Brooke Canada Funding, Inc.

Receivership

Page last updated: December 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 September 6, 2011, on an application made by Fifth Third Bank (the “Bank”), an Order was granted by the Court of Queen’s Bench of New Brunswick (the “Court”), pursuant to section 243(1) of the Bankruptcy and Insolvency Act, R.S.C. 1985, c. B-3, as amended (the “BIA”) and section 33 of the Judicature Act, R.S.N.B. 1973 c. J-2, as amended (the “JA”) appointing PricewaterhouseCoopers Inc.(“PwC”) as receiver (the “Receiver”) of all of the assets, undertakings and properties of Brooke Canada Funding, Inc. (“Brooke” or the “Company”).

In accordance with the provisions of the BIA, a Notice and Statement of the Receiver was issued on September 15, 2011.

Notice and Statement of the Receiver

Status as at December 3, 2012

On December 3, 2012, the Court issued an order:

  1. approving the Receiver’s Report and the activities of the Receiver;
  2. approving the Receiver’s Statement of Receipts and Disbursements;
  3. approving the Refinancing Agreement entered into by the Receiver and Aboriginal Funeral Chapel (Winnipeg) Ltd. and the Refinancing Transaction;
  4. approving the fees and disbursements of the Receiver and its legal counsel;
  5. approving payment of the Fifth Third Indebtedness following the completion of the Refinancing Transaction;
  6. approving payment of Residual Funds to First State Bank following the completion of the Refinancing Transaction, the payment of Fifth Third Indebtedness, and the payment of Outstanding Disbursements; and
  7. declaring that the appointment of PwC as Receiver is terminated and PwC is discharged. The Discharge and Release shall take effect immediately upon the filing of a certificate with the Court certifying that the Receiver has completed its remaining duties.

A copy of the Order is posted under the “Court Orders” tab.

Status as at November 26, 2012

On November 23, 2012, the Receiver prepared its third and final report (the "Final Report") to:

  1. provide the Court with information in respect of:
    1. the Receiver's activities from the date of the Second Report to the date of this Final Report;
    2. the results of the Claims Procedure;
    3. a Refinancing agreement dated November 22, 2012 (the "Refinancing Agreement"), entered into by the Receiver and Aboriginal Funeral Chapel (Winnipeg) Ltd. with respect to the refinancing of Brooke Canada's remaining loan (the "Refinancing Transaction");
    4. the Receiver's Statement of Receipts and Disbursements from the Date of Appointment to October 31, 2012 (the "R&D"); and
  2. seek an order of the Court;
    1. approving the Final Report and the actions and activities of the Receiver;
    2. approving the Receivers R&D for the Receivership Proceedings;
    3. approving the Refinancing Agreement and the Refinancing Transaction;
    4. approving the fees and disbursements of the Receiver and its legal counsel, Lawson Creamer Lawyers, Stewart McKelvey and the Additional Legal Counsel;
    5. authorizing the Receiver to distribute all remaining proceeds realized from the sale of the Property, after payment of the Outstanding disbursements and repayment in full of the Fifth Third Indebtedness to First State Bank, as the only claimant with a Proven Claim; and
    6. declaring that PwC has duly and properly discharged its duties, responsibilities and obligations as Receiver of Brooke Canada and shall be discharged and released from any and all further obligations as Receiver of Brooke Canada.

Status as at May 2, 2012

Pursuant to a Court Order dated May 1, 2012, a claims procedures has been established to determine the value of Creditors’ claims and Equity Holders’ Claims against the Company for the purposes of distributing any residual funds which may be held by the Receiver after payment of the know secured claims and the costs of the receivership proceedings. The details of the how to file a claim can be found under the Claims Procedure tab.

The Proof of Claim must be delivered to, and received by the Receiver prior to the Claims Bar Date of 5:00 p.m. (Eastern Standard Time) on June 29, 2012.

Status as at April 24, 2012

On April 20, 2012, the Receiver prepared and filed its Second Report with the Court to seek an order:

  1. approving the Second Report of the Receiver and the Receiver’s activities;
  2. approving a procedure (the “Claims Procedure”) for the solicitation, submission, evaluation and adjudication of the claims of any persons claiming to be creditors of the Company (the “Creditors”) and the claims of any persons claiming to own or hold legal or equitable interests in the Company (“Equity Holders”); and
  3. authorizing and directing the Receiver to administer the Claims Procedure.

The Motion will be heard on May 1, 2012.

Status as at January 25, 2012

On January 25, 2012, the Court of Queen’s Bench of New Brunswick issued an order (i) approving the Receiver’s First Report and the activities of the Receiver; (ii) the Receiver’s Statement of Receipts and Disbursements; and (iii) authorizing the Receiver to make a distribution of $2.7 million to Fifth Third Bank (the “Bank”) and to make such subsequent distributions to the Bank as the Receiver determines appropriate, subject to the Receiver maintaining sufficient reserves as detailed in the First Report.

Status as at January 23, 2012

On January 18, 2012, the Receiver filed its first report with the Court (the “First Report”), to provide the court with information with respect to: (i) the Receiver’s activities from the date of appointment to the date of the First Report; (ii) the Receiver’s statement of receipts and disbursements to January 6, 2012 (the “Receiver’s R&D”); (iii) the completion of the refinancing of certain of Brooke Canada’s loans to third parties; (iv) the Receiver’s activities with respect to the Remaining Loans (as defined in the First Report); (v) a party who claims an interest in the shares of Brooke Canada; (vi) the Receiver’s review of the validity and enforceability of the security held by Fifth Third Bank (the “Bank”) over the property of Brooke Canada; and (vii) to seek an order from the Court:

  • Approving the First Report of the Receiver and its activities as described therein;
  • Approving the Receiver’s R&D;
  • Authorizing and directing the Receiver to make a distribution to the Bank, in the amount of $2.7 million; and
  • Authorizing the Receiver to make such subsequent distributions to the Bank as the Receiver determines appropriate, subject to the Receiver maintaining sufficient reserves as detailed in the First Report.

The motion will be heard on January 24, 2012.

This Web site will be updated as information becomes available.

For more information, please contact: Donna Smith, Telephone: +1 416 941 8383 ext. 14288, or via Email.