ARISE Technologies Corporation

Notice of Intention to make a Proposal

Page last updated: April 3, 2012

This page is for information purposes only and you should consult your professional adviser if you have any questions or are uncertain as to your rights or obligations.

On December 18, 2011, ARISE Technologies Corporation (“ARISE”) filed a Notice of Intention to Make a Proposal (“NOI”) pursuant to Section 50.4(1) of the Bankruptcy and Insolvency Act (Canada) (“BIA”) and PricewaterhouseCoopers Inc. was named as the trustee under the NOI (the “Trustee”).

Notice of the NOI and the Trustee’s appointment was sent to all affected creditors of ARISE on December 20, 2011.

Notice of Intention and Certificate of Filing

Notice to Creditors

Trustee’s Certificate of Filing

Press Release January 4, 2012

Status of File as of April 11, 2012

ARISE did not file a proposal with the Trustee within the time period granted by the Court. As a result, on April 11, 2012 pursuant to subsection 50.4(8) of the BIA, ARISE was deemed to have made an assignment into bankruptcy.

Status of File as of April 3, 2012

On March 30, 2012, the Court did not approve the motion for an extension to May 14, 2012 but did grant a short extension to April 10, 2012.

Status of File as of March 30, 2012

On March 30, 2012, the Trustee prepared its Third Report to Court to:

  1. a) Provide the Court with a summary of the following:
    1. Activities of the Company since the Second Report;
    2. The Company’s request for an extension of the time required to file its proposal to May 14, 2012; and
    3. Report on the activities of the Trustee since the Second Report.
  2. Recommend that the Court grant an order approving the Company’s request for an extension to May 14, 2012.

Status of File as of March 28, 2012

On March 28, 2012, the Company filed a motion to seek an Order from the Court:

  1. Extending the time for the filing of a proposal by ARISE to and including May 14, 2012; and
  2. Approving the Third Report of the Proposal Trustee and the activities of the Proposal Trustee since the filing of ARISE's NOI.

The motion will be heard on March 30, 2012.

Status of File as of March 5, 2012

On March 2, 2012, the Court issued an Order approving the sale transaction, the Second Report and the activities of the Proposal Trustee. An Order was also issued approving the Stay Extension to Friday, March 30, 2012.

Status of File as of March 1, 2012

On February 29, 2012, the Trustee prepared its Second Report to Court to:

  1. Provide the Court with a summary of the following:
    1. Activities of the Company since the First Report;
    2. The Company’s actual cash flows for the period from December 18, 2011 to February 17, 2012, including a comparison of actual to forecast results;
    3. The results of the Court-approved sales process;
    4. The terms of the proposed Agreement of Purchase and Sale (the “APS”) dated March 2, 2012 between the Company and Salamon Group Inc.(the “Purchaser”) for the sale of substantially all of the Company’s business and assets (the “Transaction”);
    5. Review of the security prepared by Torys LLP, independent counsel to the Trustee in connection with the Purchaser’s proposed APA;
    6. The Trustee’s recommendation regarding the proposed Transaction;
    7. The Company’s request for an extension of the time required to file its proposal to March 30, 2012; and
    8. Report on the activities of the Trustee since the First Report.
  1. Recommend that the Court issue an order:
    1. Approving the Transaction, and authorizing and directing the Company to execute such documents and take such additional steps as necessary to complete the Transaction;
    2. Vesting, in the Purchaserall of the Company’s right, title, and interest, if any, in and to all of the purchased assets as identified in the APS, free and clear of all liens, charges, security interests and other encumbrances, other than permitted encumbrances (as identified in the APS);
    3. Approving the Company’s request for an Extension to March 30, 2012; and
    4. Approving the activities of the Trustee as set out in the Second Report.

Status of File as of February 28, 2012

On February 27, 2012, the Company filed a motion to seek Orders from the Court:

  1. Approving a sale transaction contemplated by an asset purchase agreement to be finalized between ARISE and Salamon Group Inc. (the “Purchaser”);
  2. Vesting in the Purchaser ARISE’s right, title and interest in and to the purchased assets described in the Sale Agreement;
  3. Extending the  time  for the filing of a proposal by ARISE  to and including March 30, 2012; and
  4. Approving the Second Report of the Proposal Trustee and the activities of the Proposal Trustee since the filing of ARISE’s NOI.

The motion will be heard on March 2, 2012.

Status of File as of January 17, 2012

On January 13, 2012, the Trustee prepared its First Report to Court to:

  1. Provide the Court with a summary of:
    1. Background information on the Company, including its corporate history, structure, operations, financial position and creditors;
    2. The Company’s request that it be authorized and be empowered to obtain and borrow interim financing, including the terms of the debtor-in-possession (“DIP”) facility;
    3. The proposed court-ordered charges, including a Directors & Officers charge and a DIP charge;
    4. The Company’s request that it be authorized and have the ability to pay certain pre-filing expenses owed to certain critical suppliers directly associated with installation projects;
    5. The Company’s proposed post-filing strategy, including the outline of a sale process the Company proposes to have the Trustee carry out;
    6. The Company’s request for an extension of the time required to file its proposal (the “Extension”) to March 2, 2012;
    7. Other issues that have come to the Trustee’s attention since the Filing Date; and
    8. Report on the activities of the Trustee.

and

  1. to support ARISE’s motion for an order of the Court:
    1. Approving the sale process to market for sale the business of ARISE, substantially in the form described in the Trustee’s First Report;
    2. Approving the terms of the DIP facility, and authorizing the Company to execute such documents to obtaining DIP financing;
    3. Approving the terms of the Directors’ & Officers’ charge, and proposed priority ranking of such charge;
    4. Approving the terms of the DIP charge, and proposed priority ranking of such charge;
    5. Approving and authorizing the Company to pay certain pre-filing expenses;
    6. Approving the Company’s post-filing strategy, and authorizing the Company and Trustee to take such additional steps as are necessary to initiate this process;
    7. Extending the stay of proceedings and the time for filing a proposal on the part of AIRSE in accordance with section 50.4 (9) of the BIA for to March 2, 2012;
    8. Approving the activities of the Trustee as set out in the First Report.

ARISE’s motion was heard on January 16, 2012 and the aforementioned order was granted by Court.

This Web site will be updated as information becomes available.