Synaptive: out of CCAA in June, into receivership by April

Synaptive Medical Inc. is "a privately held medical device and technology company specializing in hardware and software products focused on surgical planning and navigation, robotic digital microscopy, and magnetic resonance imaging", per Endorsement of Justice Dietrich, May 13, 2026, para. 6.

It was granted CCAA protection on March 19, 2025. A sale and investment solicitation process was run inside those proceedings. And as a result of a reverse vesting transaction approved in the CCAA, Synaptive emerged from those proceedings on June 26, 2025.

Richter Inc. was appointed receiver on April 28, 2026, on consent, after certain defaults under notes owed to Export Development Canada.

Ten months and two days.

What is left of the company

The most arresting paragraph in the endorsement is about the workforce:

Since the Receivership began, all of Synaptive's directors and employees in Canada have resigned or been terminated by the Receiver. The Receiver has engaged certain former employees on an independent contractor basis to assist with certain accounting functions, maintaining patent renewals and other IP maintenance actions, among other things.

Per Endorsement, May 13, 2026, para. 7.

A medical device company with no directors and no employees is a portfolio of patents, regulatory licences and source code, and the only reason it is still worth anything is that somebody is paying the renewal fees. Rehiring the people who used to run it as contractors — specifically to keep the intellectual property from lapsing — is the minimum viable version of preserving a technology business.

Counsel appeared for the terminated employees, represented by Koskie Minsky.

The clock

Two things are decaying, and the endorsement identifies both as reasons to approve an expedited process, per Endorsement, May 13, 2026, para. 16:

without an expedited and efficient going concern sales process, Synaptive's medical device licenses would not be preserved.

a key criteria for ensuring Synaptive's future success is the ability of a bidder to re-hire terminated employees. A prolonged sales process will have a negative impact on any bidder's ability to reengage employees who may accept other job offers if there is a material delay.

These are the real assets of a company like this, and neither appears on a balance sheet. Medical device authorisations attach to a licence holder that must maintain a quality system, a regulatory function and a place of business; an entity with no employees cannot hold them indefinitely. And the engineers who built a surgical navigation system are, right now, on the market.

Every week of process is a week in which the thing being sold gets smaller. That is the argument for a one-phase SISP, and here it is a good one.

The buyer funds the sale

The financing structure is the part practitioners will want to look at closely.

The Stalking Horse Bidder, 1001599818 Ontario Inc., represents "a group of former management employees" who intend to raise further equity investment in Synaptive, per Endorsement, May 13, 2026, para. 8.

That group has offered financing of up to $1,000,000 for the receiver to fund the receivership proceedings, required patent and business maintenance costs, and the implementation of the SISP itself. Those advances are secured on a super-priority basis by a Second Receiver's Borrowings Charge, ranking behind the Receiver's Charge and the existing Receiver's Borrowings Charge, per Endorsement, May 13, 2026, para. 9.

And:

The Stalking Horse Bidder intends to credit bid the amounts advanced under the Second Receiver's Borrowings Charge as part of the consideration offered in the Stalking Horse Bid.

So the bidder lends the money that pays for the process that will sell the company — and if it wins, it pays for the company partly with that same loan. If it loses, it is repaid ahead of almost everything else out of the winner's money.

The reason this was necessary is stated bluntly: EDC has advised the receiver that it will not provide funding to advance the SISP. Without the stalking horse bidder's funding and its super-priority, the receiver "would be forced to pivot to a liquidation, which would likely result in lower overall consideration", per Endorsement, May 13, 2026, para. 18.

The senior lender was unwilling to spend more to try for a going-concern outcome. The prospective buyer was. So the amended and restated receivership order provides for receiver's borrowings from both EDC and the stalking horse bidder — with EDC's ranking first, per Endorsement, May 13, 2026, paras. 3, 18.