Item 1.03. Bankruptcy or Receivership.
On November 30, 2016, the United States Bankruptcy Court for the District of Delaware (the “Court”) entered (i) the
Final Order (I) Authorizing the Debtors to Obtain Post-Petition Secured Financing, (II) Authorizing the Debtors' Use of Cash Collateral, (III) Granting Adequate Protection to Prepetition Secured Creditors, and (IV) Granting Related Relief
[Docket No. 229] (the “DIP Order”), by which the Court approved the Company’s debtor-in-possession financing facilities entered into as of October 31, 2016 (the “DIP Facilities”), on a final basis and (ii)
(I)
the
Order (A) Establishing Bidding Procedures for the Sale of All, or Substantially All, of the Debtors’ Assets; (B) Approving Bid Protections; (C) Establishing Procedures Relating to the Assumption and Assignment of Executory Contracts and Unexpired Leases; (D) Approving Form and Manner of the Sale, Cure and Other Notices; and (E) Scheduling an Auction and a Hearing to Consider the Approval of the Sale; (II) an Order (A) Approving the Sale of the Debtors’ Assets Free and Clear of Claims, Liens and Encumbrances; (B) Approving the Assumption and Assignment of Executory Contracts and Unexpired Leases; and (III) Granting Related Relief
[Docket No. 233] (the “Bidding Procedures Order”), by which the Court approved the bidding procedures (the “Bidding Procedures”) for the Court supervised sale process of the Company, as well as bid protections afforded in connection with the previously announced “stalking horse” asset purchase agreement, under which an acquisition vehicle to be co-owned by affiliates of Sagard Capital Partners, L.P. and Fairfax Financial Holdings Limited seeks to acquire substantially all of the assets of the Company and its North American subsidiaries through the bankruptcy sale process.
The Ontario Superior Court of Justice also entered orders approving the DIP Facilities and the Bidding Procedures (the “OSCJ Orders”), and extending the stay of proceedings to February 27, 2017.
Item 7.01 Regulation FD Disclosure.
The DIP Order is available on the claims agent site at:
https://cases.primeclerk.com/PSG/Home-DocketInfo
The Bidding Procedures Order is available on the claims agent site at:
https://cases.primeclerk.com/PSG/Home-DocketInfo
The OSCJ Orders are available on the monitor’s site at:
http://documentcentre.eycan.com/Pages/Main.aspx?SID=390&Redirect=1
The information in Item 7.01 of this Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing.