1. TermsDefined SuccessfulBid, (in approvals such obtaining for process the (h) and Bidders; or Backup one and Bidders of Successful selection more ultimate the (g) received; bids of negotiation and evaluation receipt, the (f) Bids in manner the (d) respectively; Bids, Qualified Competing become bids and bidders t and Leases the concerning materials diligence due to access gain may bidders prospective which in manner the (b) sale; for available Property Real This “ (the Procedures Process shallReal Portfoliothe Sale Property Procedures govern following Process Sales Sales the and Process assumptions, dispositions, On sales, include may implementation which forms. disclaimers,or other transaction terminations, assignments, Property, Real and Leases the the of respect in them of combination a or one implement to and Bidders Qualified this of purpose The Procedures ( herein forth set procedures Process ( process On “ the such(incapacity, CCAAproceedings List) (Commercial “ the time, to time from varied Act Arrangement Creditors (collectively, “A” January On Introduction
cluding the approval of the Court) as may be necessary or appropriate in respect of a a of respect in appropriate or necessary be may as Court) the of approval the cluding January February February ; (e) the mannerStalk inwhich the ;(e) Real Property Portfolio Sales Process Sales Portfolio Property Real (d) (c) (b) (a) this in used when meanings PropertyPor following the have terms capitalized following The ) ne te s the under ”) s ae a b aedd rm ie o time, to time from amended be may same as
”). ”). 29 15
4 , 2015, the Applicants served a motion seeking an order for the approval of a sale sale a of approval the for order an seeking motion a served Applicants the 2015, , , 2015, 2015, , “ “Auction isindefined“Approval Motion”paragraph hereto. introductionisindefined“Applicants” the , 2015, the Court entered an order approving the Real Property Portfolio Sales Sales Portfolio Property Real the approving order an entered Court the 2015, ,
BackupBid BackupBid or
(the“ h “ the tfolio Salestfolio Process REALPROPERTY el rpry otoi Sls Process Sales Portfolio Property Real Target upervision of the Court and the Monitor and in accordance with the the with accordance in and Monitor the and Court the of upervision s Court Applicants ” isindefined ”paragraph
” (the “ (the
s ae a b aedd rm ie o time, to time from amended be may same as isindefined paragraph Canada Co. (the “ (the Co. Canada
”). Alvarez & Marsal Canada Inc. was appointed as monitor inmonitor asth wasappointed AlvarezInc. & MarsalCanada ”). Initial Order Initial QualifiedBid CCAA ing Horse Bids ingHorse ) ogt n otie poeto udr the under protection obtained and sought ”) : Bidders
”) pursuant to an initial order (as amended, restated or restated amended, (as order initial an to pursuant ”) PORTFOLIO
Monitor describes, among other things: (a) the Leases and the the and Leases the (a) things: other among describes, , asapplicable , ”) granted by the by granted ”) which Competing Bidders submit Stalking Horse Horse Stalking submit Bidders Competing which Company r ulfe Bdes n Competing and Bidders Qualified or 30 , if any,, ”) . ae Poes Order Process Sales 31(h)
e el rpry (c) Property; Real he
SALE PROCESS SALE
. ”) and those parties listed parties those and ”) 36 become Selected Stalking Horse Bids; Bids; StalkingHorse becomeSelected . . h “ the
.
Ontario Superior Court of Justice Justice of Court Superior Ontario is to seek Sale Proposals Proposals Sale seek to is Real Property Portfolio Sales Sales Portfolio Property Real
”). Accordingly, the the Accordingly, ”). the manner in which which in manner the
h “ the s Process. s Sales Process Process Sales
Companies’ Companies’ in Schedule Schedule in Bids
from Real Real or or e e
(i) (h) (g) (f) (e) (y) (x) (w) (v) (u) (t) (s) (r) (q) (p) (o) (n) (m) (l) (k) (j)
“ “Interested Bidder” isindefined“Interested paragraph “ SaleaProposal. for Advisor Financial the by developed be ofPurchase“Form LLC. meansFrères&Advisor” Co. “FinancialLazard isin definedReimbursement” “Expense paragraph Corporation. means“DIPLender”Target “Depos introductionisin hereto defined“ the Court” inisparagraph defined “Confidential InformationMemorandum” submitsbidder Competingthat meansaBid. “Competinga Bidder” “CompetingBid” introductionisinhereto. defined“Company” the isin Interests” paragraph “Claimsand defined DIP the chargesby other approved Court. the and Charge Subordinated Advisor s (as Charge Lender’s Financial the Charge, Directors’ “ inisthe “CCAA”defined Monitor. inthe Company,with consultation t to satisfactory substance and formin agreement confidentiality a means “CA” Ontario.businessfor ingenerally Toronto, open are banks which Sunday)on or Saturday than (other day a means Day” “Business means “Broker” “Break “ CA Charges CCAA BaselineBid BackupBidder Initial Order Initial
it” isinit”defined paragraph Fee” is defined inisFee”paragraph defined ” isindefined ”paragraph ” is” ” Northwest Atlantic IncCanada, Northwest
” means the Administration Charge, the KERP Charge, the the Charge, KERP the Charge, Administration the means ” isin paragraph defined , defined in the introductioninhereto the defined is defined in is defined
and provided to Qualified Bidders that submit a Qualified LOI LOI Qualified submita that QualifiedBidders to providedand Agreement” means the form of purchase and sale agreement to form meanspurchaseto saleagreement the of and Agreement”
uch terms are defined in the Initial Order) together with any any with together Order) Initial the in defined are terms uch Applicants introduction
paragraph -
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. 31(d)(i) hereto.
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Lae” en te plcns laeod neet and interests leasehold Applicants’ the means “Leases” “Successful Bid” isindefined“Successful Bid” paragraph “StalkingHo inBidder” isparagraph StalkingHorse defined “Selected inBid” isparagraphStalkingHorse “Selecteddefined disclaimer the involving Leases the of dispose otherwise or acquire to offer an means Proposal” “Sale “SaleProc is Order” in defined“SalesProcess the means“Real Property” isindefined“Qualified LOI” paragraph meansbidda“Qualified Bidder” isindefined Deadline”“Qualified paragraph Bid meetsrequirements whichofparagraphthe Sale Proposals, Proposalor a means Bid” “Qualified the to Deadline Bid 1 Phase the from time ofApprovalMotion. period such means 2” “Phase isinBiddefined“Phase1 Deadline” paragraph is“Phase1” define Applicant in forth set encumbrance permitted (ii) and Lease(s); such underlying lands and Leases the in interests landlord’s Encu “Permitted means Jun “OutsideDate” “ is in“Monitor” defined the isindefined “LOI” paragraph inlisted propertiesSchedule inthe obligations with connection Outside BackupDate Outside . .
essP of a Lease or Leases. or Leaseofa and
rse Bid” isinBid”rse paragraph defined /or rocedures sinet and assignment bac” means mbrance”
the Real Property. Real the d inparagraphd ”
the landshereto“D”inthe premisesdescribed Schedule and isindefined paragraph ” isin”the defined n e 30, 2015 30, e introduction fe o combi or offer 8 - .
er that submits QualifiedBid. that a er 3 8 assumption
- . applicable the affecting encumbrance any (i)
. A “Sale Proposal” may include a transaction transaction a include may Proposal” “Sale A
a
introduction eiiie ae gemn executed agreement sale definitive hereto. 12 31(g) nation of offers, in the form of a Sale Sale a of form the in offers, of nation .
introduction 19 surrender and/or termination , .
31(h) 11 .
26 .
. hereto.
.
22 hereto. .
22
all .
“C”hereto. eae rgt and rights related
all or some of of some or all 27 .
by an an by any any or or .
5. ofInterest Solicitation 4. InterestsAll And And Claims Free Any Of 3. WhereIs,“As Is” 2. Supervisionof
(ww) (vv) (uu) otoi Sls Process Sales Portfolio the of notice a cause will Monitor the practicable, reasonably as soon As Property or Real validity and priority, the Leases regarding such action enforceabilityther of of causes sale or claims the any of to prejudice proceeds (without net the to attach to Interests th of 36(6) section to for including thereon interests (collectively, Charges CCAA the certainty and greater options, charges, claims, encumbrances, interests, acquired be to thereof portion the of interest and title of sale a of event the In officers, directors, respective their forthexecuted inset saledefinitiveagreement extent a of except otherwise, any or estates agents, or professionals, advisors, Applicants employees, the Advisor, Financial the and basis th by is” description where or nature, is, kind, “as any of an warranties or on representations bewithout will Property Real the and Leases the of sale The M governthe shall Order Process Sales the and Order Initial the of terms the Order, Process Sales the and under Order Initial thethe andCCAA CCAA,Monitor protections rights the afforded applicationof upon directions, and advice provide and matter such hear to jurisdiction have will the Court or Advisor Financial the Monitor, the of responsibilities application or interpretation the to as required clarification or disagreement is there that event the In herein. for provided the by as Advisor andFinancial the Monitor ofthe efforts the and support assist shallApplicants engagement its under performance and, sales attendant any the respects, in all supervise, will Monitor The
“Successful Bidder” isindefined “Successful paragraph Bidder” isin Letter” paragraph“Teaser defined Lender.andDIP the FinancialwithAdvisor the the by determined means Date” Outside “Targeted the the
Real Property Portfolio Sales Process RealPortfolioPropertySales onitor’s role in regards to roleinthe to onitor’s regards any intere any
eof). e CCAA e
person. sted all or some of the Leases the of some or all Applicants ad uh te rlvn ifrain hc te oio, in Monitor, the which information relevant other such (and Applicants ihu limitation without , except for any Permitted Encumbrances Permitted any for except , il e od re n cer of clear and free sold be will
of this this of
in and to the Leases and the Real Property or any any or Property Real the and Leases the to and in , , For the avoidance of doubt, and without limiting the limitingand without avoidance the the For ofdoubt,
on the consent of the Monitor, Monitor, the of consent the on -
4
May - el rpry otoi Sls Process Sales Portfolio Property Real RealProcess PortfolioSales Property
, will supervise the Financial Advisor’s Advisor’s Financial the supervise will ,
6 Company in connection therewith. The The therewith. connection in Company Real Property Portfolio Sales Process Sales Portfolio Property Real 15 .
, 2015, or such later date as may be be may as date later such or 2015, ,
and the Real Property, all of the right, right, the of all Property, Real the and the 31(g)
“ byApplicaan Claims and Interests and Claims .
all pledges, liens, security security liens, pledges, all Applicants nt and .
, such Claims and and Claims such , n only and
in consultation consultation in hereunder, the the hereunder, Real Property Property Real ”) e Monitor, Monitor, e
. . pursuant pursuant
r the or to the to
and and
9. Diligence Due 8. TimingInitialPhase 1 7. Requirements Participation 6.
ate ta ae dniid y h Fnnil Advisor Financial Applicants the by identified are that parties Monitor the and Applicants of summary offering initial the of issuance the after morethan no inevent any but practicable, asreasonably soon As (NationalEdition) in published Applic the and Advisor Financial the with consultation deemed to be“ andeemed to exe partywho (each CA a executed have parties who those to Advisor Leases the of some “ paragraph of provisions the to Subject Property Real Leasesmorethe ofthe acquireor and/or one Broker the and Order Process Sales(“ the of date the from period a For (b) (a) (including “B”hereto byScheduleemail transmission): Process Sales Portfolio with consultation the by determined otherwise as or Court, the by ordered otherwise Unless Procedures Process all acquire Process Sales Confidential Information Memorandum Information Confidential hs 1 Phase
R
control otherwise is information which landlord, the by the to relating information any to respect landlord, a to respect with to agrees contained provisions the person by bound be and such accept whereby provisions include shall which CA executed an iden person’s fullsuchperson;andprincipals and person ofof the disclosure such forth setting letter a EAL PROPERTY PORTFOL EALPROPERTY ”), the Financial Advisor (with the assistance of of assistance the (with Advisor Financial the ”), , each , r some or
h Goe n Mi (ainl dto) n Te al tet Journal Street Wall The and Edition) (National Mail and Globe The .
n ivtn sc pris o xrs a itrs i m in interest an express to parties such inviting and wl slct non solicit will )
in their sole discretion, discretion, sole their in Interested Bidder Interested
the and posted on the Monitor’swebsitethe on posted and .
of the Leases and the the and Leases the of
and the Real Property will be made available by the Financial Financial the by available made be will Property Real the and Monitor
must deliver to the Financial Advisor at the address specified in in specified address the at Advisor Financial the to deliver must ae Poes Order Process Sales
the (the “ (the ec pro seig o atcpt i the in participate to seeking person each , Leases and the and Leases - Teaser Letter Teaser idn ltes f intent of letters binding such ”). -
41 IO SALES PROCESS SALES IO 5 landlord will not be restricted under a CA with with CA a under restricted be not will landlord
of the existence of the the of existence the of - , a confidential info confidential a ,
”) describing the opportunity to acquire to opportunity the describing ”) el Property Real , the Financial Advisor shall distribute an an distribute shall Advisor Financial the , Real Property in form acceptable to the to acceptable form in Property Real ”) notifying those potential those notifying ”) tity, the contact information for such such for information contact the tity, Lease and the underlying lands owned owned lands underlying the and Lease te Broker the , .
ants, considers appropriate) to be to appropriate) considers ants,
t until the Phase 1 Bid Deadline Deadline Bid 1 Phase the until n h lnlr’ pseso or possession landlord’s the in herein
(each, an “ an (each, in accordance with the Sales Sales the with accordance in
the Monitor, Monitor, the from prospective parties to to parties prospective from rmation memorandum (the (the memorandum rmation
– , provided, however, however, provided, ,
three (3) three Real Property Portfolio Portfolio Property Real PHASE 1 PHASE te Monitor the ,
LOI cutes a CA shall be shall CA a cutes aking an offer to to offer an aking
”). ”). the Business D Business Real Property Property Real Applicants
ly
Applicants
interested interested
and the the and all or or all that that ays ays , , in
13. 12. 11. Non 10.
- Binding LettersBidders from Binding Interested ofIntent definitive sale agreement executed byexecuted saledefinitiveagreement otherwi (c) information the or process; diligence any through provided (b) room; data electronic the Memorandumor to as Financial warranty the Monitor, The room. data A electronic an to access with Bidder paragraph Interested of provisions the to Subject Qualified LOI. However, for the avoidance of doubt, the completion of any Sale Proposal Proposal Sale any completion of the doubt, forof avoidance the However, QualifiedLOI. o above any with compliance waive may Advisor, The (g) (f) (e) (d) (c) (b) (a) LOI qualified a considered “ be will submitted so LOI An Lender“ andDIP Advisor the (the Financial PM 5:00 than dete later before not or Advisor Financial on the time) by (Toronto received be to a email as by deliver (including so hereto must transmission), “B” Schedule Proposal in specified Sale address the a at pursue Advisor Financial to wish that Bidders Interested Qualified LOI Qualified dvisor, the Broker, the DIP Lender and the Applicants make no representation or or representation no make Applicants the and Lender DIP the Broker, the dvisor,
rmined by the byrminedthe Applicants (other than those in (c) and (d)) (d)) and (c) in those than (other consultation with the consultation with cont it proposed the transaction;andmaterial to be may that Proposal Sale the of conditions or terms anticipated any identifies it during be2; Phase to conducted required itdiligence additional describesdueany as financing likely any of transaction;proposed description general a provides it (iii) (ii) (i) containsfollowing: identifiesthe it or someLeases ofor the acquire to offering is Bidder Interested the whether of indication an contains it Bidbeforeis 1 on Phase Deadline; or itsubmitted the
se made available, except to the extent expressly contemplated in any any in contemplated expressly extent the to except available, made se is uh te ifrain esnby euse b the by requested reasonably information other such ains any proposed allocation of the purchase price as between each Lease Lease each between as price purchase Real and/or Property; the of allocation proposed any transaction; to the and Real Leases and/or subject the the Property purchase(or the price , , ”) onl ”) with the consent of the Monitor, and Monitor, the of consent the with Applicants yif:
Monitor Monitor
, , and the Realthe andProperty; on the consent of the Monitor, and Monitor, ofthe consent the on ac 5 March :
range thereof) inrange Canadiandollars; thereof) and the Financial Advisor. andFinancialAdvisor. the (a) contained in the Confidential Information Information Confidential the in contained (a) an Applicant an -
, 2015, or such later date or time as may be be may as time or date later such or 2015, , 6
- 41
n de sc non such deem and Phase 1 Bid Deadline 1 Bid Phase , the Financial Advisor will provide each each provide will Advisor Financial the ,
ne or more of the requirements specified specified requirements the of more or ne
.
in consultation with the Financial Financial the with consultation
o te upss hereof purposes the for -
opin bd t b a be to bids compliant i n consultation with the the with consultation n ”).
sociated with the the with sociated
n Applicants
O t th to LOI
all all (a (a in in e
16. 15. 14. SalesProcess of Termination or Continuation and LOIs Qualified of Assessment
Financial Advisor Financial the Advisor, Financial the with consultation det be may as date later such or Deadline, Bid 1 Phase the following Days Business (5) five Within be waived.not Court the of approval the to subject be shall Property Portfolio Sales PropertyProcess Portfolio Bid Qualified a obtaining of prospect reasonable Monitor, m or one If (g) (f) (e) (d) (c) (b) (a) the 1, Phase following:things,the in submitted the LOIs with consultation Qualified the assessing In Interes Advisor Bid. will and any,
For the purpose of such consultations and evaluations, the evaluations, and consultations such of purpose the For
ted Bidder ted Financial Advisor Financial the criteria suchother as agreement definitive Advisor, Financial the and the transaction proposed the complete to required time estimated the any (including landlorregulatoryrequired transaction and proposed the of closing to conditions anticipated the closingfromthe d Leases(s)after and complywith and observeperform, to Bidder Interested the of capability other financialand the proposed the consummate to Bidder Interested transaction; the of capability financial the e the form beingofthe andconsideration offered; amount a rqet lrfcto o te em of terms the of clarification request may and Applicants’ ore Qualified LOIs are received a received are LOIs Qualified ore ffect of accepting Sale Proposals which are not on an en bloc basis;an not bloc on en are ofwhich ffectaccepting Proposals Sale ermined by the the by ermined
determine whether there is a reasonable prospect of obtaining a Qualified Qualified a obtaining of prospect reasonable a is there whether determine
in consultation with with consultation in .
and the Monitor the and
the terms (including payment and other obligations) of the applicable applicable ofthe and other obligations) payment (including terms the
Monitor reasonable reasonable ,
determine on or before on or the Applicants
Applicants n the and as set forth hereinforth asset , assess the Qualified LOIs received during Phase 1, if if 1, Phase during received LOIs Qualified the assess , business it is reasonably likely to to likely reasonably is it .
h Fnnil dio, determine Advisor, Financial the d approvals);d -
7 Financial Advisor will consider, among other other among consider, will Advisor Financial
, , -
may ih h cnet f h Mntr and Monitor, the of consent the with
Targeted Targeted judgment relevanttransaction;ofthe ate and the requirement of such approval may approval such of requirement the and nd the the nd Applicants ,
, withinthe consultation
. the Applicants the
any Applicants , , OutsideandDate; in consultation with the the with consultation in
ulfe LOI Qualified will, in consultation with the the with consultation in will,
result in the execution of of execution the in result
Real Property Portfolio Portfolio Property Real , , Monitor or the or Monitor with the con the with shall continue the continue shall Applicants
submitted by an an by submitted
Monitor and whether, in whether, and that that
following , sent of of sent there is a a is there
Financial Monitor
and Real Real the the the in in a a
21. 20. 19. StalkingHorse 18. 17. Dilig Due
meets the criteria in paragraph in criteria the meets the and Advisor Financial the the from eliminated not is (b) and LOI; Qualified a submits (a) that: Bidder Interested Each Stalking Horse Bid(s). StalkingHorse and negotiate shall the received, is Advisor, Financial Bids Horse Stalking reasonable more or one If Bid anyStalkingHorse to respect with requirements the with consultation 29(b) Bid Horse Stalking each evaluate and The Lender the of consent March26 email by (including hereto before or on time) laterpmthan(Toronto not 5:00 itbeby asto received so “B”transmission) Schedule in specified address the at Advisor Financial Bid Qualified a deliver must “ (a bid horse stalking a submit to wishes that Bidder Competing more or one event B consult The materialsreasonably including appropriate, information judgment and the as materials Property Real diligence and Leases the due to additionalrelating to access with Bidder paragraph Competing of provisions the to Subject “ a bidder, (eachin2 such Phase idder ence Real Property Portfolio Sales Process Sales Portfolio Property Real
Applicants Applicants
o te eiw f ulfe Bids Qualified of review the for s
ation with with ation
(the “ (the
to serve as Selected Stalking Horse Bids Horse Stalking Selected as serve to Bids from Bids
, 20 , n i cnutto wt te F the with consultation in and uies judg business Stalking Horse Bid HorseBid Stalking 15, or such later date or time as may be determined bythe be maydetermined timeas or suchlaterdate or 15, , in , , in consultation with the Financial Ad Financial the with consultation in , Monitor Monitor the Financial Advisor, may waive compliance with any one or more of of more or one any with compliance waive may Advisor, Financial the the such their may attempt to to attempt Competing Bid Competing requested byCompeting Bidders. requested
iaca Advisor Financial all guarantees and indemnities and guarantees all (
b s select the Stalking Horse Bid(s) it considers most favourable and favourableand most considers it Bid(s) Horse Stalking the select reas ) ids is so selected to serve as a Selected Stalking Horse Bid Horse Stalking Selected a asserve to selected so isids ment, ment, n i cnutto wt te iaca Advisor Financial the with consultation in and .
onable business judgment business onable settle the terms of a definitive agreement definitive a of terms the settle
Monitor 15 n codne with accordance in n osn o te oio and Monitor the of consent on Competing Bid Competing Qualified
Deadline herein, PHASE 2 PHASE ders
in accordance with the criteria set out in paragraph inparagraph out set criteria the with accordance in - , and after assessing whether such Q such whether assessing after and ,
8 my eetoe r more or one select may , and ,
may - 41 by the by in
”). Bids specified herein specified Bids nil dio ad the and Advisor ancial , the Financial Advisor will provide each each provide will Advisor Financial the ,
wt te osn o te oio and Monitor the of consent the with ,
be invited be der Applicants Applicants . Paragraphs .
”). ”). paragraph
, by any person, and person, any by visor and the and visor
on consent of the Monitor, and Monitor, the of consent on
by the by in , , following consultation with with consultation following , Applicants 19 27 their Applicants
n oslain ih the with consultation in
which are applicable to to applicable are which to to a applicable, as , Stalking Horse Bid Horse Stalking b Monitor
ids 25 reasonable business business reasonable Monitor exercisi ,
in respect of such such of inrespect the on Applicants apply only in the the in only apply from information or or information
to participate to and the DIP DIP the and , will review review will , ualified LOI LOI ualified
determine , C ompeting ompeting ng
o the to .
their Any Any
in in ”) ”) in
27. 26. Qual 25. 24. 23. 22.
ified Bids ified atr st ot hri (nldn eeuin ik, o choose to risk), execution (including herein forth set factors the doubt, of avoidance the For of that however, provided, Bid Horse Stalking Selected one than more select may “ a be as Bid Horse Bid Horse Stalking a of respect in the by selected settled and negotiated agreement definitive A (b) (a) become to wishes below who forth Real applicableand/or Property: the forLease(s)set Bidder) conditions the Qualified satisfying Bid a Qualified a be submit must the to Bidder Qualified for deemed which, is Bidder, doubt, Horse Stalking of Selected avoidance a than (other Bidder Competing Any the the by determined be Property( Real and/or Lease(s) offorsales the be considered bidsto submissionof for Thedeadline BackupBidder and/or Leases applicable the for transaction if applicable, as Reimbursement, Expense an to entitled be only shall Bidder Horse Stalking ASelected (b) the (a) with consultation in and Monitor the of consent Finan on grant, may Applicants The Real the purchaseforProperty. Leases and/or pricethe offerhighest the Monitor, anyparticular
Financial Advisor and the DIP Lender“ (the andDIP Financial Advisor the cial Advisor, each Selected Stalking Horse Bidder, the followingeachthe Bidder,bid Stalking protections: Selected Advisor, Horse cial Selected Stalking Horse Bid Horse Stalking Selected may be required by the Competing Bidderthereto; beexhibitswithschedules Competing maybyallrequiredand the as agreements ancillary suchand thereto, schedules and exhibits all with together Agreeme Purchase mark blacklined a and version Word clean a by accompanied exe and authorized and Agreement Purchase of Form the duly on based acquired, be to a proposed Property Real of the and/or form Leases the for the price purchase inthe including agreement, proposal purchase binding final a is it isbyBiditreceived Deadline; Qualified the in(the “ aggregate $150,000 the maximumSaleaof aconsummate to amount Proposal opportunitypursuing the to docume of reimbursement expense an Le Break a
one or more successful bidders as Selected Stalking Horse Bidders that did not not did that Bidders Horse Stalking Selected as bidders successful more or one the ases and/or the Real Property (the “ Real (the the Property and/or ases ” hereunder and the person(s) who who person(s) the and hereunder ” “ Qualified Bids Qualified , neither of which isneither the , ofwhich
Fee not to exceed 3.0% of the negotiated purchase price of the applicable applicable the of price purchase negotiated the of exceed3.0% to not Fee plcnso h osn fte Monitor the of consent the on Applicants
Lease and/or Propert Leaseand/or Applicants on the consent of the of consent the on Applicants only nt showing amendments and modifications made thereto, thereto, made modifications and amendments showing nt
one Selected S Selected one ”) shall be shall ”) Applicants der y . - Selected Stalking Horse BidderStalking Selected Horse Expense Reimbursement Expense the certainty, greater For hereunder. ”
9 April 23 April
-
reserve the right, taking into account all other other all account into taking right, the reserve talking Horse Bid Horse talking Real Break nted and reasonable out of pocket costs in costs pocket of out reasonable and nted made the Selected Stalking Horse Bid will will Bid Horse Stalking Selected the made n when and Qualified Bid Deadline QualifiedBid
, 2015, or such later date or time as may may timeas or date suchlater or 2015, , Property with a with Property
Fee Monitor ”);and/or
n h cnet f h Monitor the of consent the on paymentof the Applicants consummate a a consummate Applicants the
il ea “ a be will may be may
o te consent the on , a
” nd Successful Bidder or or Bidder Successful ).
in consultation with with consultation in - .
a Selected Stalking Stalking Selected
up of the Form of of Form the of up selected in respect inrespect selected
”). Break
Applicants Fee
of the the of and/or and/or cuted cuted
a a a
; ;
(e) (d) (c) (l) (k) (j) (i) (h) (g) (f)
it is irrevocable until the earlier of earlier the until irrevocable is it oee fr n priua Quali particular any for lowered Process Sales Portfolio of terms Propertyproposed to equal amount an in Monitor the of order the to payable Monitor, b a by accompanied is it bybid; the the contemplated transaction ofthe closing and delivery execution, submission, to the to satisfactory reasonably substancefrom and approval and authorization form of Advisor, Financial the and Monitor the in Applicants, evidence, includes it obtainingsuchapprovals; out it closingdocumentation, definitivein the any contained to conditionto withrespect termsandofcomplete suchbid,participation; in the the participating or sponsoring be will that entity each identityof the discloses fullyit (ii) (i) things:isconditionalamong itnot other upon, bid be assumedincludesbyCompeting liabilities itBidder; of anydetailsto the the to subject be to Property Real the allocat and/or Leases the lists it to capabilities other and byits QualifiedBid; transaction financialthe andcontemplated consummate perform Bidder’s Competing the to as determination the and Advisor Financial the Lease(s), with consultation applicable the of terms with material comply to any able is Bidder Competing the which to degree or extent the and a consummate to ability of evidence or other financing, for commitment irrevocable firm, a of evidence written includes it BackupBidder inc it itsclosingthe SuccessfulBid; of until irrevocable remain will offer its Bidder, Successful the as selected is bidder (ii) and Bid, ank account specified by the Monitor), or such other form acceptable to the the to acceptable form other such or Monitor), the by specified account ank
ludes an irrevocable commitment of the Competing Bidder to serve as the the as serve to Bidder Competing the of commitment irrevocable an ludes the bidder’s board of directors (or comparable governing body) with respect respect with body) governingcomparable (or directors of board bidder’s the ie te niiae tm fae n ay niiae ipdmns for impediments anticipated any and frame time anticipated the lines ionbybasisproperty a purchaseprice on ofthe property o or Competing Bidder; diligenceoutcomedue byofthe unperformed the btainingfinancing; a definitive agreement agreement definitive a
28 days 28
inProcedures SaleaccordancewithProcess the
to be acquired to
following the Qualified Bid Deadline, provided that if such such if that provided Deadline, Bid Qualified the following deposit (the “ (the deposit 10 , , provided, however, that such amount may be raised or or raised be may amount such that however, provided,
%
of the the of -
10 executed by an Applicant Applicant an by executed
, to be held and dealt with in accordance with the the in accordancewith with be helddealt and to , id i b the by Bid fied
: - purchase price purchase
(i) the approval by the Court of a Successful Successful a of Court the by approval the (i) Deposit d efr te rpsd transaction, proposed the perform nd ”) ”)
on behalf of the Applicants the of behalf on
in the form of a wire transfer (to a (to transfer wire a of form thein
Applicants ht il lo te oio, in Monitor, the allow will that
Applicants, for the Leases and/or the Real Real the and/or Leases the for
and , to ,
; ; in make a reasonable reasonable a make
this their Real Property Property Real reasonable reasonable , in trust, trust, in ,
and an an and
29. 28.
(m) (b) (a) The herein.QualifiedBidsspecified to respect with requirements moreofthe or any one with maycompliance Advisor, waive The (n)
Applicants Applicants uies judgment business (vi) (v) (iv) (iii) (ii) (i) among account, into other things: taking Property, Real and/or Lease(s) such to respect with shall their as Bidders m the by requested consultation reasonably information other such contains it premises; the andinventorysaleat beofany available not completion untilthe (iii) in stated expressly as except therewith, assumed be acquired be to assets the regarding otherwise), or law of operation e whether whatsoever, guaranties or warranties promises, (ii bid; its be acquired to assets and/or documentsthe inv review, independent own its upon solely includes it Advisor ay
i consultation in , acknowledges that the occupancy of the premises set forth in the Leases may may Leases the in forth set premises the of occupancythe that acknowledges
, on the consent of the Monitor, the of consent the on , discretion, that are consi otherwise that discretion, Outside D Outside t in Monitor withthe the complete the in whether, to required time estimated the documentation; transaction andthe ofany terms provisions proposed any (including transaction proposed the of to landlordapprovals); regulatoryrequired and closing Bidder to conditions Qualified the the of capability financial consummat demonstrated the basis;anbloc en not on are which Proposals Sale ofacceptingincluding effect Property,the Real the and/or Leases the for value maximizes Bid Qualified the whether form be ofthe andconsideration amount , inAdvisor: Financialwiththe consultation , ; ,
with the consent of the Monitor and Monitor the of consent the with ) did not rely upon any written or oral statements, representations, representations, statements, oral or written any upon rely not did ) an acknowledgement and representation that the bidder: ( bidder: the that representation and acknowledgement an they e xcto o a eiiie agreement definitive a of execution he
with the with or the completeness of any information provided in connection connection in provided information any of completeness the or
deem appropriate and may accept revisions to Qualified Bids, in in Bids, Qualified to revisions accept may and appropriate deem ate e the proposed the transaction; e
;and and in consultation with the the with consultation in and
Monitor with the Monitor, Monitor, the with Applicants’
and the Financial Advisor, it is reasonably likely to result result it is and likelyreasonablyAdvisor, to Financial the
and the Financial Advisor. andFinancialAdvisor. the -
11
- reasonable business judgment business reasonable
determine which is the is which determine stent with these Sales Process Procedures; withtheseProcess Sales stent h prhs ad ae gemn; a agreement; sale and purchase the engage in negotiations with Qualified Qualified with negotiations in engage and liabilities to beliabilities assumed andto estigation and/or inspection of any any of inspection and/or estigation
in consultation with the Financial Financial the with consultation in ingoffered;
Monitor on or before the Targeted Targeted the before or on
proposed transaction and and transaction proposed
xpress or implied (by (by implied or xpress
most favourable most n the and , in ,
or liabilities to to liabilities or Applicants consultation consultation i ) has relied relied has )
inm F inancial inancial aking aking
in ,
bid bid nd nd
31. 30. Process Auction
Auctions on the following on Auctionsthe terms: The moreauctions“ or (the one commence The (h) (g) (f) (e) (d) (c) (b) (a)
Applicants Applicants (vii) idr n te mut n mtra trs f the of terms material and amount the and Bidder as serve to the and Advisor Financial the with consultation in and Auction t “ becomeshallSuccessfulBidthe “ the become shall time at Bid the Qualified best and highest such and Auction, the for forth set procedures Financ the with consultation in the by determined (as Bids further no are there until continue shall Auction the overbids; th and Advisor Financial the the by be must Bid Baseline the after bids subsequent its resubmit and modify will Bidder Qualified Qual a Auction, the at bid a make to (ii) (i) the a of presence the inreporter; court record the on made be shall Auction any at actions official in appear must Auction an at participate to person; wish who Bidders Qualified the financiatheir and auctioned be to Property Real and/or Lease(s) the for Bidders Qualified only e niy ih the with entity he
App
ified Bid, which resubmission shall become itsBid; newwhich Qualified become resubmissionshall ifiedBid, Applicants
such other criteria as the as criteria other such anyoverbidamounts; things, other among including, Auction, the of conduct the for procedures “ date the (the thereof the are that Advisor, Financial the the by judgment business selected Bid(s) Qualified the and , in consultation with the Financial Advisor and inAdvisor the Financialwiththe consultation , licants i cnutto wt te iaca Avsr n the and Advisor Financial the with consultation in , (as determined by the the by determined (as
the Financial Advisor Financialthe a backup bidder (the “ (the bidder backup a l and legal advisors shall be entitled to participate inparticipateAuction; legal anbe shall entitledl to and advisors
and , in , their next
their
advisors shall, at the outset announce:Auction, shall,ofany outset the advisors at -
ihs o ohrie eod best second otherwise or highest
and reasonable business judgment business reasonable Applicants
Baseline Bid Baseline e ucsfl Bid Successful
- A Monitor Monitor the of consent the on ial Advisor and the the and Advisor ial Applicants
12 uctions Applicants
determine Successful Bidder Successful Backup Bidder Backup
-
,
) by at least the amount of any applicable applicable any of amount the least at by ) in ”) on or about on or ”) ”);and , in , their mos
.
may ” (and the person(s) who made the the made who person(s) the (and ” their favourable t reasonable business judgment business reasonable Applicants higher and better and higher
in consultation with the with consultation in ”). The identity of the Backup Backup the of identity The ”).
Monitor reasonable business judgment business reasonable ”); ihrad better and higher final April28
Monitor
and in consultation with with consultation in and
Monitor ) that comply with the the with comply that ) in ,
Qualified Bid(s) as of of as Bid(s) Qualified Qualified Bid of the the of Bid Qualified ulfe Bd t the at Bid Qualified
in consultation with with consultation in , , ) 2015
shall be required required be shall their
Monitor (as determined determined (as , shall , conduct .
reasonable reasonable
Qualified Monitor shall ,
and
36. for ApprovalMotion 35. 34. 33. 32.
(i) dore dt a te prvl Motion. Approval the at date adjourned and Lender, DIP the Applicants, and the by Monitor rescheduled or Approval adjourned The be applicable. as may Bid(s), Motion Qualified and Bid(s) Successful the as to effect Bid(s), give Qualified and su Bid(s) undertake Successful to and the applicable, to respect with agreements necessary Bid(s), Qualified applicable Bid(s) Successful the “ (the Court the to apply will Applicants The and rights immediately under obligations its breaches Bidder Successful a If accordancewiththe Days r be will interest) applicable (plus Deposits Date Backup (a) of earlier the until Bidder Backup such to returned be not shall Bidder Backup any of Deposit the Bi Successful the which upon date ret be will Bidder of interest) applicable (plus Deposit non be will and transaction approved the of closing upon price purchase b whose Bidder Successful by paid interest) accrued (plus Deposit the Bid, Successful a is there If account. trust a in invested and Monitor the by retained be will Deposits highest All the offer not did that Bidders Successful as bidders purchas more or one choose to risk), execution (including herein forth set factors other all account into taking right, the Notwithstanding at anymayAuction modify procedures Advisor, time. The
Applicants of the date upon which the which upon date the of Backup Bidder Bidder Backup RealProperty Bid Successful the Bidder Successful break any Date D Business ( of earlier the until irrevocable and open Auction the of Bidder Successful conclusion the at e price for the Leases and/or the Real the forProperty. Leases and/or pricethe e
remedies at law or remedies at ”) and ( ”)
be forfeited be . If there is no Successful Bid, subject to the following paragraph, all all paragraph, following the to subject Bid, Successful no is there If . consummation of the Successful Bid and (b) the expiration of the Outside Outside the of expiration the (b) and Bid Successful the of consummation Definitive Agreements Definitive , , with the consent of consent the with
the foregoing or anything else contained herein contained else anything or foregoing the fees or other fees due to a Selected Stalking Horse Bidder who is not not is who Bidder Horse Stalking Selected a to due fees other or fees re t such to urned ay that is that ay ii Sale Process P SaleProcess . . , or or , ) the closing of the transactionSuccessfulBidderofthe closingwiththe the )
(the “ (the
for Lease(for
to the Applic the to its keep to required be shall Bidder Backup The .
or Backup Bidder Backup or or Backup Bid, as applicable, for the applicable Leases and/or and/or Leases applicable the for applicable, as Bid, Backup or id is approved at the Approval Motion will be applied to the to applied be will Motion Approval the at approved is id
60
Backup Bid Backup at and authorizing the the authorizing and
equity days after the date of the Auction ( Auction the of date the after days ch other actions as may be necessary or appropriate to to appropriate or necessary be may as actions other ch ulfe B Qualified Real Property Portfolio Sales Process Sales Portfolio Property Real d rocedures.
s) and/or Real Property not subject to an Auction an to subject not Property Real and/or s) s ihu frhr oie y n noneet f the of announcement an by notice further without the each Qualified Bidder Qualified each are . -
ants
13
Monitor approved by the Court the by approved ”) ”)
Nothing in this Real Property Portfolio Sales Sales Portfolio Property Real this in Nothing -
eturned to the bidders within five (5) (5) five within bidders the to eturned
without limiting any other any limiting without by announced be shall shall be payable upon the consummation o consummation the upon payable be shall
Approval Motion Approval idder conc , i
) 5:00 p.m. ( p.m. 5:00 )
urrently with announcement of the the of announcement with urrently and Applicants ihn five within
its Qualified Bid Qualified its in consultation with with consultation in
not selected as selected not
to enter into any and all all and any into enter to Toronto time) on the first the on time) Toronto (5) (5)
”) for an order approving order an for ”) ; provided, however, that that however, provided, ; in consultation with with consultation in separate , the ,
the “ the Business Days of the the of Days Business the
Applicants of the Applicants the of Financial Advisor Financial , its Deposit shall shall Deposit its , Outside Backup Backup Outside
-
is terminated in in terminated is refundable. The The refundable. interest bearing interest the a Backup Bid Bid Backup Successful Successful ;and Financial Financial Business Business
reserve reserve
, the the , any the the a ’ f
43. 42. 41. ofRights Reservation 40. Monitor 39. DIPCommunications Lender 38. Amendment 37. Approvals
te saue r s tews rqie a lw in law at required otherwise as or statute other in are hereof any or CCAA termsthe by requiredapprovals anyother the for, insubstitution not and to to, addition pursuant required approvals the doubt, of avoidance the For the to object approval Court Successfu ofa to landlord(s) a of ability the impair or prejudice way any in shall Process Monitor The Process Sales RealPortfolio Property and/or agreements termination the and Advisor Financial the with the Order, Process else anything Notwithstanding entry Saleafter ofProcess the of value the maximize to appropriate information and materials Monitor The Auction ofanycommencement the of progress the to anddeliveredbe to update an including conduct the to respect Court the to updates periodic willprovide Monitor The will and Process Sales Portfolio Property Real the w inLender informationDIP connection the provideto throughout Lender consult DIP and communicate the will with Advisor Financial the and Monitor the Applicants, The time. ti the from Process Sales Portfolio Otherwise, Property Real the modify to Advisor, Financial the List. Service the discretion, to Sales notice Portfolio Property on Real modification the to modification the materialby Process proposed any is there If Backup
Updates
Applicants
Applicants
, may , Bid
n the and
with the consent of consent the with
or Qualifiedasapplicable Bid, or reject any or allany bids. or reject , after consultation with the with consultation after , in , Applicants Financial Advisor, Advisor, Financial Applicants their
, including site visits, that visits, site including , esnbe uies judgment business reasonable the ,
l Bid. , in , Order
the OTHER TERMS OTHER and at the conclusion the Auction ofat anyand withdraw contained Applicants their
Monitor and Monitor .
. m Monitor
- Process Sales Portfolio Property Real
ay provide Interested Bidders with any diligence diligence any with Bidders Interested provide ay reasonable business judgment business reasonable 14
Court Court . - any
herein, at any time after entry of the Sale Sale the of entry after time any at herein,
Financial Advisor Financial il ek or approval Court seek will may , Lease(s) and/or Real Property from this this from Property Real and/or Lease(s)
el rpry otoi Sls Process Sales Portfolio Property Real the DIP Lender DIP the at the conclusion of Phase 1, 1, Phase of conclusion the at
re t ipeet Scesu Bid Successful a implement to order
from time to time time to time from the ithcommunications. such on notice to the Service List List Servicethe to notice on Applicants
and in consultation with the the with consultation in and
and on the consent of the the of consent the on and
and in consultation with with consultation in and Applicants
. deem
and in consultation consultation in and f uh mater such of ne int enter
necessary and and necessary
at any time time any at prior to the the to prior retain the the retain
Lease o me to to me with with ial , , , ,
47. Date Outside 46. LandlordCommunications 45. 44.
Qualified Bidder, other than other Bidder, Qualified Applicants the between legal relationship other or contractual any This asrequired or Court. bythe herein forth set specifically requirements notice anyother to subject satisfactory, deemed shallApplicants http://www.alvarezandmarsal.com/targetcanada at site web public Monitor’s the the appropriate, otherwise or required is locations T respect ofsuchrespect Lease C applicab request written bythe receipt upon Date, Outside beforethe or on Court bythe approved a definitive a If their with connection in appropriate, asin interestsProcess.Sales RealrespectivePortfolio the Property time, to time from Leases the under landlords The anditshereunder. dutiespower ofdischarge to respect the directions with Process Sales Portfolio Property tha agreement definitive o the extent any notice of changes to these procedures or related dates, time, or or time, dates, related or procedures these to changes of notice any extent the o ut uls ohrie ged ih h rlvn landlord, relevant the with agreed otherwise unless ourt, Real Property Portfolio Sales Process Sales Portfolio Property Real Appl
e stay le cns the icants, ofa inrespect greement
y h lnlr o sc Leas such of landlord the by of proceedings, the the proceedings, of forthwith serve such notices on the Service List, List, Service the on notices such serve forthwith .
Monitor and the Financial Advisor will communicate with the the with communicate will Advisor Financial the and Monitor t may be may t
, with respect to the Applicants, Applicants, the to respect with , , the Monitor may apply to the Court for advice and and advice for Court the to apply may Monitor the , executed by executed Applicants -
15 transaction relating to a given Lease has not been not has Lease given a to relating transaction
- does not, and will not be interpreted to, create to, interpreted be not willand not, does
an e
o have to shall thereafter forthwith apply to the the to apply forthwith thereafter shall Applicant. At any time during the the during time any At Applicant. Monitor Monitor such may publish such notices on on notices such publish may for advice and directions directions and advice for as specifically set forth in a a in forth set specifically as
L ae re ease and such notice shall be be shall notice suchand or the Monitor Monitor the or leased from any any from leased
Applicants of a a of Applicants and any any and and Real Real the the in in Draft & Privileged Canada LP Target Property Canada LPTarget Mobile CanadaFranchising LP Target Pharmacy Canada LLCTarget Property Canada Corp. Target Pharmacy(SK) Canada Target PharmacyCorp. Corp. Canada Target Pharmacy(Ontario) Canada Corp. Target Pharmacy(BC) CanadaCo. GP Target Mobile Canada Target Health Canada Target Co. Applicants
Co.
SCHEDULE “A” SCHEDULE
To copyWitha to: Monitor:the To copyWitha to: Company: the To
the FinancialAdvisorthe Email: Attn: L4W0C3 Mississauga,ON Drive Explorer 5570 Canada Target Co. Attn: Attn: NY York, New RockefellerPlaza30 LLC.& Co. LazardFreres Email: Attn: Toronto, Suite3400 Bay 333 Street, B LLPGoodmans Email: Attn: ON M5J2J1 Toronto 22 Box PO Suite2900 SouthTower, Royal, Plaza Bank et alCanadaappointed Monitor ofCourt Target Co. &MarsalCanadaAlvarezInc., Email: Attn: Toronto Box 50 P.O. 6200, Suite FirstCanadian1 Place West King100 Street Hoskin &Osler, Harcourt ay AdelaideayCentre
,
O ON
ntario
M5X 1B8M5X Tim Pohl &SummersTimPhillip Pohl [email protected] Ja [email protected] McIntosh andKosturos BillDoug [email protected] McKean Sandler&Tracy Heather [email protected] AltAaron
10112
yKen and Carfagnini : M5H 2S7 M5H
LLP
SCHEDULE “B” SCHEDULE
&
hmckean@osler.
Herlin
&
& [email protected] com
to copy a With DIP the Lender To the Broker:To
Email: Attn: OntarioM3B1Y4 Toronto, Mills York 864 Atlantic Inc.Canada, Northwest Email: Email: Attn: 55402 MN Minneapolis, SouthSeventhStreet 90 Center Wells2200 Fargo FaegreDanielsLLP Baker Email: Attn: 55403 MN Minneapolis, Mall Nicollet 1000 Corporation Target
:
:
[email protected] dennis.ryan@faegreb Ryan M. Dennis [email protected] CoreyHaaland [email protected] TimSanderson Road
d.com
2
-
Leases
ID # ID 3630 3628 3624 3623 3617 3616 3615 3614 3613 3610 3609 360 3595 3592 3591 3590 3586 3577 3576 3575 3574 3572 3566 3565 3564 3561 3560 3559 3557 3552 3550 3548 3547 3538 3534 3533 3530 3526 3524 3522 3519 3516 3512 3511 3510 3509 3508 3507 3505
8
1899 Algonquin 1899 Avenue MeadowlandsShopping Centre BowerPlace Bramalea City Centre SurreyPlace/Central City CoquitlamCentre Tamarack Mall MedicineHat Mall CarrefourLe Rimouski TerrariumShopping Centre CentrepointMall CambridgeCentre CarrefourAngrignon Rivieres Les Shopping Centre CataraquiTown Centre CarrefourDeL'Estrie Haney MallPlace AtThe Mall LawsonHeights CarrefourSt CottonwoodMall MallPrairie MallMilton Shopping Centre NorthwestCentre Upper CanadaMall Sherwood MallPark KingswayGarden Mall LindsaySquare Mall PointsFive Mall ScottsdaleMall Westdale Mall UptownCentre Hillside Mall Galeries Les Gatineau LawnForest Shopping Centre LansdowneCentre Thames Sydney ShoppingCentre LawrenceSquare QueenstonPlace CountyFair Mall SouthHamilton Square CarrefourRichelieu Driftwood Mall HazeldeanMall Westm NanaimoNorth Town Centre DiscoveryHarbour Shopping Centre IntercityShopping Centre BayshoreMall ountShopping Centre - Lea Plaza
-
Georges
Description
SCHEDULE “C” SCHEDULE
Chatham Sydney Toronto Hamilton SmithsFalls Hamilton St Courtenay Kanata London Nanaimo RiverCampbell ThunderBay Ottawa NorthBay Ottawa Deer Red Brampton Surrey Coqui Cranbrook MedicineHat Rimouski Pointe Toronto Cambridge Montreal Trois Kingston Sherbrooke RidgeMaple Saskatoon Saint Chilliwack Grande Prairie Milton Moncton Newmarket Edmonton( Edmonton Lindsay Oshawa Delta Mississauga Fredericton V Gatineau Calgary Richmond ictoria - Jean - -
Georges tlam Rivieres
-
-
Claire -
sur
Gatineau
-
Kent
-
Richelieu
Sherwood Park)
City
ON NS ON ON ON ON QC BC ON ON BC BC ON ON ON ON AB ON BC BC BC AB QC QC ON ON QC QC ON QC BC SK QC BC AB ON NB ON AB AB ON ON BC ON NB BC QC AB BC
Province
Draft & Privileged
3731 3730 3729 3728 3725 3719 3718 3717 3715 3714 3713 3711 3710 3709 3708 3707 3706 3705 3704 37 3699 3698 3697 3696 3695 3694 3693 3690 3688 3682 3677 3672 3671 3670 3669 3668 3667 3666 3665 3663 3658 3657 3655 3652 3650 3648 3647 3646 3645 3644 3642 3639 3637 3636 3634 02
Bedford Place CentrePen ShoppersDanforthWorld NorthgateMall GaleriesChagnon Pine Centre Galeries Les Joliette AtMetropolis Metrotown CloverdaleMall MallMarket SunridgeMall Oakridge Centre DoonBonnie Les PromenadesSaint DevonshireMall WoodbineCentre MasonvillePlace VersaillesPlace Shopping Centre AlexisPlace Nihon LongueuilPlace MallStratford OrchardPark Plaza MacMic Mall Galeries Les DeLa Capitale CentreMega Autoroute 13 AlbertSt. Centre CarrefourSt WillowbrookShopping Centre VillageGreen Mall SouthdaleCentre Sudbury Supermall ConestogaMall Meadowland Power Centre Hopedale Mall SheridanMall ShoppersWorld Brampton BridlewoodMall Hillcrest Mall SquareOrillia PickeringTown Centre St.RioCan Laurent CarrefourDuNord McAllister Place LakeBayers Power Centre Corner Brook West EdmontonMall GaleriesD'Anjou ErinMills Town Centre Seaway Mall Kildonan ShoppingPlace Centre Laurentian CentrePower DurhamCentre CharlottetownMall Sq Place Portabello uareOne
- E
ustache
-
Bruno
-
2
Mississauga Brampton Scarborough RichmondHill Orillia Pickering O Saint JohnSaint Halifax Corner Brook Edmonton Montreal Mississauga Welland Winnipeg Kitchener Ajax Charlottetown Mississauga Brossard - Bedford CatharinesSt. Toronto Regina Levis PrinceGeorge Jo Burnaby Toronto Calgary Calgary Vancouver Edmonton Sai Windsor Toronto London Montreal Westmount Longueuil Stratford Kelowna Halifax QuebecCity Laval Albert St. Saint Langley Vernon Winnipeg Sudbury Waterloo Hamilton Oa
ttawa liette nt kville
- - -
Jerome Bruno Eustache
-
de
- Montarville
ON ON ON ON ON ON ON QC NB NS NL AB QC ON ON MB ON ON PE ON QC NS ON ON SK QC BC QC BC ON AB AB BC AB QC ON ON ON QC QC QC ON BC NS QC QC AB QC BC BC MB ON ON ON ON
Draft & Privileged
7418 7417 7416 7415 7414 7413 7412 7411 7410 7409 7408 7407 7406 7405 7404 7403 7330 7329 7328 7327 7326 7325 7008 7002 7001 700 3773 3772 3770 3769 3768 3767 3766 3765 3764 3763 3762 3761 3760 3759 3757 3755 3754 3753 3751 3749 3747 3746 3744 3743 3742 3739 3738 3737 3732 0
Office spaceOffice spaceOffice spaceOffice spaceOffice spaceOffice spaceOffice spaceOffice spaceOffice spaceOffice spaceOffice Distribution Facility Distribution Facility Warehousespace Warehousespace Warehousespace Warehousespace YorkStreet Stockyards NiagaraRioCan Falls LavalCentre Trinity Common Chinook Centre Woods Mill Town Centre VertuPlace EglintonWardenand TauntonRoad Power Centre Cent Faubourg Boisbriand D'OrleansPlace ShoppersMall FlamboroughPower Centre Millcroft Centre TillicumMall StoneRoadMall ClaringtonTown Centre LaurierPlace HillSignal Centre MallCentre OfGates Fergus ShoppingAurora Centre GrantPark BillingsBridge Plaza Sahali CentreMall Place DeLysFleur East YorkTown Centre AbbotsfordCentrePower BurlingtonMall Sho CabotSquare ppesAtShawnessy re Atre Circle& Eighth
-
3
Ottawa Brandon Hamilton Burlington Victoria Guelph Clarington QuebecCity Calgary Hamilton Wellington Aurora Winnipeg Ott Kamloops QuebecCity Toronto Abbotsford Burlington Calgary John'sSt - Dartmouth Ottawa QuebecCity Montreal Winnipeg Calga Edmonton Burnaby Burlington Oshawa Calgary Hamilton B Montreal Calgary Mississauga Toronto Toronto NiagaraFalls Laval Brampton Calgary Edmonton LaurentSt Toronto Whitby Saskatoon Boisbriand
urnaby awa
ry
ON MB ON ON BC ON ON QC AB ON ON ON MB ON BC QC ON BC ON AB NL NS ON QC QC MB AB AB BC ON ON AB ON BC QC AB ON ON ON ON QC ON AB AB QC ON ON SK QC
Draft & Privileged
7419 7402 7401 7400 9731 9730
Office spaceOffice spaceOffice
-
4
Mississa Mississauga -
uga
ON ON
Draft & Privileged RealProperty
ID # ID 7302 7301 7300 7012 7006 7004
Distri Distribution Facility Distribution Facility Polo Park Candiac Power Centre PlacePark bution Facility
Description
SCHEDULE “D” SCHEDULE -
5
-
Cornwall Calgary Milton Winnipeg Candiac Barrie
City
ON AB ON MB QC ON
Province