Pluribus Technologies and its various subsidiaries have been granted an order from the Ontario Superior Court of Justice under the Companies’ Creditors Arrangement Act (CCAA) in order to restructure its business and financial affairs.
After careful consideration of all available alternatives, following thorough consultation with legal and financial advisors, the directors of the company determined that it is in the best interests of the Pluribus Group and its stakeholders to seek creditor protection under the CCAA given, among other things, the previously-announced termination of the forbearance agreement dated Aug. 14, 2024 between the company and National Bank of Canada relating to a secured credit agreement dated April 27, 2022, as amended, among the company, certain of its subsidiaries and the lender on Nov. 29, 2024 and the demand letter from the lender received on Dec. 3, 2024 demanding immediate payment of the sum of C$10,334,246.28 and US$857,668.71 under the credit agreement.
The initial order provides for, among other things: a stay of proceedings in favor of the Pluribus Group up to and including Dec. 27, 2024, approval of the debtor-in-possession financing and the appointment of B. Riley Farber as monitor of the Pluribus Group. In addition, the initial order provides the company with relief from certain reporting obligations under securities legislation and stock exchange rules.
The stay of proceedings and the DIP financing is intended to provide the Pluribus Group with the time and stability required to consider potential restructuring transactions and seek to maximize the value of its assets for the benefit of its creditors and other stakeholders. Pluribus Group intends to undertake a court supervised sale and investment solicitation process that is intended to solicit interest in, and opportunities for, a sale of, or investment in, all or part of the Pluribus Group’s assets and business operations. This process may include the sale of all or substantially all of the business or assets of the Pluribus Group. In that regard, the company intends to seek court approval on Dec. 23, 2024 to undertake a sale and investment solicitation process.
In order to fund Pluribus Group’s working capital needs, professional fees and expenses during the CCAA proceedings, Pluribus Group has executed a term sheet with Evergreen Gap Debt GP as agent for itself and of Evergreen Gap Debt, pursuant to which the DIP lender will advance a debtor-in-possession loan during the initial stay period and subsequently.
The company intends to operate in the ordinary course throughout the CCAA proceedings under the general oversight of the monitor.
