Xplore Inc. et al.

sources · Fifth Report of Monitor dated August 21, 2026, Second Report of the Monitor dated June 19, 2026, +6

The buyer is 1001632600 Ontario Inc. ("100 Ontario") — an entity controlled by the Applicants' own Principals — and the original sale was objected to by BDC Capital Inc., but the re-run process ended with no one opposing.

• Per the Monitor's Fifth Report (Aug 21, 2026), 100 Ontario is "an entity controlled by the Principals" of the Applicants, making it a related-party purchase 1. The Monitor's Second Report likewise notes the Purchaser was formed by the Principals and is related to the Company 2.

The objection history:

• BDC Capital Inc., the subordinate secured creditor, opposed the Initial Sale Transaction at the June 22, 2026 hearing, arguing the business should go through a further court-supervised sale process before approval of a non-arm's-length deal 1. Justice Myers declined to approve it on June 24, 2026, criticizing the "quick flip" and the fact BDC was given only a couple of hours' notice and no chance to participate 31.

sources · Endorsement of Justice Myers dated June 24, 2026, Endorsement of Justice Myers dated July 10, 2026

Justice Myers dismissed the sale-approval motion on June 24, 2026 because the debtor failed its burden under the CCAA's related-party sale provisions — the process behind the deal wasn't fair, and the deal wasn't shown to be the best available. Per the Endorsement of Justice Myers, June 24, 2026 1, the core grounds were:

A flawed process (s. 36(1) of the CCAA)

• The deal was a "quick flip" prepack to a new company owned by the debtor's own principals — a non-arm's-length sale requiring special scrutiny, with little process or time to test its propriety 1.

sources · Approval and Vesting Order (in French only), Application for the Issuance of an Approval and Vesting Order, for Approval of an Interim Distribution and for a Claims Process Order, +5

The buyer — Westmont International Development Inc. — was chosen through a court-supervised sale and investment solicitation process (SISP) run by the Receiver, PricewaterhouseCoopers Inc., with Colliers as SISP Agent, under the order of February 25, 2026 3. The winning bid wasn't simply the highest cash offer; the Receiver picked it as the most favourable deal in the circumstances 2.

The process. The marketing campaign solicited over 3,300 prospects, netting 118 executed NDAs and 98 parties qualified for the data room, and unfolded in phases 2:

• Phase 1: 33 non-binding Letters of Intent received
• Phase 2: 19 bidders qualified (including repeat site tours — 14 tours completed), yielding 11 Binding Offers
• Phase 3: 5 Binding Offers received

Why Westmont's bid won. Per the Receiver's July 24, 2026 Application, the successful bid's headline consideration was not the highest received in Phase 3, but was materially improved versus earlier phases and the most favourable in the circumstances 2. Key factors:

sources · Second Report of the Receiver, Application for the Issuance of an Approval and Vesting Order, for Approval of an Interim Distribution and for a Claims Process Order, +1

Because the higher bid wasn't actually worth more to them — it came packaged with a risk that would land squarely on the unsecured creditors' recoveries.

The catch in the higher bid. One competing Phase 2 Qualified Bidder submitted a Phase 3 Binding Offer with a higher stated cash purchase price, but on the express condition that the Receiver disclaim or terminate the HMA — the hotel management agreement dated September 29, 2006 with Accor Management Canada Inc. (formerly Fairmont Hotels Inc.) 1. The Receiver judged there was a "high likelihood of a contestation by Fairmont and its potential assertion of a significant unsecured damages claim against the estate" 1. Critically, any such claim "would rank alongside the other unsecured claims and would therefore dilute the recovery otherwise available to the Debtors' unsecured creditors and could reduce or eliminate the economic benefit of the higher headline purchase price" 1. In other words, the extra cash would be partially or wholly eaten by a new claim standing in the same line as theirs.

sources · Creditor's Package, Trustee's Report to Creditors

The spiciest thread in this file: a creditor froze the company's bank accounts with a court injunction — and the company signed its assignment into bankruptcy the very same day.

The cash fight. Modern Commercial Rentals Ltd. got an interlocutory injunction under a Court Order dated March 23, 2026, freezing Vanwart Management Ltd.'s bank accounts. That's the same day the company signed its assignment for the general benefit of creditors (March 23, 2026), with the bankruptcy taking effect March 25, 2026 12. Modern Commercial Rentals then took the position that the accounts are property held in trust — meaning they wouldn't even belong to the bankrupt estate. The Trustee attended a hearing on April 7, 2026, and the Order is in process of being amended to let the funds move to the Trustee, but whether a "true trust" exists is still under review 2. Since cash is essentially the whole estate, this dispute is over the estate's most valuable asset.

sources · Trustee's Report to Creditors, Creditor's Package

Short answer: nobody knows yet — that's the live issue in this estate. As of the newest filing (the Trustee's Report to Creditors, April 9, 2026), no determination has been made. Modern Commercial Rentals Ltd. takes the position that the RBC bank accounts are property held in trust and therefore not property of the bankrupt estate; the Trustee, for its part, is reviewing the Company's books and records to determine whether a "true trust" actually exists 1.

sources · Endorsement – dated 2026-02-27, Second Supplement to the Third Report - The Monitor - 11-JUN-2026, +7

The short version: XTM ran a tips-and-gratuities payments platform (the EveryDay Program) and came up short on money it held for merchants and their workers — a problem the filings call "the Shortfall." That triggered Bank of Canada intervention, froze its banking, and exposed a business that had never once been profitable. The combination pushed it into CCAA.

The Shortfall. XTM had been reporting the Shortfall in its financial reporting since 2023, and its growing size — and inability to fix it — drove the company's initial liquidity challenges 3. One affected merchant, The Barley Merchant, describes depositing employee gratuities on the platform believing those funds "would remain available for that purpose and would not be used for XTM's operational purposes," then spending weeks trying to recover the money through emails, support tickets, reconciliation requests and formal notices of breach, before working with RBC on reversals 2. Notably, none of these passages quantify the Shortfall itself.

sources · Ari_Restaurant_Responding_Factum_June19_2026, Endorsement – dated 2026-02-27, +7

Short answer: these filings don't promise it outright — no passage states that merchants and their staff will be made whole, or what portion of the missing money will come back. What the record does show is a structure built to push money back toward merchants, some actual recoveries, and one big obstacle: the roughly $18.75 million hole.

The framework for getting money back

• The CCAA filing itself was negotiated with the Bank of Canada to stabilize the business, establish safeguards for Merchant/End User funds going forward, and run a SISP to "maximize the value for stakeholders, including the Merchants that suffered losses as a result of the Shortfall" (Monitor's First Report, March 6, 2026) 3.