Sirona Pharma: after the lender and the charges, the rest goes into court

The Health Canada licence that kept Sirona Pharma Inc. from being sold as a collection of assets came with a bill. When Conex Services Inc. closed its purchase of the company's shares on July 24, 2026, the statement of adjustments charged it $134,564.58 in cure costs for licence LIC-JQ4LJEOMDX-2023, which the monitor, Ernst & Young Inc., collected and arranged to remit to Health Canada; Conex also put $40,017.77 in trust toward FortisAlberta Inc.'s cure cost and paid the $5,000 Excise Act, 2001 security deposit straight to the Canada Revenue Agency. Beyond the cure costs, the price was $3,700,000 in cash and a credit bid of $108,022.50, the whole balance of Conex's own second interim loan, per the Supplement to the Fifth Report of the Monitor, July 24, 2026, paras. 7, 11–12, pp. 6–7, and Sch. A, p. 15.

Why the transaction had to take the company rather than its assets was reported here on July 13, the day Justice M. Marion granted the approval and reverse vesting order. Under it, 2834015 Alberta Ltd. replaced Sirona Pharma in the proceeding as Residual Co. and took the claims that did not travel with the shares, and the monitor holds the cash component of the price in trust for it, each displaced claim keeping "the same attributes, rights, security, nature and priority" it had against Sirona Pharma, per the Approval and Reverse Vesting Order, July 13, 2026, paras. 5, 7. Two months later the monitor holds $1,108,241.63, and on September 21 it asked the court to distribute it and end the CCAA proceeding, per the Application (Distribution, Discharge of Monitor, and Termination of CCAA Proceedings), Sept. 21, 2026, paras. 1, 11.

Sapphire, paid without prejudice

The largest cheque went out first. Sapphire Global Finance Corp., the senior interim lender, had advanced $800,000 under a first facility and $1,250,000 under a second, drawn between February 13 and April 10, 2026, and put its balance at July 31 at $2,710,250.84, with interest running at $1,415.92 a day. Before paying, the monitor told the lender that the term sheet's interest, charged "at a rate equal to 23% (flat, not annualized) for the first six months," might not comply with s. 4 of the Interest Act, since it works out to an effective annual rate of about 46% without stating one. It also questioned two items in the $250,000 of fees capitalized in February: $50,000 in legal fees, supported by statements addressed to a different entity, TMA Inc., and a $75,000 success fee payable to Sinclair Range Inc., the firm engaged to supply the company's chief restructuring officers, which the lender said had been assigned back to it, per the Supplement to the Fifth Report of the Monitor, July 24, 2026, paras. 35–39 and Sch. B, p. 17.

On July 31, Justice J. Little directed the monitor to pay Sapphire $2,725,250.84, adjusted for actual legal fees, plus the per diem, "without prejudice, and subject to, the rights and claims" of Sapphire, the former CRO, his operating company Grand Arc Bend Inc., and Sinclair Range, with $78,750 of it held in trust by Sapphire's counsel until those parties agree or the court decides. The same order raised the Administration Charge from $500,000 to $1,050,000, first in rank ahead of Sapphire's $2,325,000 charge, and released Sirona Pharma's two current directors and officers from pre-filing claims that expressly include unremitted source deductions, unpaid excise taxes and GST, save for gross negligence, wilful misconduct and claims s. 5.1(2) of the CCAA does not allow to be released, per the Order (Extension, Distribution, Directors and Officers' Release, and Administration Charge), July 31, 2026, paras. 3–4, 6, 8.

The monitor had asked for the larger charge with $711,959 in professional fees outstanding at about July 14 — $208,249 for itself, $167,116 for its counsel and $336,595 for the applicants' counsel — about $150,000 more to come, and a proceeding in which "every Application attended by the Monitor has been contested resulting in adjournments, additional court dates being required and additional effort of the Monitor and its counsel," per the Supplement to the Fifth Report of the Monitor, July 24, 2026, paras. 20–21, 25(j).

$1,108,241.63

"At no point during the course of the CCAA proceedings did the Companies cultivate, process or distribute wholesale medical cannabis," the monitor writes in its Sixth Report. The cash-flow schedule shows what the standstill cost between November 21, 2025 and September 10, 2026: $707,537 in standby facility costs, $445,491 in standby labour and $277,515 for management and a sales agent, beside $548,770 in restructuring fees and $168,389 in finance fees. Receipts of $4,497,001 included $3,949,005 from the sale and $545,000 in bidders' deposits taken and returned. After disbursements, loan repayments and allowances for bank charges, the CRO's last hours and a $3,500 reserve against a CRA trust examination, $1,108,241.63 is left, per the Sixth Report of the Monitor, Sept. 21, 2026, paras. 18, 61–62 and Sch. D, p. 57.

The monitor has run no claims process. The proceeds cover the court-ordered charges "with limited additional funds available for distribution," so the monitor asked the Administration Charge beneficiaries for updated balances instead. It proposes to pay, in priority, $7,545.17 for its sale-process expenses; then, under the Administration Charge, $212,838.07 to itself, $227,594.01 to its counsel McLennan Ross LLP, $341,853.71 to the applicants' counsel MLT Aikins LLP, $21,235.30 to Sinclair Range, $1,899.53 to the former CRO, and a $130,000 holdback for work still to come; then $30,000 under the KERP charge. With the holdback, the claims the monitor accepts against the Administration Charge total $935,420.62, per the Sixth Report of the Monitor, Sept. 21, 2026, paras. 64–66, 69. The holdback is split into caps of $50,000 for the monitor, $70,000 for its counsel and $10,000 for the applicants' counsel, per the Application, Sept. 21, 2026, proposed order, Sch. B, paras. 3–4.

The KERP, approved at the comeback hearing in November 2025, promised three employees $10,000 each once Health Canada reinstated Sirona Pharma's licence. The licence came back in May 2026, none of the three has been paid, and the monitor proposes to pay all three. It allocates nothing to the Directors' Charge that ranks ahead of the KERP, because it knows of no claim against the directors and the reverse vesting order carried a comprehensive release in their favour, per the Brief of Law of the Monitor, Sept. 23, 2026, paras. 12–13, 37(c), 39.

Ernst & Young's fees and expenses from filing to September 3 come to $407,437.96 including GST, after a courtesy discount of $25,580.00, for 815.48 hours of work listed in its fee summary; its counsel's accounts to September 10 total $298,685.68, per the Sixth Report of the Monitor, Sept. 21, 2026, paras. 54–56 and Sch. C, p. 47. The monitor asks for their approval without a formal passing of accounts, arguing under the Nortel factors that its mandate "expanded considerably, and suddenly" when the May 20 order gave it oversight of the companies and the sale process, per the Brief of Law of the Monitor, Sept. 23, 2026, paras. 32–33.

Two CROs and one engagement letter

The claims the monitor rejects come from the first CRO. Sirona Pharma engaged Sinclair Range under an October 2025 letter, approved in the amended and restated initial order, which provided the CRO and a bonus of 5% of the value of any transaction. The first CRO worked for Sinclair Range through his operating company under a separate services agreement that no order in the proceeding approved, and he was replaced on February 6, 2026, per the Brief of Law of the Monitor, Sept. 23, 2026, paras. 17–21.