The last hope of junior stakeholders... ... the only people who've actually been trying to save this company. Does anyone know who they might be? Board members maybe?
Factum of Applicants p. 8:
18. After the announcement of the Extension Agreement, an ad hoc committee of Senior
Noteholders (the "Participating Noteholders") was formed and retained legal advisors
and a financial advisor. The Participating Noteholders comprise approximately five
Senior Noteholders who participated as potential bidders in the Sale and Investment
Process and have been working together to advance a transaction. The Armtec
Companies have been working with the Participating Noteholders and their advisors to
explore an alternate transaction to the Brookfield Transaction that would repay
Brookfield in full and provide value to junior stakeholders. The Armtec Companies and
their advisors have met with certain of the Participating Noteholders and have had
numerous ongoing discussions with the Participating Noteholders and their advisors. The
Participating Noteholders and their advisors have also been in direct discussions with
Brookfield.
Anderson Affidavit at para. 15; Application Record, Tab 4.
19. The Participating Noteholders did not submit an offer by the April 22, 2015 deadline in
the Sale and Investment Process; however, they have indicated that they intend to
continue working towards providing a definitive proposal to the Armtec Companies that
would, if implemented, (a) provide for the repayment in full of obligations owing to-9
Brookfield and the assumption of other liabilities; and (b) strengthen the Armtec
Companies' balance sheet.
Anderson Affidavit at para. 16; Application Record, Tab 4.
20. The asset purchase agreement providing for the sale of the Armtec Business to New
Armtec, subject to the approval of this Court (the "APA"), does not limit the ability of
the Armtec Companies to continue discussions with the Participating Noteholders
regarding an alternative restructuring or sale transaction that would repay Brookfield in
full, and provides the Armtec Companies with the right to terminate the APA if
Brookfield is repaid in full (including payment to Brookfield of a backstop fee of $5
million that was agreed to in the Extension Agreement).
Anderson Affidavit at para. 18; Application Record, Tab 4.
21. As further described in the Anderson Affidavit, on April 28, 2015, the Participating
Noteholders have agreed to a support agreement (the "Support Agreement") pursuant to
which the Participating Noteholders have agreed (i) to support the commencement of
these CCAA proceedings, (ii) to support a hearing to approve the Brookfield Transaction,
and (iii) not to interfere with the closing of the Brookfield Transaction, provided that they
will continue to have the right, prior to the closing of the Brookfield Transaction, to work
towards providing a definitive proposal for an alternative transaction that would repay
Brookfield in full and provide value to junior stakeholders.
Anderson Affidavit at para. 17; Application Record, Tab 4.