Lithion: sold in three lots, and a D&O release the landlord contested

Black mass, in the words of KPMG's pre-filing report, is "a toxic black powder created during the recycling of lithium-ion batteries," a mixture of cathode and anode material carrying cobalt, nickel, lithium and graphite that can be recovered for new batteries, per the Pre-Filing Report to the Court, Oct. 27, 2025, paras. 27–28. Lithion made it in Saint-Bruno-de-Montarville as the first step toward "a circular supply chain for battery materials." By the debtors' account, over $100 million had been invested, the Saint-Bruno plant alone cost approximately $40 million, its construction was finished in June 2024, and black mass extraction began "as recently as November 2024," per the Initial Application, Oct. 27, 2025, paras. 11–12, 14–15.

Lithion lost $27,591,083 in the year ended March 31, 2024, against $10,230,667 the year before, and $7,990,506 more in the five months to August 31, 2025. The application blames a second equity round it could not raise, a general deceleration of the lithium-ion battery market and the political and economic context: "the accrued disincentive to invest in the EV market in the United States seems to have percolated same in Canada," per the Initial Application, Oct. 27, 2025, paras. 54–58. What it found, in April 2025, was emergency money: a $4.3 million term loan from Investissement Québec maturing September 30, 2025, and a loan of US$3.0 million and $500,000 from IMM Investment Hong Kong Holdings Limited, General Motors Ventures LLC and Construction Seneca Inc., per the Pre-Filing Report, Oct. 27, 2025, paras. 43, 46.

On October 28, 2025, Justice Chantal Corriveau of the Superior Court of Québec (Commercial Division) granted Lithion Technologies Inc., Lithion Saint-Bruno Inc. and Lithion International Inc. an initial order under the CCAA and appointed KPMG Inc. as monitor, per the Initial Order, Oct. 28, 2025, paras. 5, 41. The filing was consensual with Investissement Québec, which remained an unaffected creditor; later orders gave GM Ventures, IMM and Seneca the same status. KPMG disclosed that Investissement Québec had retained it in February 2025 to assess Lithion's forecasts for a bridge financing that did not materialize in time, and that it had monitored the company's receipts and disbursements from April to October 2025 before ending that engagement on October 27, per the Pre-Filing Report, Oct. 27, 2025, paras. 12–14, 65 and the Second Amended and Restated Initial Order, Mar. 13, 2026, paras. 20–21.

At August 31, 2025 the secured debt stood at $9,319,438: Investissement Québec $4,459,925, IMM and GM Ventures $2,137,963 each, Seneca $521,781 and PME MTL Est-de-l'Île $61,806. The balance sheet showed $61,908,285 of assets, $51,596,915 of it property, plant and equipment, and the proposed monitor attached a warning to that figure: the equipment was specialized and retrofitted to leased premises, so its value "could potentially be significantly negatively impacted in the context of a bankruptcy liquidation, where the Debtors' assets would be sold piecemeal," per the Pre-Filing Report, Oct. 27, 2025, paras. 36, 38, 40.

Fourteen letters, all for assets

EY Orenda Corporate Finance Inc. ran the sale process the court approved on November 7. It sent the teaser to 326 potential buyers; 50 signed confidentiality agreements and nine toured the premises. The letter-of-intent deadline moved from December 15 to December 17 to give "certain serious foreign strategic players" 48 more hours [translation], and 14 letters arrived. The debtors kept talking to a buyer that had missed the deadline but might bid to restart operations; on December 22 it said it had only a possible interest in some assets. "As a result, only LOIs aimed at assets in a liquidation or similar context were submitted in Phase 1 of the SISP," the monitor wrote [translation], per the Third Report of the Monitor, Dec. 30, 2025, paras. 5, 20–23, 25.

Six binding offers came in by the January 23, 2026 deadline. So did a going-concern offer from a bidder that had come forward after the process's deadlines and was not qualified for the second phase; it was conditional on an agreement with the Government of Québec. On February 3 the government, through Investissement Québec, told the monitor and the bidder, in the monitor's account, that it "would not be in a position to conclude an agreement with this bidder in the current context," so the offer could not materialize, "at least in its current form" [translation]. Investissement Québec, the creditor with the largest secured claim in the monitor's description, asked for time to weigh its options, per the Fifth Report of the Monitor, Feb. 10, 2026, paras. 27–32. On February 16 it said it would defer to EY and the monitor. EY recommended the offer from American Battery Technology Company that day, on a net-realization analysis that weighed the money, the time needed to vacate the premises, closing costs and the legal complexity of the deal, permits included. ABTC was told on February 20 that it had won, per the Sixth Report of the Monitor, Mar. 12, 2026, paras. 42–45.

Three lots

ABTC bought most of the Anjou research centre's assets, mainly laboratory equipment, along with the entire battery inventory and about 30% of the assets at the Saint-Bruno plant, and it bore the costs of any delay in removing them. Because the offer left assets behind, EY went back to the phase-two bidders and the unqualified bidder with a March 3 deadline and drew two more offers. The first, from 9498-8235 Québec inc. (Voltrinov), took most of what ABTC had left at Anjou and, from Saint-Bruno, equipment including receiving equipment, dismantling tools, mechanical parts and "une (1) souffleuse à neige," one snowblower. Voltrinov's offer had included the patents; they were withdrawn by agreement, given the other relaunch offer for the same assets, per the Sixth Report of the Monitor, Mar. 12, 2026, paras. 47–48, 51, 53, 57. The Voltrinov order also assigned one contract, the manufacturer's warranty on an Agilent 5900 SVDV ICP-OES spectrometer, per the Second Approval and Vesting Order, Mar. 13, 2026, para. 16, Sch. B. For each sale the monitor said the agreement allowed "the best net realization for the benefit of all creditors" [translation], per the Sixth Report, Mar. 12, 2026, paras. 54, 60.

Justice Corriveau approved both on March 13, 2026. The agreements were filed redacted; the full versions, with the report's appendices holding the offers and EY's analysis, were ordered kept under seal until the monitor's certificates issued. Net proceeds go to the monitor, to be distributed "in accordance with the applicable legislation" [translation], each security interest carried over to the proceeds at its former rank, per the First Approval and Vesting Order, Mar. 13, 2026, paras. 5, 10, 17–18, 24 and the Second Approval and Vesting Order, Mar. 13, 2026, paras. 5, 29.

The other relaunch offer came from Gestion Domberger inc., which signed on April 13, per the Seventh Report of the Monitor, Apr. 14, 2026, paras. 44, 47. Domberger took the intangibles: the patents, the names and trademarks "Lithion," "Lithion Technologies," "Lithion Saint Bruno" and "Lithion International," the technical files and the records behind Lithion Saint-Bruno's 2023 authorization from the environment ministry to operate a hazardous residual materials treatment process, per the Approval and Vesting Order, Apr. 15, 2026, paras. 5, 24, Sch. A. The monitor backed it as a deal that would "free up additional liquidity to continue the cleaning activities" [translation], per the Seventh Report, Apr. 14, 2026, para. 51. Justice Corriveau approved it on April 15 on the same sealing terms. The monitor's closing certificates are dated March 18 for Voltrinov, March 20 for ABTC and April 27 for Domberger, per the Eighth Report of the Monitor, June 16, 2026, para. 30.