Ontario · CCAA

The purpose of this Fifty-First Report of the Monitor (the “Fifty-First Report”) is to provide information to the Court on the following: (a) an update on the activities of the Monitor, including in respect of its role as court-appointed Interim Land Restructuring Officer of the Land Vehicle (as defined herein) (the “LRO”); (b) the motion being brought by the Monitor, in consultation with counsel to each of the Land Vehicle’s Stakeholders (as defined below) for an Order (the “Residual Farm Land Transaction Authorization Order”) substantially in the form attached at Tab “3” to the Monitor’s Motion Record, for a motion to be held on March 4, 2021, inter alia: i. confirming the authority of, and directing the Monitor, in its capacity as LRO, to execute and deliver, for and on behalf of Lake Erie Nominee (as defined later herein), the Agreement of Purchase and Sale (as such agreement has been or may be amended and extended from time to time, the “Sale Agreement”) between the Lake Erie Nominee and DGAP Investments Ltd. (“DGAP” or the “Purchaser”), for the sale of various parcels totaling approximately 4,100 acres of land in Haldimand, Ontario, which are currently being used as farm land (the “Residual Farm Land Transaction”) and any related documents or instruments contemplated thereby or in connection therewith (collectively with the Sale Agreement, the “Residual Farm Land Transaction Documents”) and to perform its obligations thereunder; ii. ordering that, effective upon the conveyance to the Purchaser or its nominee, as applicable, of the real property being sold pursuant the Residual Farm Land Transaction Documents, the LRO’s Charge (as defined in and created under Section 18 of the Interim Land Governance Order (defined below)) will be automatically released and discharged as against the Property (as defined in the Sale Agreement); iii. approving the Land Vehicle’s actual receipts and disbursements to December 31, 2020 and the amended short term cash flow budget through December 31, 2021, attached as Appendix “A” to this Fifty-First Report, including the request, contained in the motion described below, to obtain authorization for the Land Vehicle and the LRO on behalf of the Land Vehicle to make any expenditures consistent with the amended short term cash flow budget (the “Land Vehicle Budget”) through December 31, 2021; iv. ordering and directing that an aggregate amount of $1,000,000 from the proceeds of the Residual Farm Land Transaction shall be added to the reserve (the “Land Vehicle Cost Reserve”) established, held and maintained by the LRO pursuant to paragraph 11 of the Burlington Street, Ponderosa and 242 Queen Street Authorization Order (defined below), as security for future costs and expenses of the Land Vehicle as set out in the Land Vehicle Budget; v. ordering that, subject to the LRO retaining the Land Vehicle Cost Reserve, the LRO shall be authorized and directed to pay the net proceeds (after deduction of any expenses, taxes and fees, as applicable) from the Residual Farm Land Transaction to Morneau Shepell Ltd., in its capacity as Administrator (as defined below) toward funding the five main registered pension plans (the “Stelco Plans”) through the Pension Deficit Funding Trust to be disbursed in accordance with the Pension Deficit Funding Trust Agreement; vi. ordering that the Confidential Appendix (defined below) shall be kept confidential and remain under seal until further order of this Court; and vii. approving this Fifty-First Report, and the Monitor and the activities of the Monitor, including in its capacity as LRO

Court officer report · 25 February 2021