2727906 Ontario Inc. (formerly known as Canaquip Inc.)

 

Engagement Status Updates

On March 7, 2025 (the “NOI Filing Date“), Canaquip Inc. (“Canaquip“) filed an Notice of Intention to Make a Proposal (“NOI“) under subsection 50.4(1) of the Bankruptcy and Insolvency Act (Canada) (the “BIA”) and Baigel Corp. (“Baigel“), Licensed Insolvency Trustee, consented to act as trustee under the proposal proceedings (the “Trustee“). The Estate Number for the proposal proceeding is 31-3195924.

Pursuant to s. 69(1) of the BIA, the NOI filing provides for a stay of proceedings against Canaquip and its property, subject to certain limitations, while Canaquip formulates a restructuring plan and attempts to develop a viable proposal for its creditors. Creditors have no remedy against Canaquip’s property and must not commence or continue all collection actions against Canaquip in respect of any debts owed as of the NOI Filing Date, unless an exception has been provided for in law, or a court of competent jurisdiction orders otherwise.

The Sale and Investment Solicitation Process (“SISP”)

Canaquip, along with Omni Equipment Group Inc. (“Omni“) and several of their affiliates (collectively, the “Companies“), engaged Baigel prior to the NOI Filing Date to, among other things, develop a SISP in respect of all or some of the Companies’ assets, properties and undertaking (collectively, the “Property“), and/or the businesses conducted by the Companies (for each of the Companies, a “Business” and collectively, the “Businesses“). The SISP and bidding procedures thereof are detailed in a memorandum prepared by the Trustee (the “SISP Memo“). Details and updates relating to the SISP, as well as a copy of the SISP Memo, are available on the case website set up for the proposal proceedings of Omni at the following URL:

2349200 Ontario Inc. (formerly known as Omni Equipment Group Inc.)

Parties interested in making inquiries or participating in the SISP may contact the Trustee to obtain a non-disclosure agreement and other details regarding the SISP, the Property and the Businesses. Please note that the deadline for submission of offers is 5:00 p.m. (Toronto time) on March 24, 2025.

The Holding Proposal

On March 28, 2025, Canaquip filed a holding proposal (the “Canaquip Holding Proposal“). The intention of the Canaquip Holding Proposal filing is so that Canaquip’s creditors may consider an adjournment to the first meeting of creditors with a view to allowing Canaquip additional time to complete the transaction (or transactions) contemplated by the Winning Bid (as defined in the SISP Memo) before finalizing an amended proposal for the benefit of its creditors.

The first meeting of creditors is scheduled to be held via Zoom video/teleconference on April 17, 2025, at 11:00 a.m. (Toronto time). A voting letter has been included in the Canaquip Holding Proposal creditor notice package dated April 1, 2025. Creditors who wish to vote on the resolution to adjourn the meeting of creditors must prove their claim to the Trustee prior to the start of the first meeting of creditors. Please note that Omni has also filed a holding proposal and is also seeking an adjournment of the first meeting of its creditors. Omni’s first meeting of creditors will be held concurrently with Canaquip’s first meeting of creditors.

Update: The first meeting of creditors was adjourned without setting a date and time to reconvene.

Court Approval of the Transaction

Omni and Canaquip (the “Debtors“) brought a motion, returnable May 2, 2025, before the Ontario Superior Court of Justice (Commercial List) (the “Court“) seeking, among other things, orders:

  • approving the asset purchase agreement (the “Omni APA“) between Canaquip and certain of the Companies (as vendor) and 101113372 Ontario Inc. (in such capacity, the “Purchaser“) and the transaction contemplated therein (the “Transaction“);
  • vesting certain of the vendor’s assets, properties and undertakings in and to the purchaser free and clear of any and all security interests, encumbrances, estates, rights and claims, with the exception of the permitted encumbrances detailed in the Omni APA;
  • approving the SISP and the SISP Memo;
  • sealing the unredacted Omni APA from the public record until the earlier of the closing of the Transaction or further order of the Court;
  • sealing the Trustee’s confidential supplement to the Trustee’s first report to court dated April 28, 2025 (the “First Report“), including the appendices attached thereto;
  • approving the First Report and activities of the Trustee set out therein;
  • approving the fees and disbursements of the Trustee and its legal counsel, as set out in the First Report;
  • approving the proposed distribution of funds by Omni and Canaquip in accordance with the schedule of priorities set out in the First Report; and
  • such further and other relief as the Court may deem just.

The relief sought by the Debtors was granted. Copies of the Approval and Vesting Order, the Ancillary Relief Order and the endorsement of Justice Steele may be viewed/downloaded using the links below.

The Transaction between the Debtors et al. and the Purchaser closed on May 12, 2025. Canaquip’s articles were amended un the Ontario Business Corporations Act to change its name to its provincial incorporation number. Therefore, as of May 13, 2025, Omni was known as 2727906 Ontario Inc.

Amended Title of Proceeding

The Proposal Trustee brought a motion, returnable June 3, 2025, before the Court seeking to amend the title of proceeding to reflect the new legal name of Canaquip. The Court granted the relief requested. Copies of the Proposal Trustee’s motion record, the Court Order, and the Endorsement of Justice Steele are available for viewing/download at the links below.

Bankruptcy

Canaquip was unable to file an amended proposal and voluntarily made an assignment in bankruptcy on July 2, 2025. Baigel’s appointment as Licensed Insolvency Trustee in Canaquip’s bankruptcy administration (the “Bankruptcy Trustee“) was affirmed at the first meeting of creditors held by tele/videoconference on July 22, 2025 at 11:00 a.m. (eastern time).

Creditor/Stakeholder Inquiries

Enquiries from creditors and/or stakeholders may be directed to the Bankruptcy Trustee’s office by contacting:

Deborah Taras
Email: Taras@baigel.ca
Tel: +1 (416) 224-4350 ext. 221

SISP Inquiries

Inquiries of parties interested in the SISP may be directed to the attention of the following:

Noah Litwack, CIRP, LIT
Tel: +1 (437) 432-4959
Email: Litwack@baigel.ca

William Gertler, MBA, CIRP, LIT
Tel: +1 (416) 224-4350 ext. 220
Email: Gertler@baigel.ca

Please be advised that all documents posted below are for information purposes to stakeholders and do not constitute advice.

Proposal (NOI) Notices

Bankruptcy Notices

SISP

Court Materials

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