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Modspace

Introduction

March 2, 2017

On March 2, 2017 (the “Effective Date”), Modspace’s joint prepackaged plan of reorganization (the “Plan”) became effective and Modspace emerged from Chapter 11 proceedings. 

In accordance with the Order of Mr. Justice Hainey of the Ontario Superior Court of Justice (Commercial List) dated February 21, 2017, the following also occurred on the Effective Date:

 

(i) The Plan became immediately  effective in Canada;

 

(ii) The stay of proceedings and the Part IV CCAA proceedings terminated;

 

(iii) The Administration Charge and the DIP Lender’s Charge, as each is defined in the Supplemental Order of Mr. Justice Newbould dated December 27, 2016, were terminated, discharged and released; and

 

(iv) The Information Officer was discharged.

 

February 21, 2017

On February 21, 2017, the Court of Queen’s Bench of Alberta made an order (the “Alberta Order”) that, among other things:
 

(i)  recognized and gave full force and effect in Alberta to the Order of the Ontario Superior Court of Justice (Commercial List) dated February 21, 2017;
 

(ii)  ordered that the articles of ModSpace Financial Services Canada, Ltd. be amended in accordance with the Plan;
 

(iii)  directed the Registrar of Corporations of the Alberta Corporate Registry to file the Articles of Reorganization attached as Schedule “A” to the Alberta Order pursuant to Section 192 of the Business Corporations Act (Alberta).
 

On February 21, 2017, the Ontario Superior Court of Justice (Commercial List) (the “Court”) granted an order (the “February 21 Order”) that, among other things:
 

(iv)  recognized and gave full force and effect to the order made by the US Court on February 15, 2017 (the “Confirmation Order”) in the Chapter 11 Proceedings (i) confirming Modspace’s joint pre-packaged plan of reorganization (the “Plan”); and (ii) approving Modspace’s disclosure statement in respect of the Plan;

 

(v)  declared that, on the Effective Date (as defined in the Plan), the terms of the Plan shall be immediately effective and enforceable in Canada and deemed binding upon Modspace and all claimants and shall be binding on all parties, subject to jurisdiction of the Court, with a claim against Modspace and that is a party to or are subject to the settlements, compromises, releases, discharges and injunctions defined in the Plan;

 

(vi) ordered that the articles of ModSpace Financial Services Canada, Ltd. be amended in accordance with the Plan;

 

(vii) directed the Registrar of Corporations of the Alberta Corporate Registry to file the Articles of Reorganization that are attached to the February 21 Order, pursuant to Section 192 of the Business Corporations Act (Alberta);

 

(viii)  recognized the Plan and ordered that it shall be immediately effective in Canada in accordance with the Confirmation Order and the Plan on the Effective Date;

 

(ix)  approved the Second Report of the Information Officer dated February 16, 2017 and activities of the Information Officer as described in the Second Report;  

 

(x)  approved the fees and disbursements of the Information Officer and its legal counsel, Torys LLP;

 

(xi) terminated, discharged and released the Administration Charge and the DIP Lender’s Charge, as each is defined in the Supplemental Order of Mr. Justice Newbould dated December 27, 2016, on the Effective Date;

 

(xii)  terminated the stay of proceedings and the Part IV CCAA proceedings on the Effective Date; and

 

(xiii)  discharged the Information Offer on the Effective Date.

 

January 25, 2017

On January 25, 2017, the Ontario Superior Court of Justice (Commercial List) granted an order that, among other things:
 

(i)   Recognized and gave full force and effect to the following orders made by the US Court in the Chapter 11 Proceedings:

1.     Final DIP Order;

2.     RSA Order;

3.     SPBA Order;

4.     Final Wages Order;

5.     Final Cash Management Order;

6.     Final Utilities Order;

7.     Final NOL Order;

8.     OCP Order; and

(ii)    Approved the Preliminary Report of Alvarez & Marsal Canada Inc. dated December 24, 2016 and the First Report of the Information Officer dated January 20, 2017.

 
December 21, 2016
On December 21, 2016, Modular Space Holdings, Inc. and various of its subsidiaries and affiliates (listed below and collectively, “Modspace” or the “Chapter 11 Debtors”) commenced voluntary reorganization proceedings (the “Chapter 11 Proceedings”) in the United States Bankruptcy Court for the District of Delaware (the “US Court”) by each filing a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code, 11 U.S.C.  101-1532 (the “US Code”).  In connection with the Chapter 11 Proceedings, the US Court has appointed Modular Space Corporation as the foreign representative of the estates of the Chapter 11 Debtors (the “Foreign Representative”). There are seven Chapter 11 Debtors, as follows:
 
Modular Space Holdings, Inc.;
 
Modular Space Intermediate Holdings, Inc.;
 
Modular Space Corporation;
 
Resun ModSpace, Inc.;
 
ModSpace Government Financial Services, Inc.;
 
ModSpace Financial Services Canada, Ltd. (the only Chapter 11 Debtor that is incorporated in Canada); and
 
Resun Chippewa, LLC.
 
Upon application made by the Foreign Representative under section 46 of the Companies’ Creditors Arrangement Act (the “CCAA Recognition Proceedings”), the Ontario Superior Court of Justice (Commercial List) granted an Initial Recognition Order and a Supplemental Order on December 27, 2016 that, among other things:
 
(i) recognize the Chapter 11 Proceedings as a “foreign main proceeding”;
 
(ii) recognize Modular Space Corporation as the Foreign Representative in respect of the Chapter 11 Proceedings;
 
(iii) recognize certain interim and/or final orders granted by the US Court in the Chapter 11 Proceedings; 
 
(iv) stay all proceedings against the Chapter 11 Debtors; and
 
(v) appoint Alvarez & Marsal Canada Inc. as the Information Officer in the CCAA Recognition Proceedings. 

Contact Us

If you have any questions regarding this matter, please contact the Information Officer at the following address:

Alvarez & Marsal Canada Inc.
Royal Bank Plaza, South Tower
200 Bay Street
Suite 2900
P.O. Box 22
Toronto, ON M5J 2J1​
Attention: Jenny Poulos

Electronic Mail: Jenny Poulos
Telephone: 416-847-5166
Facsimile: 416-847-5201

 

The Foreign Representative of the Chapter 11 Proceedings may be contacted through its Canadian legal counsel at the following address:

Borden Ladner Gervais LLP
Bay Adelaide Centre, East Tower
22 Adelaide Street West
Toronto, ON, Canada
M5H 4E3 
Attention: Roger Jaipargas
Electronic Mail: Roger Jaipargas
Telephone: 416-367-6266
Facsimile: 416-367-6749