Interwind Corp. - In Receivership and CCAA Filing Information

Page last updated: September 9, 2013

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 March 30, 2010, by Orders of the Ontario Superior Court of Justice (Commercial List), PricewaterhouseCoopers Inc. (“PwC”) was appointed as monitor (the “Monitor”) to monitor the business and financial affairs of Interwind Corp. (“Interwind”) pursuant to Interwind’s existing proceedings under the Companies’ Creditors Arrangement Act (the “CCAA”)., in substitution of KPMG Inc.  PwC was also appointed Receiver of Interwind under section 243(1) of the Bankruptcy and Insolvency Act.

Among other things, these Orders amended the initial CCAA order dated August 12, 2009 (the “Initial CCAA Order”) and the Claims Process Order dated February 19, 2010, to reflect the substitution and amending the Initial CCAA Order to harmonize it with the order appointing PwC as Receiver.

Information regarding the CCAA proceedings up to March 30, 2010 is available on the initial Monitor’s website at www.kpmg.ca/interwind. This website shall provide information on the proceedings subsequent to March 30, 2010.


Status as at September 9, 2013

On September 6, 2013, the United States Bankruptcy Court issued an order recognizing certain orders of the Canadian Courts, closing the case and discharging the Foreign Representative.

Status as at August 1, 2013

On July 19, 2013, the Receiver prepared its Tenth Report to the Court to:

  1. Summarize the Receiver’s activities since the Ninth Report;
  2. Summarize the statement of cash receipts and disbursements of the Receiver;
  3. Comment on the motion by HSH Nordbank AG (“HSH Nordbank”) for an order:
    1. Approving the amendment to the Agreement for Termination of Interwind Receivership to exclude the Panama JVI and CPV Earnout as part of the Termination Agreement and the SPV Approval and Vesting Order, and authorizing the Receiver to deliver the CPV Earnout Direction;
    2. Declaring that the Transferred Assets under the Termination Agreement shall exclude the Panama JVI and the CPV Earnout, for the purposes of the SPV Approval and Vesting Order, and that there shall be no transfer to or vesting of the Panama JVI or the CPV Earnout in and to the SPV;
    3. Approving the Tenth Report, and the activities of the Receiver;
    4. Approving the Receiver’s statement of cash receipts and disbursements for the period from March 30, 2010 to June 30, 2013;
    5. Approving the fees and disbursements of the Receiver and its legal counsel for the period from January 1, 2013 to June 30, 2013, and the revised estimate of fees and disbursements of the Receiver and its legal counsel up to its date of discharge; and
    6. Authorizing the Receiver to pay any professional fees or disbursements of the Receiver and its legal counsel which exceed the estimated amounts.

On July 31, 2013, the aforementioned order was granted by the Court.

Status as at February 26, 2013

The Receiver is going to seek recognition of the Canadian order from the United States Bankruptcy Court for the District of Delaware at a hearing on March 27, 2013.

Status as at February 5, 2013

On January 31, 2013, the Court issued an Order approving, among other things, the Eighth, Ninth and Supplement to the Ninth Reports, the fees and disbursements of the Receiver and those of its legal counsels and discharged the Receiver’s Charge, the Administration Charge and the KERP Charge. The Court also ordered that, upon the filing of a certificate with the Court, the Receiver shall be terminated, discharged and released.

Status as at January 24, 2013

The motion was adjourned until January 31, 2013.

Status as at January 16, 2013

On January 15, 2013, HSH Nordbank AG, New York Branch, as administrative and collateral agent (“HSH Nordbank”), filed a motion with the Court for an order (the “SPV Approval and Vesting Order”) to, among other things, approve a transaction (the “Termination Agreement”) pursuant to which most of the remaining assets of the Company shall be transferred to a special purpose vehicle in full satisfaction of the claims of HSH Nordbank against the Company.

Also on January 15, 2013, the Receiver prepared its Ninth Report to:
  1. Summarize the Receiver’s activities since the Receiver’s Seventh Report to the Court dated October 5, 2010;
  2. Summarize the statement of cash receipts and disbursements of the Receiver;
  3. Comment on the motion by HSH Nordbank AG, the “SPV Approval and Vesting Order”; and
  4. Seek an Order of the Court:
    1. Approving the Receiver’s Eighth Report to the Court dated November 10, 2010 and the Ninth Report and the activities of the Receiver;
    2. Approving the Receiver’s statement of cash receipts and disbursements for the period from March 30, 2010 to January 9, 2013;
    3. Approving the fees and disbursements of the Receiver and its legal counsel for the period from October 1, 2010 to December 31, 2012, and the estimated fees and disbursements of the Receiver and its legal counsel up to its date of discharge;
    4. Authorizing the Receiver to pay any professional fees or disbursements of the Receiver and its legal counsel which exceed the estimated amounts: (i) with the consent of HSH Nordbank and Lehman Brothers Holdings Inc., or (ii) pursuant to further orders of the Court;
    5. Discharging PwC as Receiver of Interwind upon completion of the Remaining Duties and providing a release to PwC from liability arising out of its appointment as Receiver; and
    6. Discharging the Receiver’s Charge, the Administration Charge and the KERP Charge.

Copies of the Receiver’s Ninth Report and the Motion Records of HSH Nordbank and the Receiver are posted below. 

The relief sought by both HSH Nordbank and the Receiver is subject to the execution of the Termination Agreement. The Receiver intends to file a supplement to its Ninth Report in advance of the hearing of the HSH Nordbank motion and the Receiver’s motion to update the Court as to the status of the discussions between the Secured Lenders on the settlement and execution of the proposed Termination Agreement, and/or any further relief sought by the parties.

Status as at November 17, 2010

On November 17, 2010, the Court issued an Order approving the of the Stantec Settlement and, at the same time, discharged the liens in the Land Registry Office and dismissed the Construction Lien action commenced by Stantec.

Status as at November 11, 2010

On November 10, 2010, the Receiver prepared its eighth report to seek the Court’s approval for (i) settlement of the disputed claim of Stantec Consulting Ltd.(“Stantec”); (ii) dismissal of a construction lien action previously commenced by Stantec; and (iii) the payment to the Receiver of the funds paid into Court by the Company to vacate the Claims for Lien and Certificates of Action registered in connection with the Stantec Liens. A motion will be heard on November 17, 2010.

Status as at October 18, 2010

On October 15, 2010, the Court issued Orders, which among other things, approved (i) the Seventeenth report of the Monitor; (ii) the Sixth and Seventh Reports of the Receiver; (iii) the fees and disbursements of the Monitor and the Receiver; (iv) termination of the CCAA Proceedings and the discharge of PwC as Monitor; (v) the settlement of the claim submitted by Golder Associates Ltd.; and (vi) an amendment to the Receivership Order to provide for a general stay of proceedings in favour of the Company.

Status as at October 13, 2010

The Receiver filed a Supplement to the Receiver’s Seventh Report to the Court on October 12, 2010 for an order (i) approving the settlement of a disputed claim in the claims process commenced by Order of The Honourable Justice Cameron on February 19, 2010 and approving payment of the settled amount by the Receiver to the claimant upon execution of the settlement documents; (ii) providing that upon payment of the settled amount, the Receiver shall no longer be required to maintain a Reserve for claims submitted in the claims process; and, (iii) sealing Appendix A to the Supplement to the Receiver’s Seventh Report to the Court pending further order of the Court, on notice to Golder Associates Ltd., HSH Nordbank AG, New York Branch and the Receiver.

Status as at October 6, 2010

On October 5, 2010, the Receiver filed its Seventh Report to the Court to (i) provide the Court with a report on the Receiver’s activities since its Fifth Report dated July 19, 2010; (ii) provide the Court with the Receiver’s Statement of Receipts and Disbursements to September 30, 2010; and (iii) request an amendment to the Receivership Order to provide for a general stay of proceedings in favour of the Company. The motion will be heard on October 15, 2010.

At the same time, the Monitor prepared its Seventeenth Report to the Court to (i) report to the Court the status of the principal matters in the CCAA Proceedings; (ii) report the activities of the Monitor and its counsel following the substitution of the Initial Monitor; (iii) seek the Court’s approval of the fees and disbursements of the Monitor and its legal counsel; and (iv) seek the discharge of the Monitor. The motion will be heard on October 15, 2010.

Status as at September 29, 2010

On September 27, 2010, the Court issued Orders, which approved (i) the activities of the Monitor described in its Sixteenth Report; and (ii) an extension of the Stay period to October 15, 2010.

Status as at September 23, 2010

On September 22, 2010, the Monitor prepared its Sixteenth Report to Court to report (i) the closing of the sale transaction with Borea Construction ULC; and, (ii) the Monitor’s request for a short extension of the Stay period to October 15, 2010. A motion will be heard on September 27, 2010.

Status as at August 3, 2010

On July 29, 2010, the Receiver prepared its Sixth Report to the Court in support of the motion being brought by the Receiver seeking advice and directions in respect of the determination of the Construction Lien Claims filed by Golder Associates Ltd. and Jacques Whitford Stantec Ltd. by its successor in interest, Stantec Consulting Ltd. pursuant to a resolution process that was approved by Court Order on May 21, 2010. A motion will be heard on August 9, 2010.

Status as at July 29, 2010

On July 28, 2010, the Court issued Orders, which among other things (i) approved the Monitor’s Fourteen and Fifteenth Reports and the activities of the Monitor described therein; (ii) approved the Receiver’s Second, Third and Fifth Reports and the activities of the Receiver as described therein; (iii) approved the sale of the equipment and lease relating to the land on which the Company’s Power Transformer is situated to Borea Construction ULC; (iv) released the Directors’ Charge; and (v) extended the Stay Period to September 30, 2010.

Status as at July 20, 2010

On July 19, 2010, the Receiver prepared its Fifth Report to the Court in support of the motions being brought by the Receiver for: (i) the termination, discharge and release of the Director’s Charge; (ii) an Approval and Vesting Order with respect to the proposed sale of the Equipment and the lease relating to the land on which the Company’s Power Transformer is situated to Borea Construction ULC; and (iii) an extension of the Stay Period in the CCAA Proceedings to September 30, 2010.

At the same time, the Monitor prepared its Fifteenth Report to Court to report on: (i) the activities of the Monitor; (ii) the status of the Claims Process; (iii) the principal matters remaining to be completed in the CCAA Proceedings; (iv) the Receiver’s request to approve a proposed sale transaction with Borea Construction ULC; and (v) the Receiver’s request for an extension of the Stay Period to September 30, 2010.

A motion will be heard on July 28, 2010.

Status as at June 28, 2010

On June 28, 2010, the Court approved an Order authorizing the Receiver to make payment of the resolved and settled claims.

Status as at June 24, 2010

On June 23, 2010, the Receiver prepared its Fourth Report to Court to seek the Court’s authorization to make payments to (i) Holders of claims that were admitted in the Claims Process and not disputed; (ii) Holders of Disputed Claims that have now been resolved; and, (iii) The holder of two claims for which settlement amount has been agreed upon but the settlement documents remain to be executed. The Receiver will make a motion for authorization of the payments on June 28, 2010.

Status as at June 1, 2010

On May 31, 2010, the Court approved an order for (i) an interim distribution to HSH Nordbank and additional distributions from time to time. The Court also approved an order for an extension of the Stay Period to July 30, 2010.

Status as at May 20, 2010

On May 19, 2010, the Receiver prepared its Second Report to the Court in support of the motions for (i) an interim distribution of $5 million to HSH Nordbank; (ii) authority to make additional distributions from time to time as may be agreed between the Receiver, HSH Nordbank and Lehman Brothers Holdings Inc. or, if no agreement can be reached, pursuant to further Order of the Court; and, (iii) an extension of the Stay Period in the CCAA Proceedings to July 30, 2010.

At the same time, the Monitor prepared its Fourteenth Report to Court to inform the Court of; (i) the activities of the Monitor; (ii) the status of the Claims Process; (iii) the principal matters remaining to be completed in the CCAA Proceedings; and, (iv) the Receiver’s request for an extension of the Stay Period to July 30, 2010.

On May 31, 2010, a motion will be heard on the above.

Status as at May 4, 2010

On May 3, 2010, the Receiver prepared a Supplement to the Receiver’s First Report to advise the Court that certain of the Disputed Claims outlined in the Receiver’s First Report have now been settled by the Receiver and the respective claimants and to provide the Court with an update regarding the remaining Disputed Claims.

Status as at April 19, 2010

On April 16, 2010 the Receiver prepared its First Report to the Court to advise the Court of (i) the activities of the Receiver since its appointment; (ii) the status of the Claims Process; (iii) the current status of disposition of the Disputed Claims, and the Receiver’s views on each of these claims; and (iv) the Receiver’s proposed method for determination of the Disputed Claims. On May 4, 2010, the Receiver will make a motion for an Order approving the method outlined in the First Report in respect of the determination of the claims submitted in the Claims Process.


Service List:

865 KB Service List as at March 30, 2010


Motion Materials:

865 KB Motion Record Part I returnable July 31, 2013
865 KB Motion Record Part II returnable July 31, 2013
865 KB Notice of Change in Status of Foreign Representative and Foreign Proceedings (dated February 22, 2013)
865 KB Final Report of the Foreign Representative (dated February 22, 2013)
865 KB Notice of Filing and Service of Final Report of the Foreign Representative (dated February 22, 2013)
865 KB Motion to Recognize Certain CA Orders, Close Case and Discharge Foreign Representative (dated February 22, 2013)
865 KB Notice of Motion (Receiver)(returnable January 25, 2013)
865 KB Notice of Motion (HSH Nordbank) (returnable January 25, 2013)
865 KB Notice of Motion (returnable November 17, 2010)
865 KB Second Notice of Motion (returnable October 15, 2010)
865 KB Notice of Motion (amendment to Receivership Order) (returnable October 15, 2010)
865 KB Notice of Motion (Monitor’s Discharge) (returnable October 15 , 2010)
865 KB Notice of Motion (returnable September 27, 2010)
865 KB Notice of Motion (the Stantec Claim) (returnable August 9, 2010)
865 KB Notice of Motion (extending stay of proceedings) (returnable July 28, 2010)
865 KB Notice of Motion (returnable July 28, 2010)
865 KB Notice of Motion (authorization of payments) (returnable June 28, 2010)
865 KB Notice of Motion (Distribution) (returnable May 31, 2010)
865 KB Notice of Motion (Stay Extension) (returnable May 31, 2010)
865 KB Notice of Motion (returnable May 4, 2010)
865 KB Notice of Motion to substitute monitor under s.11.7(3) of the Companies’ Creditors Arrangement Act dated March 30, 2010.


Receiver’s Reports to Court:

865 KB Receiver’s Tenth Report to Court dated July 16, 2013
865 KB Supplement to the Receiver’s Ninth Report to the Court dated January 30, 2013
865 KB Receiver’s Ninth Report to the Court dated January 15, 2013
865 KB Receiver’s Eighth Report to the Court dated November 10, 2010
865 KB Supplement to the Receiver’s Seventh Report to the Court, dated October 12, 2010
865 KB Receiver’s Seventh Report to the Court, dated October 5, 2010
865 KB Receiver’s Sixth Report to Court, dated July 29, 2010
865 KB Receiver’s Fifth Report to Court, dated July 19, 2010
865 KB Receiver’s Fourth Report to Court, dated June 23, 2010
865 KB Receiver’s Third Report to Court, dated May 26, 2010
865 KB Receiver’s Second Report to Court, dated May 19, 2010
865 KB Supplement to the First Report to Court, dated May 3, 2010
865 KB Receiver’s First Report to Court, dated April 16, 2010


Monitor’s Reports to Court:

865 KB Monitor’s Seventeenth Report to the Court, dated October 5, 2010
865 KB Monitor’s Sixteen Report to Court, dated September 22, 2010
865 KB Monitor’s Fifteenth Report to Court, dated July 19, 2010
865 KB Monitor’s Fourteenth Report to Court, dated May 19, 2010
865 KB Monitor’s Thirteenth Report to Court, dated April 16, 2010
865 KB Notice and Statement of the Receiver


Court Orders:

865 KB Order Recognizing Certain Orders of Canadian Court, Closing Case, and Discharging Foreign Representative
865 KB Order (Amendment to SPV Approval and Vesting Order)
865 KB Endorsement of the Honourable Mr. Justice Morawetz, dated January 25, 2013
865 KB Order (Discharge of Receiver), dated January, 31
865 KB Endorsement of the Honourable Mr. Justice Morawetz, dated January 24, 2013
865 KB Order (Stantec Claim Settlement), dated November 17, 2010
865 KB Endorsement of the Honourable Mr. Justice Morawetz, dated November 17, 2010
865 KB Order (CCAA Termination), dated October 15, 2010
865 KB Endorsement (CCAA Termination) of the Honourable Mr. Justice Morawetz
865 KB Order (Golder Claim Settlement), dated October 15, 2010
865 KB Endorsement (Golder Claim Settlement) of the Honourable Mr. Justice Morawetz
865 KB Order (Stay of Proceedings), dated October 15, 2010
865 KB Endorsement (Stay of Proceedings) of the Honourable Mr. Justice Morawetz
865 KB Order dated September 27, 2010
865 KB Endorsement of the Honourable Mr. Justice Morawetz, dated September 27, 2010
865 KB Endorsement dated August 9, 2010
865 KB Approval and Vesting Order dated July 28, 2010
865 KB Endorsement dated July 28, 2010
865 KB Order re Stay Extension dated July 28, 2010
865 KB Endorsement re Stay Extension dated July 28, 2010
865 KB Endorsement (Settlements) dated June 28, 2010
865 KB Order (Settlements) dated June 28, 2010
865 KB Endorsement (Stay Extension) dated May 31, 2010
865 KB Order (Stay Extension) dated May 31, 2010
865 KB Endorsement (Distribution) dated May 31, 2010
865 KB Order (Distribution) dated May 31, 2010
865 KB Endorsement dated May 31, 2010
865 KB Order re Morency & Brouillette claims dated May 31, 2010
865 KB Order for disputed claims resolution dated May 21, 2010
865 KB Endorsement of the Honourable Mr. Justice Morawetz dated May 4, 2010
865 KB Order (determination of disputed claims), dated May 4, 2010
865 KB Fresh as amended CCAA order (signed March 30, 2010, effective August 12, 2009)
865 KB Order Substituting PwC as Monitor (March 30, 2010)
865 KB Order Appointing PwC as Receiver (March 30, 2010)
865 KB Endorsement – April 1, 2010 Justice Morawetz re signing March 30, 2010 orders
865 KB Order – Interwind Motion (March 30, 2010)
865 KB Order Amending Claims Process Order (March 30, 2010)
865 KB Order KPMG Discharge (March 30, 2010)
865 KB Endorsements of Mr. Justice Morawetz, dated March 30, 2010


KPMG Claims Process:

865 KB Claims Process Order (with Schedules), dated February 19, 2010
865 KB Public Notice (English), February 22, 2010
865 KB Public Notice (French), February 22, 2010
865 KB Cover Letter (English), February 22, 2010
865 KB Cover Letter (French), February 22, 2010
865 KB Instruction Letter, February 22, 2010
865 KB Proof of Claim Form, February 22, 2010
865 KB Notice of Dispute Form, February 22, 2010


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