Harte Gold CCAA Proceedings
Goodmans LLP (“Goodmans”) is counsel to FTI Consulting Canada Inc. (“FTI”), the court-appointed monitor of Harte Gold Corp. (“Harte Gold” or the “Company”) in connection with its ongoing proceedings under the Companies’ Creditors Arrangement Act (“CCAA”).
Harte is a publicly traded Canadian company which operates a gold mining operation in northern Ontario. Prior to January 17, 2022, the Company’s shares traded on the Toronto Stock Exchange and the Frankfurt Stock Exchange.
Harte commenced a strategic review process in May 2021 to explore a broad range of potential options and alternatives available to the Company to improve its liquidity, including through a restructuring of its long-term debt obligations. As part of such process, Harte initiated a formal sale and investment solicitation process in June 2021 with the assistance of FTI (the “Pre-Filing Strategic Process”).
In December 2021, after advancing the Pre-Filing Strategic Process and engaging in subsequent discussions with certain interested parties, including Silver Lake Resources Limited (“Silver Lake”) and AHG Jersey Limited (“Appian”), the Company’s two main secured lenders, Harte initiated CCAA proceedings in the Ontario Superior Court of Justice (Commercial List) (the “Court”) to, among other things, obtain Court approval of a proposed “reverse vesting” transaction with Silver Lake’s Canadian subsidiary (the “Investor”) that contemplated being used as a “stalking horse bid” in a sale and investment solicitation process (the “SISP”) to be undertaken within the CCAA proceedings, and $10.8 million of interim financing made available to the Company by the Investor. The Company, after receiving a competing stalking-horse bid from Appian, entered into an improved and amended agreement with the Investor and obtained Court-approval to use such agreement as the stalking-horse bid in the SISP.
The Company, with the assistance of the Monitor, carried out the SISP in order to solicit any further interest in the Company or its business. Harte received a superior bid in the SISP from Appian, which led to the Investor making certain improvements to its stalking-horse bid and Harte and the Investor entering into a Second Amended and Restated Subscription Agreement that was approved by the Court on January 28, 2022 (the transactions contemplated therein being the “Transaction”). The Transaction closed on February 18, 2022.
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