VANCOUVER, BC, July 20,
2022 /CNW/ - On May 16,
2022, Freshlocal Solutions Inc. and certain other related
entities (collectively, the "Freshlocal Group") filed for
and were granted protection pursuant to the Companies' Creditors
Arrangement Act (Canada) (the
"CCAA") in the form of an Initial Order (as amended and
restated from time to time) granted by the Supreme Court of
British Columbia (the
"Court"). Ernst and Young Inc. was appointed monitor (in
such capacity, the "Monitor").
Pursuant to an order granted by the Court on July 20,
2022 (the "SISP Approval Order"), the Freshlocal Group
has initiated a sale and investment solicitation process (the
"SISP") to be conducted in consultation with Desjardins
Capital Markets, as financial advisor (in such capacity, the
"FA"), and the Monitor.
The SISP is intended to solicit interest in, and opportunities
for, a sale of, or investment in, all or substantially all, or one
or more components of: (i) the assets and operations of the SPUD.ca
business unit, (ii) the assets and operations of the Blush Lane
business unit, and (iii) the assets of the FoodX business unit.
Interested parties that have executed confidentiality agreements
will be provided with an opportunity to participate in the SISP,
including receipt of a Confidential Information Memorandum and
access to a virtual data room.
At this time, as a result of certain pre-SISP solicitation
efforts, a number of prospective bidders have executed
confidentiality agreements and have been provided with the
Confidential Information Memorandum and access to the virtual data
room.
The SISP is a two-phased process. Interested parties who wish to
submit a bid must deliver a non-binding letter of interest to the
FA and the Freshlocal Group in accordance with the SISP, no later
than 5:00 p.m. (Pacific Time) on August 11, 2022.
Should the SISP proceed to Phase 2 in accordance with the terms
thereof, the deadline for submission of final and binding proposals
(each a "Proposed Final Agreement") in the form of a
definitive purchase and sale agreement or an
investment/restructuring agreement is September 1, 2022 at 5:00
p.m. (Pacific Time) (the "Proposed Final Agreement
Deadline"). Following the Proposed Final Agreement Deadline,
the Freshlocal Group, in consultation with the Monitor and FA, may
elect to: (i) proceed to directly negotiate and attempt to conclude
definitive documents in connection with one or more Proposed Final
Agreements; or (ii) proceed to an auction (the "Auction").
If the Auction is to be held, it will be conducted by the FA at the
Vancouver offices of Bennett Jones
LLP on September 7, 2022.
Copies of the Initial Order, the SISP Approval Order, the SISP
and all related materials may be obtained from the website of the
Monitor at: www.ey.com/ca/freshlocal.
Any party interested in participating in the SISP should contact
the FA to receive additional information at:
Desjardins Capital
Markets
25 York Street, Suite
1000
Toronto, ON M5J
2V5
Attn: Andrew Kennedy /
Jada Neumann
Email:
andrew.kennedy@desjardins.com
/ jada.neumann@desjardins.com
|
About Freshlocal Solutions Inc.
Freshlocal's
consumer eGrocery business has expanded into one of Canada's largest online grocery companies,
with a focus on delivering fresh, local, organic produce and
groceries, along with exceptional customer experiences. Freshlocal
serves the main urban markets in Alberta and British
Columbia through its brick and mortar store locations
operating under the SPUD.ca banner which is the Company's
award-winning online eGrocery platform, as well as through Blush
Lane and Be Fresh.
SOURCE Freshlocal Solutions Inc.