Ontario · Receivership (court-appointed)
Second Report of the Receiver dated October 5, 2023
Court officer report · 5 October 2023
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 filing8 verified
- unsecured creditorsnote: Document reports only an aggregate accounts payable figure as of January 31, 2023; no individual unsecured creditors are named. Same figure reported in both the First Report (April 3, 2023) and Second Report (October 5, 2023). · page: 7 · as of: 2023-01-31 · basis: Based on the Company's books and records (accounts payable) · amount: 320000 · debtor: 11157353 Canada Corporation · creditor: Unsecured creditors (aggregate as reported) · currency: CAD
- secured creditorsnote: Related party: Mr. Sappani is Ela's sole director and officer and also a director of the Company. Amount is approximate; interest and costs continue to accrue (per First Report). Same figure repeated unchanged in Second Report dated October 5, 2023. Priority dispute with Kanabo over their respective security resolved September 13, 2023 via agreement to split Available Proceeds 50/50 up to €200,000 (approx. C$284,000), with division of any excess reserved. · page: 37 · as of: First Report date (April 3, 2023) · amount: 3251214 · debtor: 11157353 Canada Corporation · creditor: Ela Capital Inc. · currency: CAD · security: General security agreement and other Security Documents over substantially all of the Company's Property
- secured creditorsnote: Stated as principal amount owing; interest and costs continue to accrue (per First Report). Priority dispute with Ela over security resolved September 13, 2023 via agreement to split Available Proceeds 50/50 up to €200,000 (approx. C$284,000), with division of any excess reserved. · page: 38 · as of: First Report date (April 3, 2023) · amount: 1000000 · debtor: 11157353 Canada Corporation · creditor: Kanabo Group Plc. · currency: CAD · security: General security agreement and other Security Documents over substantially all of the Company's Property
- secured creditorsnote: Loans (Loan Agreement dated November 21, 2022 and Promissory Note dated December 9, 2022, as amended) were originally made by Alastair Crawford, a principal of ReFlourish (the Germany Purchaser and stalking horse bidder); assigned by Crawford to ReFlourish on February 14, 2023 – related-party origin. Amount is inclusive of principal and interest as of January 30, 2023 ("Materia Debt"). Security is limited to the Materia Germany Shares, distinct from the general all-property security held by Ela and Kanabo. · page: 52 · as of: 2023-01-30 · amount: 309089 · debtor: 11157353 Canada Corporation · creditor: Germany Purchaser (ReFlourish Capital Ltd., as assignee of Alastair Crawford) · currency: EUR · security: Share pledge agreement governed by German law over the Materia Germany Shares ("German Security")
- closing confirmedscope: the Transactions approved through the Germany AVO and the Malta AVO · outcome: completed · effective: 2023-04-18 · date basis: stated · approval order date: 2023-04-12
- purchaserprice: note: bid was entirely non-cash and low value · basis: nominal · sealed: false · scope: the UK Shares · status: not_completed · name note: bidder for the UK Shares, unnamed; bid insufficient to form basis of a transaction · structure: shares · name source: recital · relationship: unstated; Reflourish Capital Limited; JMCC (CANADA) CORP.
- sale outcometext: Sale Process resulted in bids and transactions for the Germany Shares and the Malta Shares; UK Shares bid insufficient · scope: whole_business · status: closed
- stalking horseReflourish Capital Limited