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Tag: Pride Group

  • CCAA Court Approves Sale of Pride Group Logistics

    CCAA Court Approves Sale of Pride Group Logistics

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    Pride Group Logistics Ltd. (“Pride Group Logistics”) today provided an update on its proceedings under the Companies’ Creditors Arrangement Act (the “CCAA”). Pride Group Logistics is pleased to announce that the Ontario Superior Court of Justice (Commercial List) (“CCAA Court”) has approved a transaction pursuant to which 1000927605 Ontario Inc. (the “Purchaser”), a special purpose entity supported by the founders of Pride Group Logistics, will acquire substantially all of the assets of Pride Group Logistics necessary to continue operating the business as a going concern (the “Transaction”) to continue to serve Pride Group Logistics customers and maintain the jobs of its over 500 employees and contractors.

    On May 15, 2024, the CCAA Court granted an order (the “SISP Order”) authorizing Pride Group Logistics to conduct, under the oversight of Ernst & Young Inc., in its capacity as court-appointed monitor (the “Monitor”), a sale and investment solicitation process (the “SISP”) for Pride Group Logistics business and assets. Pursuant to the SISP, the Purchaser’s proposal was identified as the Successful Bid (as defined in the SISP).

    The Transaction will be completed pursuant to a purchase agreement (the “Purchase Agreement”) dated Sept. 22, 2024, among the Purchaser, Pride Group Logistics and certain of its affiliates as vendors. 

    Pursuant to the Purchase Agreement, the Purchaser will:

    • acquire substantially all of the assets of Pride Group Logistics’ business, including but not limited to the fleet of Pride Group Logistics vehicles, related equipment and inventory, all intangible assets, accounts receivable, cash, cash equivalents and prepaid expenses;
    • assume Pride Group Logistics licenses and operating permits, subject to regulatory approval;
    • acquire all intellectual property and goodwill of Pride Group Logistics, including ownership of all related names and trademarks;
    • assume contracts of Pride Group Logistics and its affiliates critical to the business; 
    • acquire ownership of Pride Global Insurance Company Ltd.; and
    • retain an option to acquire certain leasehold real property ancillary to the business or leases in respect thereof, subject to certain conditions.

    The CCAA Court has approved the Successful Bid and granted authority to the Monitor to consummate the Transaction contemplated therein pursuant to the terms of an approval and vesting order (“AVO”) to be issued by the CCAA Court in respect of the Transaction. Amongst other things, the Transaction will enable a continuity of operations of Pride Group Logistics, a critically important fulfilment business in Canada, for the benefit of its customers, suppliers, service providers, stakeholders and, most critically, its over 500 employees and contractors whose jobs will be preserved.

    The closing of the Transaction is subject to issuance of the AVO and, if needed, an order assigning the critical required contracts to the Purchaser, as well as customary closing conditions and an order of the U.S. Bankruptcy Court recognizing the approval of the Transaction. The Transaction is expected to close on or about Oct. 16, 2024.

    Source: Pride Group Logistics

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  • Pride Group Restructuring Update

    Pride Group Restructuring Update

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    Pride Group Holdings Inc. and related companies (collectively, the “Pride Group”) had sought and obtained creditor protection under the Companies’ Creditors Arrangement Act (the “CCAA”) on 27th March 2024, pursuant to an order of the Ontario Superior Court of Justice (Commercial List), as subsequently recognized and enforced in the U.S. Ernst & Young Inc. was appointed as the Court-appointed Monitor of the Pride Group (in such capacity, the “Monitor”). 

    At this time, the Pride Group has sufficient liquidity to continue to operate and it is business as usual. There have been important recent developments in the CCAA proceedings, some which have not been accurately reported on by the media. We wanted to provide you with important context and background in respect of these developments.

    As it concerns Pride Group Logistics (“PGL”) and its business, the Court has not made any determination at this time. The Pride Group continues to seek a going-concern sale of the PGL business, which is in the best interest of PGL’s employees, contractors and business partners. The Monitor’s Reports to the Court, all of which are publicly available online, report in detail on the ongoing Court-supervised PGL sale process, including the bid submitted by a proposed purchaser that is controlled by members of the Johal family. For clarity, as at the date of this letter, PGL is not being wound down. As it stands currently, the Monitor is recommending the continuing pursuit of a going-concern sale transaction supported by the Johal family. That sale, if approved by the Court, would allow PGL to continue as a going-concern for the benefit of its customers, employees and the communities that it serves. Further, Randall Benson, Chief Restructuring Officer (the “CRO”) of the Pride Group, is recommending the Johal family bid as the preferred option.

    The Court will hear and make a decision at a future date with respect to any proposed sale of PGL’s business. In the meantime, until the Court makes its decision, it is business as usual for PGL’s employees, contractors and business partners. 

    As it concerns the Pride Group’s and Tpine’s leasing business lines, it is business as usual for Tpine’s employees, contractors, lessees and business partners — lease amounts are being collected and are expected to be paid in accordance with the Court Orders granted in these proceedings.

    As it concerns Tpine Financial’s factoring business, the Court recently approved the sale of Tpine’s factoring business as a going-concern sale. More information will be forthcoming on the mechanics of the purchase and transfer of the factoring business, however, customers of the factoring business are expected to continue to be customers of the business after it is sold.

    Finally, as it concerns truck inventory and sales, the Pride Group has determined that a going-concern transaction is no longer feasible due to the overall state of the trucking and logistics market. The Pride Group (excluding Pride Group Logistics) is considering its options, including an orderly disposition of its trucks and trailer assets and, where appropriate, turning over assets to financiers on agreed-upon terms and winding down business lines in an orderly fashion, which minimizes impact on affected stakeholders. Should a restructuring option develop involving a standalone truck dealership business, it will be presented to the creditors and the Court for consideration. More information on these decisions will be forthcoming.

    The Pride Group’s interim financing (the “DIP Facility”) matured on July 31, 2024. On Friday, the Court approved the Pride Group’s ability to fund its ongoing operations with its available liquidity, which will fund the next steps in these overall proceedings until further Court Order. The Pride Group is pursuing funding options to ensure it continues to have sufficient liquidity to pursue an orderly disposition of assets and has identified a prospective lender that is prepared to provide such interim financing, which will be subject to Court approval.

    The CRO of the Pride Group confirms that the number one priority of the Pride Group is to pursue an orderly outcome that provides the best possible recovery and minimizes the impact of the Pride Group’s restructuring on affected stakeholders.

    Source: Pride Group

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