TORONTO, March 6, 2014 /CNW/ - GrowthWorks Canadian Fund Ltd. (the "Fund"), which previously announced that it obtained orders of the Ontario Superior Court of Justice (the "Court") granting it creditor protection pursuant to the Companies' Creditors Arrangement Act (Canada) ("CCAA") until and including March 7, 2014, today announced that it has obtained an order of the Court (the "Stay Extension Order") to further extend the "Stay Period" until and including April 10, 2014. The Stay Extension Order continues and extends the stay of proceedings, which has stayed certain creditor claims and the exercise of contractual rights against the Fund.
The Fund has completed its sale and investor solicitation process (the "SISP"). During Phase 1 of the SISP, the Fund solicited non-binding letters of intent from parties interested in purchasing or investing in the Fund's business and property. Six interested parties qualified to participate in Phase 2 of the SISP. During Phase 2 of the SISP, additional information relating to the Fund's portfolio of investments was provided to the participating bidders. Two proposals were submitted by the Phase 2 bid deadline, neither of which constituted a "Qualifying Bid" (as defined in the SISP) since, among other reasons, neither included a purchase price or funds to be invested in an amount sufficient to satisfy in full in cash the Fund's payment obligations to Roseway Capital S.a.r.l. ("Roseway") under the Participation Agreement between the Fund and Roseway dated May 28, 2010, as amended. No offer to complete a merger transaction was received. Following discussions between the Fund, its advisors, FTI Consulting Canada Inc. in its capacity as Court-appointed monitor (the "Monitor") and Roseway and its advisors, neither proposal was accepted.
Together with the assistance of the Monitor, the Fund and its advisors are currently in discussions with Roseway and its advisors to formulate an appropriate asset management and realization plan, with a view to maximizing the return on the Fund's portfolio investments for the benefit of its stakeholders.
The Fund is also 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") or an annual information form by November 29, 2013, the deadline prescribed by applicable 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 Court pursuant to the Fund's 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 the Fund is unable to reach agreement with Roseway upon an asset management and realization plan on terms that are acceptable to the Fund and, as a result, Roseway seeks to pursue remedies against the Fund, including the appointment of a receiver for the Fund's assets and a winding up of the Fund; the risk that any disposition of the Fund's assets may not 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.
Email: [email protected]