representative work

Cassels Represents A. Farber & Partners Inc., the Receiver of Mill Street & Co Inc., in the Sale of Shares of GNI Management Group Inc. to an affiliate of Ironbridge Equity Partners

09/01/2020

On May 12, 2020, Mill Street & Co. Inc. (“Mill Street”), an Ontario-based privately-owned investment company, was placed in receivership on application by Crown Capital Private Credit Fund, by its general partner, Crown Capital Private Credit Management Inc. by Order of the Ontario Superior Court of Justice (Commercial List) (the “Court”), as amended. A. Farber & Partners Inc. (“Farber”) was appointed as receiver of all of the assets, undertakings and properties of Mill Street.

Mill Street, through its wholly owned subsidiary 2534898 Ontario Inc. (“253”) owned all of the issued and outstanding shares in the capital of GNI Management Group Inc. (“GNI Management”). Based in Ontario, GNI Management is a leading provider of insulation services in the residential, commercial, industrial and agricultural sectors.

On August 31, 2020, the Court granted an order (the “Order”) which, among other things, approved a transaction pursuant to which Mill Street and 253 would amalgamate and then sell all of the issued and outstanding shares in the capital of GNI Management to 2771182 Ontario Inc., an affiliate of Ironbridge Equity Partners (“Ironbridge”). Ironbridge is a private equity fund that focusses on investments in the lower-middle market in Canada.

On September 1, 2020 the transaction contemplated by the Order closed.

Cassels acted for Farber, as receiver of Mill Street, with a team that included Shayne Kukulowicz, Monique Sassi and Sophie Moher (Restructuring & Insolvency), Mickey Lungu, Chad Podolsky and Lindsay Dykstra (Business & M&A), Ted Frankel (Litigation), and Carla Potter (Banking & Specialty Finance).