Ontario · CCAA
Application record
Application / notice of application · 29 July 2024
AI summary
A plain-English summary drawn only from this filing: what it is, why it matters, and the parties, amounts and dates it turns on.
What we verified from this filing4 verified
- secured creditorsnote: Listed in the Service List under 'Parties with Security Interests Registered at the PPSA'; no claim amount, instrument, or debtor entity specified in the pages reviewed. · page: 4 · creditor: Bank of Montreal · security: Registered security interest at the PPSA (blanket registrant); nature and amount of security not described in the pages reviewed
- financial positionnote: Affidavit states that as at March 31, 2024, 'the assets of the Applicants had a net deficit of approximately $5,467,000 and the liabilities of the Applicants had an unaudited book value of approximately $80,910,000.' It also notes VBI's Q1 2024 Quarterly Report (as of March 31, 2024) reported an accumulated deficit of $600,345,000 and cash of $12,595,000. · page: 16 · as at: 2024-03-31 · basis: unaudited book value · scope: consolidated - the Applicants (VBI Vaccines Inc. and its subsidiaries) · currency: USD · total liabilities: 80910000
- secured creditorsnote: Subordinate to K2HV (VBI Group's first-ranking secured creditor) pursuant to a Subordination Agreement between Brii Bio and K2HV. No fixed monetary balance is stated; the security secures performance of contractual obligations rather than a stated debt amount. Listed as a registered PPSA secured party. Also described (with K2HV) as one of the Applicants' 'primary secured creditors' as at the date of the affidavit. · page: 61 · as of: 2023-07-05 · debtor: VBI Vaccines Inc., Variation Biotechnologies Inc. (VBI Cda), and SciVac Ltd. · creditor: Brii Biosciences Limited (Brii Bio) · currency: USD · security: Security interest, granted pursuant to a Letter Agreement dated July 5, 2023, in all right, title and interest in intellectual property, know-how and licenses related to PreHevbri and VBI-2601, and all proceeds thereof, securing performance of obligations under the Brii Collaboration Agreements, the Supply Agreement, and the K2HV Loan Agreement
- secured creditorsnote: Principal amount of term loan was $50,000,000; $55,699,000 including exit fees, as of December 31, 2023 (per VBI's FY2023 Form 10-K). Described in the affidavit as one of the Applicants' 'primary secured creditors' and as VBI Group's 'first-ranking secured creditor'; also acting as DIP Lender in these CCAA proceedings (separate post-filing DIP charge not included here). Forbearance agreement in place (Nov 13, 2023; extended via Fourth Amendment) due to covenant non-compliance (minimum net revenue covenant), resulting in reclassification of the loan as a current liability. · page: 138 · as of: 2023-12-31 · amount: 55699000 · debtor: VBI Vaccines Inc. and Variation Biotechnologies Inc. (VBI Cda), as borrowers under the Loan and Guaranty Agreement dated May 22, 2020 (as amended), guaranteed by other VBI Group entities · creditor: K2 HealthVentures LLC (as Collateral Agent and Lender) and Ankura Trust Company, LLC (as Collateral Trustee) · currency: USD · security: Loan and Guaranty Agreement dated May 22, 2020, as amended (First–Fourth Amendments); security interest in substantially all assets (First/Second Amendment) and in all intellectual property (Third Amendment); covenant (Fourth Amendment) to maintain minimum cash in collateral accounts