XTM: the termination order ends the D&O stay at once

On November 9, 2026, Justice W.D. Black granted XTM Inc. and Everyday People Payments Inc. the CCAA termination order they had moved for: "I am granting the relief sought, and I have signed the form of CCAA Termination Order provided," per the Endorsement, Nov. 9, 2026, para. 7. The order authorizes FAAN Advisors Group Inc., the applicants' chief restructuring officer, to assign XTM into bankruptcy. It sets the end of the proceeding at a later moment, when The Fuller Landau Group Inc., as monitor, serves on the service list a certificate that all remaining matters "have been completed to the satisfaction of the Monitor," and it discharges Fuller Landau at that same moment, per the CCAA Termination Order, Nov. 9, 2026, paras. 6, 8, 12. The sale of XTM's assets to Pateno Payments Inc. had closed on October 29, and "XTM has ceased operating and there is no further active business of the Applicants," the Endorsement, Nov. 9, 2026, para. 3 says. At closing, according to the monitor, approximately 69 merchants were using the EveryDay Platform, through approximately 470 separate wallets and about 12,500 active end-users or cardholders, per the Eighth Report of the Monitor, Nov. 5, 2026, para. 5.

The signed order also contains a paragraph the applicants' draft did not. Paragraph 15 carries the general stay of proceedings from November 30 to the termination time. Paragraph 16, "notwithstanding the extension of the Stay Period, above," terminates "the stay of proceedings contemplated by paragraph 25 of the SARIO in respect of directors and officers," per the CCAA Termination Order, Nov. 9, 2026, paras. 15–16. Neither the ten heads of relief in the notice of motion nor the draft order at Tab 3 of the November 2 motion record mentions that stay, per the Notice of Motion, Nov. 2, 2026, para. 1; Draft CCAA Termination Order, Tab 3, paras. 1–17. The endorsement does not mention it either, and gives no reason for paragraph 16.

The applicants filed on February 27, 2026, with Fuller Landau as monitor and Pateno as interim lender. Through a service provider they restarted the platform on March 20; on July 6 Justice Black granted the relief the monitor sought for the recovery of post-filing chargebacks from merchants; and on September 1 the court approved the sale to Pateno, per the Eighth Report of the Monitor, Nov. 5, 2026, paras. 1–3, 5, 12, 18. The purchase price included a credit bid of the DIP debt, estimated at $9,500,000, and a cash closing payment covering the administration charge, to a maximum of $750,000, and an administrative wind-down amount, to a maximum of $150,000, per the Seventh Report of the Monitor, Oct. 21, 2026, paras. 45–46. The termination motion was reported here on November 4.

The stay that ended first

Paragraph 25 of the second amended and restated initial order of April 10 barred any proceeding against XTM's "former, current or future directors or officers" on a claim "that arose before the Filing Date and that relates to any obligations of the Applicants" for which they are alleged to be liable in that capacity, except as s. 11.03(2) of the CCAA permits, per the Second Amended and Restated Initial Order, Apr. 10, 2026, para. 25. Paragraph 16 ends that stay on the order's own date, since the order is "effective from the date that it is made," while the stay period runs on to the termination time, per the CCAA Termination Order, Nov. 9, 2026, paras. 15–16, 19. On the stay, the endorsement's reasons address the extension: it gives the applicants, the monitor and their counsel "the time necessary to address post-Closing matters and wind-down these CCAA Proceedings," and the judge found that the applicants and the monitor had acted in good faith and with due diligence and that no creditor would be materially prejudiced, per the Endorsement, Nov. 9, 2026, para. 5(h).

The directors' charge also ends sooner than the motion proposed. The April order secured XTM's indemnity of its directors and officers for post-filing liabilities with a charge of up to $100,000, ranking third behind the administration charge and the DIP lender's charge, per the Second Amended and Restated Initial Order, Apr. 10, 2026, paras. 26–27, 47. The endorsement records the request as the draft framed it: "Effective as of the CCAA Termination Time, the Applicants also seek to terminate the Administrative Charge and the Directors' Charge," per the Endorsement, Nov. 9, 2026, para. 5(e) and the Draft CCAA Termination Order, Tab 3, paras. 9–10. Paragraph 10 of the signed order ends the Directors Charge, with the DIP Lenders' Charge, "as of the date of this Order"; paragraph 11 leaves the Administration Charge running to the termination time, per the CCAA Termination Order, Nov. 9, 2026, paras. 10–11. The applicants and the monitor were not aware of any amount owing under any of the charges, the Endorsement, Nov. 9, 2026, para. 5(e) records.

Why the monitor wanted the case concluded quickly

The monitor's Eighth Report, dated November 5, three days after the draft, gives its own reasons for ending the proceeding while an appeal is pending. "Having regard to the outcome and status of the restructuring, including the lack of funding in XTM for any further restructuring effort, the expressed desire by certain Merchants to advance claims against third parties who may be subject to the CCAA stay of proceedings, and the potential for erosion or exhaustion of directors and officers insurance, the Monitor proposes that these CCAA Proceedings be concluded as quickly as possible, notwithstanding the pending appellate proceedings," per the Eighth Report of the Monitor, Nov. 5, 2026, para. 52. The monitor's counsel would continue to hold in escrow the funds received on account of the chargeback order from Din Tai Fung (Vancouver) Restaurant Inc. and FMI National Inc., the two companies seeking leave to appeal it, which the monitor considers "the most cost-effective means of addressing the appeal of the Chargeback Order, while also clearing the way for the litigation of Merchant claims against third parties, including current and former directors and officers of XTM," per the Eighth Report of the Monitor, Nov. 5, 2026, paras. 50, 53. Those reasons are the monitor's, given for concluding the proceeding; the endorsement does not repeat them.

Coverage under XTM's primary and excess directors' and officers' policies, the same report says, had been extended throughout the proceeding, most recently month to month. On or about October 30, the report says, XTM "purchased a final one-month extension," which runs to 12:01 a.m. on December 3, 2026, and the monitor understood XTM to be in the process of telling former directors and officers, where its records held an e-mail address, of their right to buy an extended reporting period, per the Eighth Report of the Monitor, Nov. 5, 2026, para. 36. Under the same heading the report describes the October 29 letter from counsel for Northland Restaurant Group, Inc. and its affiliates to six current and former directors and officers, which says Northland intends to move to lift the paragraph 25 stay so that it can file a claim in British Columbia; XTM's broker has advised that the insurers were notified of that claim, per the Eighth Report of the Monitor, Nov. 5, 2026, paras. 38–40. No motion by Northland is in the record.