Companies' Creditors Arrangement Act (Canada) (the "CCAA Proceedings").
During Phase I of the SISP, the Fund's financial advisor, CCC Investment
Banking ("CCC"), solicited and received non-binding letters of intent ("LOIs") from several interested parties to acquire or to invest in the Fund.
In consultation with the Fund and CCC, FTI Consulting Canada Inc. (the
"Monitor"), in its capacity as the court-appointed monitor of the Fund in the
CCAA Proceedings, determined that multiple LOIs were qualified for
inclusion in Phase II. As a result, CCC recommended and the Monitor
consented to the Special Committee authorizing the commencement of
Phase II of the SISP.
The Fund, with the assistance of CCC, will now make additional
information available to parties invited to Phase II and will then seek
submission of binding proposals regarding a transaction with the Fund.
Phase II is expected to require a period of several weeks to complete
and there can be no assurance that any transaction may occur.
"We are pleased with the level of interest that surfaced in Phase I,"
said C. Ian Ross, Chairman and Interim CEO of the Fund. "We are
optimistic about Phase II of the process and we will continue to work
with these parties with a view to concluding a transaction for the
benefit of all of the Fund's stakeholders."
The Fund is providing a default status report in accordance with the
alternative information guidelines set out in National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults ("NP 12-203"). On December 3, 2013, the Fund announced (the "Default Announcement") that it did not file its audited annual financial statements and
related management report of fund performance for the year ended August
31, 2013 under National Instrument 81-106 Investment Fund Continuous Disclosure (collectively, the "Financial Documents") by November 29, 2013, the deadline prescribed by securities
legislation. There have been no material changes to the information
contained in the Default Announcement or any other changes required to
be disclosed under NP 12-203. The Fund still intends to file the
Financial Documents and other applicable continuous disclosure
documents as soon as is commercially reasonable, or as required by the
Ontario Superior Court of Justice pursuant to the CCAA Proceedings.
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 a 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; the risk that litigation or
defence proceedings involving claims by the former manager of the Fund
or other third parties against the Fund may involve substantial expense
and, if successful, could require the Fund to pay substantial damages;
and 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.