STS Renewables Ltd., 10531618 Canada Inc., 14878868 Canada Ltd., 2425036 Inc.and 1001374205 Ontario Inc.

CCAA

Page last updated: November 26, 2025

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.


Status of File as of November 26, 2025

On November 26, the Court issued:

  1. The Distribution Order which, among other things, approved distributions to BNS; and
  2. The CCAA Termination and Ancillary Matters Order which, among other things:
    1. Enhanced the Monitor’s powers with respect to the Applicants;
    2. Granted certain Releases in favour of the Released Parties;
    3. Terminated the CCAA proceedings, discharged the Charges and discharged PwC as Monitor upon the Monitor’s service of the Termination Certificate;
    4. Extended the Stay Period to and including the earlier of the CCAA Termination Time or further Order of the Court;
    5. Approved the fees of the Monitor and its counsel as described in the Monitor’s Sixth Report; and
    6. Approved reports filed with the Court to date and activities of the Monitor described therein.

On November 25, 2025, the Monitor filed a Supplement to the Sixth Report (the “Supplement to the Sixth Report”) to provide the Court with the information on:

  1. The security opinion of local United States’ counsel with respect to the security of BNS; and
  2. The fees and disbursements of the Monitor and its legal counsel.

Status of File as of November 21, 2025

On November 21, the Monitor filed its Sixth Report (the “Sixth Report”) to the Court to provide the Court with information on:

  1. The activities of the Companies and the Monitor since the Fifth Report;
  2. An update on the closing of the Drilling Transaction, the Equipment Sales, and the Utility Developer Transaction (collectively, the “Transactions”);
  3. The actual cash flows for the Drilling Business and SCPI (both as defined in the Fifth Report of the Monitor);
  4. The cash positions of the Applicants;
  5. The Monitor’s views and recommendations in connection with the proposed Distribution Order; and
  6. The Monitor’s views and recommendations in connection with the proposed CCAA Termination and Ancillary Matters Order.

Status of File as of November 20, 2025

On November 19, the Companies filed their motion for:

  1. An order (the “Distribution Order”) to, among other things, approve distributions to the Bank of Nova Scotia (“BNS”) from time to time; and
  2. An order (the “CCAA Termination and Ancillary Matters Order”) to, among other things:
    1. Enhance the Monitor’s powers with respect to the Applicants);
    2. Grant certain Releases in favour of the Released Parties (both as defined in the CCAA Termination and Ancillary Matters Order);
    3. Terminate the CCAA proceedings, discharge PwC as Monitor, and release and discharge the Charges upon the Monitor’s service of the Termination Certificate (the “CCAA Termination Time”);
    4. Extending the Stay Period to and including the earlier of the CCAA Termination Time or further Order of the Court; and
    5. Approve the fees of the Monitor and its counsel as well as the Monitor’s Report filed with the Court to date and activities described therein.

The motion will be heard on November 26, 2025.

Status of File as of October 21, 2025

On October 21, 2025, the Court issued the Drilling RVO, the Equipment Sale AVO, the Utility Developer AVO and the Third Stay Extension Order.

Status of File as of October 7, 2025

On October 6, 2025, the Companies filed their motion for:

1. An approval and reverse vesting order (the “Drilling RVO”) to, among other things:

a. Approve the agreement of purchase and sale and subscription agreement effective as of September 19, 2025 (the “Drilling Purchase Agreement”), among, STS, Earth Drilling, On Track, STS USA, Earth Drilling US, and Harris (collectively, the “Drilling Subsidiaries”) and 2734655 Alberta Ltd. (the “Drilling Purchaser”), and the transaction contemplated thereby (the “Drilling Transaction”);

b. Authorize STS, the Drilling Subsidiaries, ResidualCo (as defined in the Drilling RVO) and the Drilling Purchaser to take such steps and actions necessary to complete the Drilling Transaction;

c. Add ResidualCo as an Applicant to the CCAA Proceedings, and vest all Excluded Assets, Excluded Contracts and Excluded Liabilities into ResidualCo;

d. Terminate and cancel all securities of Earth Drilling and STS USA for no consideration and vest the Subscribed Shares (as defined in the Drilling Purchase Agreement) in the Drilling Purchaser; and

e. Grant certain Releases (as defined in the motion) with respect to the Released Parties (as defined in the Drilling RVO);

2. An approval and vesting order (the “Equipment Sale AVO”) to, among other things:

a. Authorize Earth Drilling to complete sales transactions pursuant to the Bills of Sale (as defined in the Equipment Sale AVO) with certain purchasers (collectively, the “Equipment Purchasers”) of the Equipment (as defined in the motion); and

b. Vest Earth Drilling’s right, title and interest in and to the Equipment in the Equipment Purchaser free and clear of and from encumbrances;

3. An approval and vesting order (the “Utility Developer AVO”) to, among other things:

a. Approve the asset purchase agreement (the “Utility Developer APA”) between SCPI, Subterra Development and SCPI US, as vendors (collectively, the Utility Developer Vendors”), and 1001377044 Ontario Inc. (the “Utility Developer Purchaser”), a subsidiary of Forum Investment and Development Corporation (“Forum”), as purchaser, and the transactions contemplated thereby (the “Utility Developer Transaction”);

b. Vest the Purchased Assets (as defined in the Utility Developer APA) in the Utility Developer Purchaser, free and clear of and from any encumbrances; and

c. Temporarily seal an unredacted copy of the Utility Developer APA, and

4. An order (the “Third Stay Extension Order”), among other things, extending the Stay Period to and including November 30, 2025.

The motion will be heard on October 15, 2025.

Status of File as of October 2, 2025

On September 25, 2025, the Court issued the Second Stay Extension Order which, among other things, extended the Stay Period up to and including October 31, 2025.

Status of File as of September 23, 2025

On September 22, 2025, the Monitor filed its Fourth Report with the Court (the “Fourth Report”) to provide the Court with information concerning:

  1. The activities of the Companies and the Monitor since the Third Report;
  2. The Companies’ actual cash flows for the period from August 3, 2025 to September 14, 2025 as compared to the second cash flow forecast included in the Third Report;
  3. An updated cash flow forecast for the period from September 28, 2025 to November 2, 2025 prepared in connection with the Companies’ motion for the Second Stay Extension Order;
  4. An update on the SISP activities; and
  5. The Monitor’s views on the Companies’ motion for the Second Stay Extension Order.

Status of File as of September 18, 2025

On September 18, 2025, the Companies filed their motion for an order (the "Second Stay Extension Order") to, among other things, extend the Stay Period up to and including October 31, 2025.

The motion will be heard on September 25, 2025.

Status of File as of August 12, 2025

On August 7, 2025, the Court issued the Stay Extension Order which, among other things, extended the Stay Period to September 30, 2025.

Status of File as of July 30, 2025

On July 29, 2025, the Companies filed a motion with the Court for an order (the “Stay Extension Order”) to, among other things, extend the Stay Period up to and including September 30, 2025.

The motion will be heard on August 7, 2025.

Status of File as of June 16, 2025

On June 13, 2025, the Monitor, pursuant to para 58 of the SISP (attached as schedule “A” to the SISP Approval Order) and with the prior consent from the Applicants, the Non-Applicant Stay Parties and the DIP Lender, modified the SISP. Accordingly, the Non-Applicant Stay Parties are no longer participants in the SISP.

Status of File as of May 23, 2025

On May 23, 2025, the Court issued:

  1. The ARIO which, among other things:
    1. Extended the Stay Period up to and including August 8, 2025;
    2. Approved the increase in the Directors’ Charge from $1.1 mln to $1.7 mln;
    3. Approved the increase in the Administration Charge from $1 mln to $1.2 mln;
    4. Authorized the Applicants to borrow under a credit facility (the “DIP Facility”) from BNS (the “DIP Lender”) in order to finance the Companies’ working capital requirements, provided that the borrowings shall not exceed the principal amount of $2.9 mln, unless permitted otherwise by the Court;
    5. Granted a third ranking charge in favour of the DIP Lender over the Property of the Companies to a maximum amount of $2.9 mln, as security for the DIP Facility (the “DIP Lender’s Charge”).
    6. Approved the Key Employees Retention Program (the “KERP”); and
    7. Granted a fourth ranking charge over the Property of the Companies in favour of the KERP beneficiaries, to a maximum amount of $280,000, ranking behind the Directors’ Charge; and
  2. The SISP Approval Order which, among other things approved a Sale Investment Solicitation Process (the “SISP’) and authorized the Applicants and the Monitor to implement the same.

Status of File as of May 15, 2025

On May 15, 2025 (the “Filing Date”), STS Renewables Ltd. (“STS”), Earth Drilling Co. Ltd., On Track Drilling Inc., STS Renewables Earth USA Acquisition Co. Ltd., Earth Drilling Co. Ltd., Harris Exploration Drilling & Associates, Inc., Subterra Capital Partners Inc., Subterra Development Ltd., and Subterra Capital Partners US Inc. (collectively, the “Applicants” or the “Companies”) applied for and received an order (the “Initial Order”) for protection pursuant to the Companies’ Creditors Arrangement Act, R.S.C.1985, c.C-36, as amended (“CCAA Proceedings”) from the Ontario Superior Court of Justice Commercial List (the “Court”).

The Initial Order, among other things:

  1. Declared that Forum Subterra Limited Partnership, Forum Subterra General Partner Inc., Forum Subterra Limited Partnership 1, Forum Subterra GP1 Inc., Yorkland Geothermal Inc., Forum Subterra Limited Partnership 10, and FSLP GP Inc. (collectively the “Non-Applicant Stay Parties” and together with the Applicants, the “STS Entities”) shall enjoy the benefits of the protections and authorizations provided under the terms of the Initial Order;
  2. Appointed PricewaterhouseCoopers Inc., LIT (“PwC”) as monitor of the Companies (the “Monitor”);
  3. Approved a stay of proceedings up to and including May 25, 2025 (“Stay Period”), which applies against STS Entities, the Monitor, or any of their respective employees and representatives, any of the former, current or future directors or officers of any of STS Entities and their property or business;
  4. Authorized the Applicants to continue utilizing the central cash management system (the “CMS”) currently in place as described in the affidavit of Matthew Tokarik, sworn on May 15, 2025 (the “Tokarik Affidavit”) or, with the consent of the Monitor and the Bank of Nova Scotia (“BNS”), replace it with another substantially similar CMS;
  5. Granted a first ranking charge, in the amount of $1 mln (the “Administration Charge”), on the Property of the Companies, as security for the professional fees and disbursements of the Monitor, the Monitor’s counsel and the Companies’ counsel, which charge shall rank in priority to all other security interests, trusts, liens, charges and encumbrances, claims of secured creditors, statutory or otherwise;
  6. Granted a second ranking charge, in the amount of $1.1mln (the “Directors’ Charge”), on the Property of the Companies, as security for the indemnity granted to the Companies’ directors and officers, which charge shall rank in priority to all other security interests, trusts, liens, charges and encumbrances, claims of secured creditors, statutory or otherwise; and
  7. Authorized STS to act as the foreign representative (the “Foreign Representative”) in respect of the CCAA Proceedings for the purpose of having the CCAA Proceedings recognized and approved in a jurisdiction outside of Canada, including in the United Stated of America (“USA”).

On May 21, 2025, in accordance with section 23(1)(ii)(b) of the CCAA and the Initial Order, a notice was sent to all known creditors of the Companies who are owed $1,000 or more.

Within the 10 days of the Filing Date, the Companies intend to file their motion for an Amended and Restated Initial Order (the “ARIO”) and the SISP Approval Order.

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