SEP _ B 2013 JUDICIAL CENTRE Clerk's stamp:

SEP _ B 2013
Clerk's stamp:
JUDICIAL CENTRE
OF CALGARY
Court File Number
1301-04364
Court
COURT OF QUEEN'S BENCH OF ALBERTA
Judicial Centre
CALGARY
Applicants
IN THE MATTER OF THE COMPANIES'CREDITORS
ARRANGEMENT ACT, R.S.C. 1985, c. C-36, AS AMENDED
AND IN THE MATTER OF POSEIDON CONCEPTS CORP.,
POSEIDON CONCEPTS LTD.,POSEIDON CONCEPTS LIMITED
PARTNERSHIP AND POSEIDON CONCEPTS INC.
Document
THIRTEENTH REPORT TO THE COURT SUBMITTED BY
PRICEWATERHOUSECOOPERS INC. IN ITS
CAPACITY AS MONITOR
DATED September 6, 2013
Address for Service and Contact
Information of Party Filing this
Document:
13ennett Jones LLP
4500 Bankers Hall East
855 - 2nd Street SW
Calgary, AB T2P 4K7
Phone: 403-298-3317
Fax: 403-265-7219
lenzkPbennettjones.com
Attention: Kenneth T. Lenz
pwc
POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
TABLE OF CONTENTS
1.
INTRODUCTION
2.
COMPLETION OF THE SALE OF EDSON REAL PROPERTY TO DACAM HOLDINGS
LTD.
2
3.
CASH FLOW FOR THE PERIOD APRIL 9 TO SEPTEMBER 1, 2013
2
4.
STATUS OF POST-CLOSING ADJUSTMENT DISCUSSIONS
3
5.
STATUS OF THE U.S. CLAIMS PROCESS
4
6.
MONITOR'S REQUEST FOR APPROVAL OF A CANADIAN POSSESSORY LIEN
CLAIMS PROCESS
5
7.
STATUS OF POTENTIAL PRIORITY CHARGES RANKING AHEAD OF THE LENDING
SYNDICATE'S SECURITY FOR A SECOND INTERIM DISTRIBUTION
7
8.
PROPOSED INTERIM DISTRIBUTION FROM ROCKWATER SALES PROCEEDS
10
9.
PROPOSED INTERIM DISTRIBUTION FROM CASH ON HAND
11
10. EXTENSION OF THE STAY
12
11. EXPANSION OF THE POWERS OF THE MONITOR
13
12.
CONCLUSION
15
APPENDICES
A.
Forecast to Actual Variance Report for the 21 week period ended September 1, 2013
B.
Preliminary U.S. Claims Process Claims Registry
C.
Proposed Canadian Possessory Lien Claims Process Procedure Order
D.
Proposed Canadian Possessory Lien Claims Creditor Package
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
i.
INTRODUCTION
1.1
On April 9, 2013, on the application of Poseidon Concepts Corp.("PCC"),Poseidon
Concepts Ltd.("PCL"), Poseidon Concepts Limited Partnership ("PCLP")and Poseidon
Concepts Inc.("PCI")(collectively referred to as "Poseidon" or the "Company"), the Court
of Queen's Bench of Alberta (the "Canadian Court") made an order (the "Initial Order")
granting Poseidon protection from its creditors pursuant to the Companies'Creditors
Arrangement Act(the "CCAA"). Under the Initial Order, PricewaterhouseCoopers Inc.
("PwC") was appointed monitor of the Company (the "Monitor").
1,2
Subsequently, a recognition order was granted by the U.S. Bankruptcy Court (the "U.S.
Court") under Chapter 15 of the U.S. Bankruptcy Code recognizing Canada as the foreign
main proceeding.
1.3
Pursuant to the Initial Order, among other things, all creditors were stayed from
commencing or continuing any proceedings against Poseidon until May 9, 2013.
1.4
Subsequent orders were granted by the Court extending the stay of proceedings to
September 12, 2013.
1.5
The Monitor has filed ten reports to date and issued two unfiled confidential reports (the
Sixth and Eleventh Reports). Copies of the filed reports are available from the Monitor's
website, www.pwc.comjcar-poseidon. All prescribed materials filed by Poseidon and the
Monitor relating to this CCAA proceeding are available to creditors and other interested
parties in electronic format on the Monitor's website. The Monitor will make regular
updates to the website to ensure creditors and interested parties are kept current and to
add prescribed materials as required.
1.6
This is the Monitor's Thirteenth Report to the Court. The purpose of this report is to
advise the Court on the following:
1.6.1
The completion of the sale of the Edson property;
1,6,2
The Company's actual cash flow for the period April 9 to September 1, 2013;
1.6.3
The status of the post-closing sale adjustment negotiations between Rockwater
Energy Solutions Inc.("Rockwater") and the Company;
1
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
1.7
2.
3.
1.6.4
The status of the claims process initiated in the U.S.;
1.6.5
The Monitor's request for approval of a Possessory Lien Claims Process for
Canadian creditors of Poseidon;
1.6.6
The Monitor's request for approval of a second interim distribution to the
Lending Syndicate;
1.6.7
The Monitor's view on the application for an extension of the Stay of Proceedings
to January 31, 2014; and,
1.6.8
The Monitor's request for the proposed expansion of the Monitor's powers.
Unless otherwise stated, all monetary amounts noted herein are expressed in Canadian
dollars. Capitalized terms not otherwise defined herein are as defined in the Company's
application materials, including the Cassidy Affidavit and the Monitor's reports filed to
date.
COMPLETION OF THE SALE OF EDSON REAL PROPERTY TO
DACAM HOLDINGS LTD.
2.1
On August 16, 2013, the Court approved the sale of the Company's real property located
in Edson, Alberta, to Dacam Holdings Ltd.("Dacam")for $870,000.
2.2
The Monitor confirms that the sale to Dacam closed on August 23, 2013 and proceeds
totaling $876,994.92 (inclusive of a property tax adjustment) were remitted to, and are
currently being held by the Monitor's counsel.
CASH FLOW FOR THE PERIOD APRIL 9 TO SEPTEMBER 1, 2013
3,1
The Company's actual cash flow for the period of April 9 to September 1, 2013 compared
to the combined 21 week cash flow forecast are attached as Appendix A to this report.
2
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6,2013
3.2
4.
The actual net cash flow for the period from April 9 to September 1, 2013 was $3.5
million, $4.9 million better than forecast. The Monitor's comments on the principal
reasons for the variance are as follows:
3.2.1
Accounts receivable collections were $12.9 million higher than forecast,
principally due to customer payment slow-downs and offsets not occurring to the
extent expected. The Monitor views this favourable variance as a permanent
difference;
3.2.2
Asset sale proceeds were $o.8 million higher than forecast, primarily due to the
proceeds realized on the sale of the Edson property. The Monitor views this
favourable variance as a permanent difference;
3.2.3
Operating disbursements were $2.4 million lower than forecast, due to lower
than expected tank related expenses and reduced general and administrative
disbursements. The Monitor views this favourable variance as a permanent
difference;
3.2.4
Actual disbursements for CCAA restructuring costs, including employee retention
plan payments, were $6.3 million, which was $2.0 million lower than forecast.
The Monitor views these favourable variances as primarily due to timing
differences and are anticipated to reverse in the coming weeks; and,
3.2.5
The Company repaid the entire outstanding balance of the Century Interim
Financing Facility on June 20, 2013.
STATUS OF POST-CLOSING ADJUSTMENT DISCUSSIONS
4.1
As described Section 2 of the Monitor's Tenth Report dated August 9, 2013, on July 24,
2013 Rockwater provided Poseidon with a Draft Statement of Adjustments("DSA")
Rockwater proposed to make to the Adjusted Purchase Price.
4.2
Poseidon disputed a significant portion of Rockwater's proposed adjustments and both
parties commenced with negotiations to resolve this dispute.
4.3
The Monitor understands that the parties have now resolved their dispute in principal,
which if certain outstanding matters are satisfactorily resolved, would see a net decrease
3
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6,2013
in the purchase price of $2,060,189 (or 4.37% of the Adjusted Purchase Price), after
consideration of the 5% cap contemplated in paragraph 4.1(d) of the Asset Purchase
Agreement.
5.
4.4
As such, it is expected that the revised Adjustment Purchase Price is now $45,109,096
(the "Revised Adjusted Purchase Price"), calculated as the Adjusted Purchase Price of
$47,169,285 less $2,060,189.
4.5
After consideration of the issues raised, and providing the outstanding matters are
resolved satisfactorily, the Lending Syndicate has advised that it is supportive of the
proposed settlement.
4.6
The Monitor is of the view that the proposed settlement is reasonable, allows for the sale
of the assets to Rockwater to conclude immediately and avoids a potential costly litigation
of the matter should the settlement not be approved. Accordingly,the Monitor
recommends that the Court approve the proposed purchase price adjustment of
$2,060,189, subject to resolution of the outstanding matters.
STATUS OF THE U.S. CLAIMS PROCESS
5.1
On June 27, 2013, the Monitor applied to the U.S. Court for a claims process for U.S.
creditors of the Company(the "U.S. Claims Process") and the U.S. Court granted an order
setting a bar date for the filing of proofs of claim of August 22, 2013(the "Claims Bar
Date").
5.2
Set out below is a summary of the 67 claims filed with the U.S. Bankruptcy Court as at the
Claims Bar Date.
Total Claims
Filed $
1,942,135.18
48,299,519.33
3,898,929.43
75,000,001.00
48,848.79
129,189,433.73
Type of Creditor
Possessory lien claimants
Secured
Unsecured
Contingent/Unliquidated
Late Filing
Total
4
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Number of
Claimants
9
1
41
12
4
67
POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6,2013
6.
5.3
The Monitor will be reviewing the claims filed by U.S. creditors to determine which
claims are valid and would rank in priority to the secured claim of the Lending Syndicate
(i.e. possessory liens). Attached as Appendix B is a preliminary U.S. Claims Process
Claims Registry prepared by the Monitor.
5.4
The Monitor is seeking the Canadian Court's approval of a similar claims process for
Canadian creditors as it pertains to creditors who may have claims ranking in priority to
the secured claim of the Lending Syndicate (i.e. possessory liens).
5.5
Notwithstanding this claims process, the Monitor does not currently anticipate there will
be any dividend to any of Poseidon's unsecured creditors.
MONITOR'S REQUEST FOR APPROVAL OF A CANADIAN
POSSESSORY LIEN CLAIMS PROCESS
6.1
The Monitor understands that in addition to U.S. creditors, a number of suppliers
operating in Canada may be claiming a possessory lien against certain assets of the
Company for pre-filing amounts due to them.
6.2
Pursuant to the Sale Approval and Vesting Qrder granted on June 6, 2013, on the closing
of the sale, all of Poseidon's right title and interest in and to the purchased assets vested
in the name of Rockwater free and clear of and from all security interests, claims, liens
and other encumbrances; however, the proceeds from the Rockwater Transaction are
held in trust by the Monitor and all claims as against the assets sold attach to the related
net proceeds with the same validity, priority and in the same amounts that were or may
have been available immediately prior to the closing of the Rockwater Transaction.
6.3
The Monitor understands that a significant majority of the assets sold to Rockwater that
may be subject to possessory liens have been released by these potential lien claimants to
Rockwater; however, the potential lien claimants still maintain a lien on the proceeds
obtained from the sale of the assets formerly in the respective lienholders' possession.
6.4
If any of these possessory liens are found to be valid, they may have a priority claim as
against the sales proceeds, ranking ahead of the Lending Syndicate's interest in same.
5
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
Proposed Claims Process
6.5
The Monitor is seeking the Court's approval for a call for Canadian claims (the
"Possessory Lien Claims Process")to identify any obligations and liabilities which may
have been incurred by the Company in Canada, that are subject to claims by creditors
who were in possession of Poseidon assets and claimed a possessory lien at the time of
the closing of the sale to Rockwater.
6.6
In the draft Canadian Possessory Lien Claims Process Procedure Order attached as
Appendix C,the Canadian Possessory Lien Claims Process will contemplate the following
steps:
6.6.1
A call for Possessory Lien Claims with a claims bar date of 5:00 P.M. MST on
October 17, 2013(the "Claims Bar Date");
6.6.2
The dispatch by the Monitor of a claims package to specified parties, including all
known Canadian creditors, and those parties included on the service list in these
proceedings on or before September 17, 2013. Attached as Appendix D is the
proposed claims package which clearly states that this claims process only relates
to creditors who consider they have possessory lien claims;
6.6.3
Posting of the notice and claims package on the Monitor's website;
6.6.4
The publication by the Monitor of a public notice of the Claims Process in the
Calgary Herald and Edmonton Journal,for a period of 2 business days prior to
September 20, 2013;
6.6.5
Any person claiming a possessory lien who has not submitted a Proof of Claim to
the Monitor by the Claims Bar Date or such later date as this Court may order,
will be forever barred from making a claim;
6.6.6
A review by the Monitor of each proof of claim received by the Claims Bar Date
for purposes of accepting, revising, or disallowing the amount claimed in each
proof of claim by and providing notice of such acceptance, revision or
disallowance to the relevant claimant by no later than November 6, 2013;
6
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
6,6,7
Claimants will be provided with an opportunity to dispute any revision or
disallowance of their claim by the Monitor by providing the Monitor with notice
of such dispute within 10 business days of receipt of any notice by the Monitor of
revision or disallowance;
6.6.8
After consulting with such persons as the Monitor may consider appropriate, the
Monitor will file and serve an application by no later than December 5, 2013 for a
determination of all unresolved, disputed possessory lien claims.
6.6.9
Set out below is a summary of the proposed timeline for the claims process.
Mailing of Creditor Packages
Newpaper Publication
Claims Bar Date
Notice of Acceptance, Revision or Disallowance
Creditor dispute of Revision or Disallowance
File and serve Court application to resolve any disputes
7.
STATUS OF POTENTIAL PRIORITY CHARGES RANKING AHEAD OF
THE LENDING SYNDICATE'S SECURITY FOR A SECOND INTERIM
DISTRIBUTION
7.1
On July 3, 2013, the Canadian Court approved an order authorizing an interim
distribution of the sales proceeds to be made the Lending Syndicate totaling $31.4
million.
7.2
On July 26, 2013, the U.S. Court granted an order authorizing the interim distribution.
7.3
On July 30, 2013, an interim distribution of $31.4 million was made to the agent of the
Lending Syndicate, comprised of $4 million from cash on hand held by Poseidon and
$27.4 million from a portion of the Rockwater sales proceeds held in trust by the
Monitor's legal counsel.
7
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September 17, 2013
September 18/19, 2013
October 17, 2013
November 6, 2013
November 20,2013
December 5,2013
POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
7.4
The Lending Syndicate has requested that a second interim distribution be made as soon
as possible, to be applied against Poseidon's remaining outstanding indebtedness to the
Lending Syndicate of approximately $47.8 millions.
7.5
The Monitor notes that there are two sources offunds from which a second interim
distribution can be made from— these are summarized below and expanded on in the next
section of this report:
7.5.1
Net proceeds from the sale of assets to Rockwater — currently held by the
Monitor's counsel; and,
7.5.2
Net cash on hand from operations — held by the Company in several of its bank
accounts.
7.6
The Monitor has prepared an analysis which contemplates the various potential priority
claims that may rank ahead of the Lending Syndicate's security in order to determine an
amount that could be paid to the Lending Syndicate in the form of a second interim
distribution. In addition, the Monitor has provided for a number of provisions to be held
back from the proceeds. These priority claims and provisions are discussed in further
detail below.
7.7
In determining an appropriate second interim distribution to the Lending Syndicate, the
Monitor has taken reasonable steps to ensure that sufficient funds are reserved to satisfy
all claims that may rank in priority to the Lending Syndicate.
CCAA Court Ordered Priority Charges
7.8
The Initial Order authorized a number of charges (the "CCAA Charges") against the
property of the Company. The validity and priority of the CCAA Charges is set out at
paragraph 43 of the Initial Order as follows in descending priority (all as defined in the
Initial Order):
7.8.1
Administration Charge (to the maximum amount of $1,000,000);
7.8.2
Directors' Charge (to a maximum amount of $1,000,000); and,
I Calculated as $79.2 million at the outset of the CCAA proceedings less the First Interim Distribution of $31.4 million
8
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
7.8.3
7.9
7.10
Interim Lender's Charge.
The Monitor is of the view that it is highly unlikely that claims under these charges will be
made, as:
7.9.1
All professional accounts have or will be paid up-to-date and sufficient funding is
available to fund all future anticipated amounts (Administration Charge);
7.9.2
All post-filing wages, payroll taxes and sales taxes have been paid in the normal
course and there are no amounts overdue (Directors' Charge);
7.9.3
Payments in respect of the New Key Employee Retention Plan ("New KERP")
have been made to former employees or have been provided for below in respect
of the New KERP (Directors' Charge); and,
7.9.4
The Interim Financing was repaid in full on June 20, 2013(Interim Lender's
Charge).
Although these Court ordered charges are unlikely to be utilized, the Monitor has
provided for them (with the exception of the Interim Lender's Charge)in calculating the
proposed interim distribution from cash on hand.
Possessory Liens
7.11
A number of suppliers who were in possession of certain tanks, heaters and miscellaneous
inventory and released these assets pursuant to the Sale Approval and Vesting Order, may
potentially have a possessory lien claim for pre-filing amounts due.
7.12
As discussed above, the U.S. Claims Process identified approximately nine potential
possessory lien claimants who filed claims totalling $1,942,135.
7.13
The Monitor has proposed and is seeking authorization to commence with a Canadian
Possessory Lien Claims Process to identify those potential Canadian possessory lien
claimants who may have claims ranking ahead of the Lending Syndicate.
9
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6,2013
8.
7.14
Based on the Monitor's review of the Company's books and records, Canadian possessory
lien claimants could number between three to five suppliers and total approximately
$500,000.
7.15
For purposes of making a second interim distribution, the Monitor has reserved the full
amount of the U.S. possessory lien claims filed and 300% of the potential Canadian
possessory lienable amounts as per the Company's books and records.
PROPOSED INTERIM DISTRIBUTION FROM ROCKWATER SALES
PROCEEDS
8.1
As set out in the table below, the Monitor proposes to make an interim distribution from
the Rockwater sales proceeds (held by the Monitor) of $15.134 million of the Proposed
Adjusted Purchase Price (the "2nd Interim Distribution"), subject to approval of this
Court.
8.2
For interim distribution purposes, the Monitor has estimated the claims which may be
made against the assets of the Company ranking ahead of the security of the Lending
Syndicate. To summarize,the Monitor proposes the following:
8.3
8.2.1
To pay $2.06 million to Rockwater representing the proposed purchase price
adjustment discussed in Section 4 above;
8.2.2
To withhold approximately $1.9 million of the Proposed Adjusted Purchase Price
as a provision for possessory lien claims filed in the U.S. Claim Process as at the
U.S. Claims Bar Date; and,
8.2.3
To withhold $1.5 million of the Proposed Adjusted Purchase Price as a provision
of 300% of the potential Canadian possessory lien claimants.
Set out below is the calculation of the amount currently available for distribution:
10
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
$('000)
Original Adjusted Purchase Price, held in trust
Less: Proposed purchase price adjustment(1)
Proposed Adjusted Purchase Price - Final
Add: Proceeds from sale of Edson property
Total sales proceeds
Less: ist Interim Distribution to Syndicate
(27,403)
Less: Provison for U.S. Possesory Lien Claims Filed
(1,942)
Less: Provision for Potential Canadian Possessory Lien Claims(2)
(1,500)
Available for Interim Distribution
47,169
(2,060)
45,109
870
45,979
(30,845)
15,134
(l) payable to Rockwater from 20%holdback
(2)calculated as 300%o ftotal estimated claims
8.4
9•
The Monitor is of the view that $15.134 million is an appropriate amount for the 2nd
Interim Distribution having regard to the total amounts which need to be reserved for
potential possessory liens, and other payments secured against the Sales Proceeds.
PROPOSED INTERIM DISTRIBUTION FROM CASH ON HAND
9.1
As noted above, the Lending Syndicate has also requested a further interim distribution
from the cash on hand currently held in the Company's bank accounts (the "2nd Cash
Interim Distribution").
9.2
The Monitor advises that the Company had a net cash balance on hand of approximately
$3.48 million as at August 26, 2013. For purposes of calculating the 2nd Cash Interim
Distribution, the Monitor proposes the following:
9.2.1
To withhold $386,000 of the cash on hand as a provision for the payment of the
balance of the incentive pool payments due to the employees and TWM;
9.2.2
To withhold $500,000 of the cash on hand for the remaining operating and
administrative costs, professional fees and as a general provision;
9.2.3
To withhold $229,000 as a provision for the balance of the Transaction Fee
payable to EYO;
9.2.4
To withhold $1 million of the cash on hand as a provision for the Administration
Charge; and,
11
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6,2013
9.2.5
9.3
To withhold $1 million of the cash on hand as a provision for the Directors'
Charge.
Set out below is a calculation of the amount currently available for distribution:
Cash on. Hand as at August 26, 2013
Less:
Less:
Less:
Less:
Less:
Less:
Balance of New KERP and Incentive Pool payments
Provision for Operating costs
Balance of EYO Transaction Fee Payable
Administration Charge
Directors' Charge
Interim Financing Charge
Available for Interim Distribution
9.4
to.
(386)
(50o)
(229)
(1,000)
(1,000)
362
The Monitor is of the view that $362,000 is an appropriate amount for the 2nd Cash
Interim Distribution to be paid to the Lending Syndicate having regard to the total
amounts which need to be reserved for.
EXTENSION OF THE STAY
10.1
Although the sale to Rockwater closed on June 24, 2013 and the Company and Rockwater
are close to agreeing on the terms of the post-closing adjustment, there is still a number
of outstanding administrative issues to attend to including to assess the claims filed in the
U.S. claims process and Canadian Possessory Lien Claim process (if such a process is
authorized by the Court) as well as pursue collection of miscellaneous outstanding
receivables.
10.2
Further, the Monitor understands that the various stakeholders are of the view that the
CCAA proceedings would be an appropriate venue for facilitating settlement discussions
amongst the parties.
10.3
As a result, the Monitor is seeking an order extending the stay of proceedings to January
31, 2014. In light of the foregoing, the Monitor considers the stay extension period to be
reasonable to further the administration of the Company's affairs. We are advised the
Lending Syndicate is in agreement with the extension of the stay of proceedings.
12
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$('000)
3,477
POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6,2013
11.
EXPANSION OF THE POWERS OF THE MONITOR
As all of the assets of the Company have been sold and all employees have been
terminated, the Monitor is advised that upon the conclusion of the matters involving the
Rockwater purchase price adjustment, the two remaining directors of Poseidon, Mr. Scott
Dawson and Mr. Neil Richardson, will resign. Further, it is our understanding the
services of Mr. Cassidy, the consultant hired by Poseidon, are no longer required.
11.2
As a result, the Company will lack appropriate governance upon the resignation of these
directors. The Monitor advised the Lending Syndicate who,in consultation with the
Company's legal counsel, sought the Monitor's concurrence to expand the Monitor's
powers to deal with this governance issue while the remaining matters are resolved.
11.3
The Monitor notes that the Company has not yet finalized is cash flow projections. Once
these are finalized, the Monitor will file an additional report on the Monitor's views on
the cash flow projection next week in advance of the extension application.
Proposed Powers ofthe Monitor
11.4
In addition to the powers and duties of the Monitor set out in the Initial Order, without
altering in any way the limitations and obligations of Poseidon as a result of these
proceedings, the Monitor is seeking the Court's authorization to be empowered to:
11.4.1
preserve, protect and maintain control of the Property, or any parts thereof;
11.4.2 operate and carry on the business of Poseidon including, without limitation:
11.4.2.1 completing any transaction for the sale of Property; and
11.4.2.2 negotiating, developing and implementing a Plan or Plans on behalf of
Poseidon;
11.4.3 take all steps and actions the Monitor considers necessary or desirable in these
proceedings including, without limitation:
11.4.3.1 entering into any agreements;
13
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
11.4.3.2 incurring obligations in the ordinary course of business;
11.4.3.3 retaining or terminating employees; and
11.4.3.4 ceasing to carry on all or any part of the Business;
11.4.4 engage consultants, appraisers, agents, experts, auditors, accountants, managers,
counsel and such other persons from time to time and on whatever basis,
including on a temporary basis, to assist with the exercise of the powers and
duties conferred by this Order;
11.4.5 oversee and direct the preparation of cash flow statements and to assist in the
dissemination of financial and other information in these proceedings;
11.4.6 receive, collect and take possession of all monies and accounts now owed or
hereafter owing to any one of Poseidon, including proceeds payable pursuant to a
sale of Property;
11,4.7 execute, assign, issue and endorse documents of whatever nature in respect of
any of the Property, whether in the Monitor's name or in the name and on behalf
any one of Poseidon;
11.4.8 initiate, prosecute and continue the prosecution of any and all proceedings on
behalf of Poseidon respecting trade creditors or commercial receivables, and to
settle or compromise any such proceedings or claims. For greater certainty, such
authority shall include the ability to represent Poseidon in any negotiations with
such trade creditors of Poseidon. The authority hereby conveyed shall extend to
such appeals or applications for judicial review in respect of any order or
judgment pronounced in any such proceedings;
11.4.9 instruct counsel respecting the defence of the class proceedings commenced
against Poseidon, to the extent such instructions do not require the disclosure of
privileged information or documentation to the Monitor;
11.4.10 exercise any rights which Poseidon may have;
11.4.11 provide instruction and direction to the advisors of Poseidon;
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POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
11.4.12 make any distribution or payments required under any Order in these
proceedings including the Financial Advisor and to fund the KERP created
herein; and
11.4.13 to perform such other duties or take any steps reasonably incidental to the
exercise of such powers and obligations conferred upon the Monitor by this
Order or any further order of this Court.
12.
11.5
The Monitor is also seeking continued benefit of all of the protections and priorities as set
out in the Initial Order and any such protections and that all priorities shall apply to the
Monitor in fulfilling its duties under this Order or in carrying out the provisions of this
Order.
11.6
The Monitor understands that both the Lending Syndicate and Poseidon agree with the
expanded powers of the Monitor.
CONCLUSION
12,1
The Monitor requests that the Court approve:
12.1.1
The post-closing sale adjustment to Rockwater in the amount of $2.060,189;
12.1.2
A Possessory Lien Claims Process for Canadian creditors of Poseidon;
12.1.3 a 2nd interim distribution to the Lending Syndicate in the amount of
$15,496,000;
12.1.4 an extension of the Stay of Proceedings to January 31, 2014; and,
12.1.5 the expansion of the Monitor's powers.
15
pwc
POSEIDON CONCEPTS CORP.ET AL
MONITOR'S THIRTEENTH REPORT TO COURT
September 6, 2013
This report is respectfully submitted this 6th day of September, 2013.
PricewaterhouseCoopers Inc.
Court Appointed Monitor of
Poseidon Concepts Corp. et al
Clinton L. T. Roberts, CIRP
Senior Vice President
Sean E. Fleming, CIRP
Vice President
APPENDIX A
Forecast to Actual Variance Report for the 21
week period ended September 1, 2013
pwc
Poseidon Concepts Corp.
Forecast to Actual Variance Report
For the 21 week period ended September Cll. 2013
Receipts and Disbursements
cumulative from
April 9 to September ot. aos3
Forecast
RECEIPTS
Accounts Receivable Collections
Asset Sale Proceeds - including AR Sold to Purchaser (Note s)
Draw ott interim Financing Facility(Net of Repayments)
ToTAL RECEIPTS
3,863
4^,240
Actual
16,74^
48,046
2,040
334%
o
11.65t
2296
54
1,27o
1,639
(580
(i,00l)
(Sot)
-9s%
-44%
.33%
2/963
(
21382)
"Let
48,046
38,598
409%
4000
4
.
(27,400)
4,778,1
21835
-87%
4194
6,307
3,47'7
(2,o35)
412870
64,793
636
2.271
2,4.10
Less: Asset Sale Proceeds Held in'Fru st by Monitor(Note t)
Interim Distribution to Lending Syndicate
NET CHANGE IN CASH BEFOItE RESTRUCTURING COSTS
5,346
9.448
31,400
6,94q
RestructuringCosts including Employee Retention Plan(Note a)
NET CHA..NGE IN CASH
A, 4x
(1,393)
TOTAL OPERM !NG DISBURSEMENTS
12‘884
So7
(2_,0VIS2)
53.142
OPERATING DISBURSEMENTS
Disbursements - Operating Expenses
Canadian Operating Disburnanents
US Operating Disbursements
General St Administrative Disbnrsements
Variance
(8)
(%)
-2492
Note 1- The entire proceeds from the asset ae1e to Rockwater ($47.2 million)and the Edson property sale(So.88M)are currently held
in trust by the Monitor. Gross receipts and disbursements related to the sales proceeds are included in the forecast to actual variance
report for illustrative and information purposes.
Note 2- On July 29, 2013,$27.403 million oftrust hinds proceeds held by the Monitor were transferred to the Landing Syndicate in
the form ofan interim distribution. This amount, combined with Poseidon's 54.o million interim distribution to the Lending Syndicate,
corresponds to the amountforecasted by Posiedon(531.403 million).
pwc
APPENDIX B
Preliminary U.S. Claims Process Claims
Registry
pwc
—
September 1, 2013
Type of Claim over
Claim No, Creditor
Contact
Amount
Poseidon Sale Proceeds
27 Gerald Kolar
The Rosen Law Firm
75,000,000.00 Contingent/UnliquIdated
39 TD Bank, Agent
48,299,519.33 Secured
41 Summit Energy Servics Inc.
950,040.06 Unsecured
44 SFI of Tennessee, LLC
862,536.76 Unsecured
60 Tanits•A•Lot Inc.
543,330,00 Possessory lien claimant
450 King Oilfield Services LLP
524,029.23 Possessory lien claimant
40 Rawx Inc,
Robert Wien
494,788.65 Possessory lien claimant
36 Magna Energy Service LLC
353,143.81 Unsecured
43 BOP Republic Plaza 1 LLC
322,728.53 Unsecured
1 Sterling Crane
197,512,00 Unsecured
32 5 Star Frac Support Services LLC
Wlllalm Ballard, Jackson Kelly PLLC
171,332.48 Unsecured
22 Boyden Global Executive Search
150,100.00 Unsecured
5 Valley View Crane
Steve Iverson
3.24,000.00 Possessory Ilan claimant
19 Wagner Equipment Co
c/o Terry Ehrlich, Esq.
114,176.90 Unsecured
12 Xylem Dewatering Solutions Inc.
92,435,92 Unsecured
26 Bighorn Construction & Reclamation Inc,
84,887,81 Possessory lien claimant
16 Big Week Picker
72,882.76 Unsecured
59 Mountain Man Welding & Fabrication Inc.
c/o Martin Long
67,716,17 Possessory lien claimant
9 Munro Supply Inc.
63,272.20 Unsecured
20 Wagner Equipment Co
c/o Terry Ehrlich, Esq.
55,530.10 Unsecured
21 KCK Transport Inc.
Kim Supan
55,250.00 Possessory lien claimant
31 Thomson Reuters (Markets) LLC
52,367.35 Unsecured
57 Clarey Napier international LLc
c/o Craig Welscher,The Welscher Law
49,372.41 Unsecured
7 Clarey Napier international LLc
46,356.74 Unsecured
45b King Oilfield Services LLP
44,213.44 Unsecured
19 Deno LLP
43,333.32 PesSessory lien claimant
10 Wanzek Construction Inc.
Eyal Berger, Esq.
40,712.00 Unsecured
58 Persimmon Contracting
33,696,00 Unsecured
56 Jackman Construction Inc.
32,585.00 Unsecured
65 United Farmers of Alberta Co-Operative Ltd.
32,331.26 Late Filing
28 Brighton Crane Service
32,218.75 Unsecured
2 Crane Service Inc.
25,324.52 Unsecured
29 B&W Crane Services Inc.
22,499,75 Unsecured
35 RM.Trucking Inc.
20,234.37 Unsecured
17 McGloin, Davenport, Severson & Snow PC
Krlsta Tushar
17,953,64 Unsecured
63 Texas Comptroller of Public Accounts
14,358.75 Late Filing
96-1 United Rentals North America
12,848.26 Unsecured
25 FedEx Tech Connect Inc.
9,978.90 Unsecured
42 A&W Water Service Inc.
6,154.94 Unsecured
96-2 Canon Financial Services Inc.
6,064,64 Unsecured
30 Canadian Pump & Compressor
5,159,70 Unsecured
6 Riley Boyz Crane Repair & Rental
4,800.09 Possessory lien slalment
4 Gary Costello
Gary Costello
4,200.00 Unsecured
38 The Banff Centre
4,105.50 Unsecured
18 Ricoh Canada Inc.
4,092.51 Unsecured
34 Entree Corporation
4,044.78 Unsecured
11 Bailin Oilfield Supply
3,839.89 Unsecured
14 McGee Hankla Backes & Dobrovolny PC
3,612.50 Unsecured
13 Journey Oilfield Equipment LLC
3,100.00 Unsecured
24 Siebenga interior Design Consultants Rico
2,459.52 Unsecured
23 Marks Crane & Rigging Co. Ltd.
2,337.84 Unsecured
3 Dickinson Truck Equipment Inc.
2,319.05 Unsecured
96-6 Office Team Div of Robert Half International
Atten. Karen Llma
1,158,78 Late Filing
64 Texas Comptroller of Public Accounts
1,000.00 Late Filing
8 Cole International
315.00 Unsecured
33 Poseidon's Underwriters
1.00 Contlngent/Unliquidated
37 Martin Lally
1,111.00 Unsecured
46 BMO Nesbitt Burns Inc.
c/o Monique Meson, LenCaller. Singh
ContIngent/Unliquidated
47 Cannocord Genuity Corp.
c/o Monique Jilesen, Lenczner, Slough
Contingent/Unliquidated
48 CIBC World Markets Inc.
c/o Monique Jilesen, Lenczner, Slough
ContIngent/Unliquidated
c/o Monique Jilesen, Lenczner, Slough
49 Comark Securities Inc.
Contingent/Unliquidated
50 Dundee Securities Ltd.
C/O Monique Jilesen, Lenczner, Slough
Contingent/Unliquidated
51 First Energy Capital Corp.
c/o Monique Jilesen, Lenczner, Slough
Contingent/Unliquidated
52 Haywood Securities inc.
c/o Monique Jilesen, Lenczner, Siaugh
Contingent/Unliquidated
59 National Bank Financial Inc.
c/o Monique Meson, Lenczner, Slatigh
Contingent/Unliquidated
54 Peters & Co.
c/o Monique Jilesen, Lenczner,Slough
Contingent/Unliquidated
55 National Bank of Canada
c/o Heenan Blalkie LLP
Contingent/Unilquidated
61 Mountain Man Welding 8, Fabrication Inc,• duplicate
Possessory lien claimant
62 Mountain Man Welding & Fabrication Inc. - d calicole
Possessory lien claimant
129,189,433.73
Blue - Canadian creditor
Red - possessory lien claimant
Row Labels
Possessory lien claimant
Secured
Unsecured
Contingent/Unliquidated
Late Filing
Grand Total
Sum of Amount
1,942,135.18
48,299,519.33
3,898,929.43
75,000,001,00
48,848,79
129,189,433.73
Notes
Appears to be US Class Action claimant
Canadian Creditor
Gave up possession of tanks and filed well site liens instead
Claiming as secured, in possession of tanks, tanks not sold to Rockwater
Amount higher than co, records($426k), potential setoff by Poseidon for use of tanks
Amount higher than co. records(3473k); King has accounting issues, duplication,$ pald
Claim less than co. records
Canadian Creditor
Proof of claim did not include evidence of debt or tanks in possession
Claim less than co, records
Canadian Creditor
4 heaters
Claim less than co, records
see 45a
? Need to confirm who this Is. Cutbank, MT,19 tanks, chews look high
Canadian Creditor
Welisite liens
Claiming unjust enrichment priority
Claiming $6,744 in wages
Corresponds to co, records; no evidence of debt provided with proof of claim
Doby Hagar, s/b possessory as per co, records; no proof provided with claim
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canodian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
Canadian Creditor
C.anadlan Creditor
Canadian Creditor
Additional info filed to support claim a59
Additional Info flied to support claim 050
APPENDIX C
Proposed Canadian Possessory Lien Claims
Process Procedure Order
CLERK'S STAMP
COURT FILE NUMBER
1301 — 04364
COURT
COURT OF QUEEN'S BENCH OF ALBERTA
JUDICIAL CENTRE
CALGARY
APPLICANTS
IN THE MATTER OF THE COMPANIES'
CREDITORS ARRANGEMENT ACT, R.S.C. 1985,
c. C-36, AS AMENDED
AND IN THE MATTER OF POSEIDON
CONCEPTS CORP.,POSEIDON CONCEPTS
LTD., POSEIDON CONCEPTS LIMITED
PARTNERSHIP AND POSEIDON CONCEPTS
INC.
DOCUMENT
POSSESSORY LIEN CLAIMS PROCESS
ORDER
ADDRESS FOR SERVICE
AND CONTACT
INFORMATION OF
PARTY FILING THIS
DOCUMENT
BENNETT JONES LLP
Barristers and Solicitors
4500, 855 — 2nd Street SW
Calgary, Alberta T2P 4K7
Attention:
Telephone No.:
Facsimile No.:
Client File No.:
Ken Lenz
(403) 298-3317
(403)265-7219
11866.66
DATE ON WHICH ORDER WAS
PRONOUNCED:
Thursday, September 12,2013
LOCATION WHERE ORDER WAS
PRONOUNCED:
Calgary
NAME OF JUSTICE
WHO MADE THIS ORDER:
Mr. Justice K. Yamauchi
WSLega1\011866\00066\9421797v1
2
UPON the application of the Monitor, PricewaterhouseCoopers Inc. ("PWC"); AND
UPON noting the consent of counsel for the Applicants, Poseidon Concepts Corp., Poseidon
Concepts Ltd., Poseidon Concepts Limited Partnership and Poseidon Concepts Inc.("Poseidon")
and the consent of The Toronto-Dominion Bank, as agent for a syndicate comprised of TorontoDominion Bank, National Bank of Canada, The Bank of Nova Scotia and HSBC Bank Canada
(the "Lending Syndicate"), hearing counsel for the Applicants, the Monitor and the Lending
Syndicate; AND UPON having read the Thirteenth Monitor's Report, and the pleadings and
proceedings filed in this action;
IT IS HEREBY ORDERED AND DECLARED THAT:
1.
Time for service of the application for this order is hereby abridged and service is
deemed good and sufficient.
2.
The following possessory lien claims process is hereby ordered and approved:
a)
on two days prior to September 20, 2013, an advertisement shall be published in
the Calgary Herald and the Edmonton Journal, seeking possessory lien claims;
b)
on or before September 17, 2013, a claims package and Proof of Claim,
substantially in the form appended to the Thirteenth Monitor's Report as
Appendix "D", along with a copy of this Order (the "Claims Process Order"), will
be sent by regular mail to each known Canadian creditor of the Applicant who, in
the opinion of the Monitor, may have a possessory lien claim.
c)
any person who claims to have a possessory lien claim shall prepare a Proof of
Claim in the form appended to the Thirteenth Monitor's Report as part of
Appendix "D", and serve it on the Monitor at PricewaterhouseCoopers Inc., 3100
Petro Canada Centre 111 - 5 Ave SW Calgary, AB T2P 5L3, Attention: Clinton
Roberts, on or before 5:00 p.m. Calgary time, October 17, 2013 (the "Claims Bar
Date").
d)
any lien claim purporting to rank in priority to the security of the Lending
Syndicate and not proven in accordance with this procedure by the Claims Bar
WSLega1\01 1866\00066\9421797vI
3
Date or otherwise allowed by the claims process shall be forever barred, released
and extinguished.
e)
the Monitor and the Lending Syndicate shall have until November 6, 2013 to
review and the Monitor shall either allow or disallow all or any portion of a
Claim, and to communicate any disallowance to a Claim to the Claimant, and
such communication will be referred to as a "Notice of Disallowance". The
Notice of Disallowance shall be final and binding and conclusive unless the
provisions of paragraph 2(f) of this Order are fulfilled.
f)
any Claimant will have ten (10) business days from day of receipt of a Notice of
Disallowance to file and serve on the Monitor's counsel Bennett Jones LLP, 4500
Bankers Hall East, 855 - 2nd Street S.W., Calgary, AB,T2P 4K7, (Email:
[email protected]), Attention: Ken Lenz a Notice of Dispute of the
revision or disallowance.
g)
if necessary, the Monitor, Claimant in the case of a priority dispute with the
Lending Syndicate, the Lending Syndicate shall file and serve an application on
or before December 5, 2013 to determine any unresolved disputed claims. Any
such application may be adjourned by consent to a convenient time.
3.
The Monitor, Poseidon or the Lending Syndicate may appear for further clarification or
amendment of this Possessory Lien Claims Process Order.
J.C.C.Q.B.A.
WSLega1\011866\00066\9421797v1
APPENDIX D
Proposed Canadian Possessory Lien Claims
Creditor Package
pwc
September 12, 2013
To whom it may concern:
Pursuant to the Canadian Possessory Lien Claims Process Procedure Order granted by the Court of
Queen's Bench of Alberta on September 12, 2013, PricewaterhouseCoopers Inc., in its capacity as Monitor,
hereby gives you notice of a claims process for those Canadian creditors who may be asserting a
possessory lien pursuant to the Alberta Possessory Liens Act, RSA 2000, C. P-19, or a similar act in other
jurisdictions.
The highlights of the claims process are as follows:
•
The claims process is limited to those creditors who are claiming a possessory lien;
•
Claims bar date is set at 5:oo P.M.(mountain time), the 17th of October, 2013(the "Claims Bar
Date");
•
Proofs of claim must be received by PwC by the Claims Bar Date;
•
After reviewing the claims received by the Claims Bar Date, the Monitor,in consultation with the
Company, will issue a notice of acceptance, revision or disallowance of the relevant claims
received, by no later than November 6, 2013;
•
Claimants who wish to dispute the notice of revision or disallowance of their claim by the Monitor
must do so within 10 business days of receipt of the notice of revision or disallowance;
•
The Monitor will file and serve an application by no later than December 5, 2013 for a
determination of all unresolved, disputed possessory lien claims.
Please find enclosed a copy of the Proof of Claim form approved by the Court. Please note that this form
must be returned to the Monitor as outlined in the Form. In addition, please find enclosed an Affidavit of
Truth which must be sworn in front of a Commissioner for Oaths (if sworn in Alberta) or a Notary Public
(if sworn outside Alberta). The sworn Affidavit of Truth must be returned, with the Proof of Claim form to
the Monitor on or before the Claims Bar Date.
A copy of the Claim Procedure Order and claims package are posted on the Monitor's website
www.pwc.com/car-poseidon
If you have any question or concerns, please feel free to contact PwC.
PricewaterhouseCoopers Inc.
PricewaterhouseCoopers Inc.
111 5Avenue SW,Suite 310o, Calgary,Alberta, Canada T2P 5L3
T: +1 403509 7500, F: +1 403 781 1825, www.pwc.com/ca
Affidavit of
sworn
,2013
Court File No: 1301-04364
IN THE COURT OF QUEEN'S BENCH OF ALBERTA
JUDICIAL DISTRICT OF CALGARY
IN THE MATTER OF THE COMPANIES'CREDITORS ARRANGEMENT ACT, R.S.C. 1985 c. C-35, AS
AMENDED
AND IN THE MATTER OF POSEIDON CONCEPTS CORP.,POSEIDON CONCEPTS LTD.,POSEIDON
CONCEPTS LIMITED PARTNERSHIP AND POSEIDON CONCEPTS INC.(collectively "Poseidon")
AFFIDAVIT OF TRUTH OF PROOF OF CLAIM
,of
Claimant in the attached Proof of Claim, MAKE OATH AND SAY:
, the
1.
That Poseidon is justly and truly indebted to the Claimant for services and/or materials that were
furnished to Poseidon in the sum of $
, as stated in the said Proof of Claim and
that the Claimant is claiming a Possessory Lien in respect of this indebtedness for certain assets held by the
Claimant and subsequently released to Rockwater Energy Services Inc. pursuant to paragraphs 5(a),(b)and (c)
and paragraph 12 of the Sale Approval and Vesting Order dated June 6, 2013.
2.
That the facts and details alleged in the said Proof of Claim are within my own knowledge and are true.
SWORN BEFORE ME at
,in the Province of
this
day of
, 2013
A Commissioner for Oaths in and for
the Province of
or Notary Public
IN THE MATTER OF THE COMPANIES'CREDITORS ARRANGEMENT ACT, R.S.C. 1985 c. C-35, AS
AMENDED
AND IN THE MATTER OF POSEIDON CONCEPTS CORP.,POSEIDON CONCEPTS LTD., POSEIDON
CONCEPTS LIMITED PARTNERSHIP AND POSEIDON CONCEPTS INC.(collectively "Poseidon")
PROOF OF CLAIM
(for Payable Claims as at April 9,2013)
1. DEFINITIONS
"Claimant": the party asserting a possessory lien pursuant to the Alberta Possessory Liens Act, RSA 2000,c
P-19, or a similar act in other jurisdictions.
2.
PARTICULARS OF CLAIMANT
2.1.
Full Legal Name of Claimant:
2.2.
Full Mailing Address of Claimant:
2.3. Contact Information:
2.3.1.
Telephone:
2.3.2.
Fax:
2.3.3.
Contact Person:
2.3.4.
Email:
3. PROOF OF CLAIM
do hereby certify that:
3.1. I am the
of the Claimant;
3.2. I have knowledge of all the circumstances connected with the claim referred to below;
3.3. The Claimant asserts a possessory lien against certain equipment and/or inventory formerly owned by
Poseidon (and subsequently sold to Rockwater Energy Services Inc.)for $
3.4. The dollar amount claimed above is for materials and / or services rendered from
up to April 9, 2013.
4. PARTICULARS OF CLAIM
4.1. Please provide, in as much detail as possible, each service and / or material that was furnished:
4.2. Please provide, in as much detail as possible, the purpose of the service and / or material that was
furnished, if known:
4.3. Were the services and / or materials provided under a contract:
Yes
o
No
If"Yes", please provide a copy of such contact(s).
4.4. Were the services and / or materials provided evidenced by purchase orders and field tickets:
Yes
o
No
If"Yes", please provide a copy of such documents.
4.5. Are assets formerly owned by Poseidon currently in your possession:
Yes
o
No
If"Yes", please provide a detailed listing of the assets, including serial numbers and description and
pictures (if available).
If"No":
4.6. Were the assets released to Rockwater:
Yes
o
No
If"Yes", please provide a detailed listing of the assets that were released to Rockwater, including serials and
the date the assets were released and pictures (if available),
5. FILING OF CLAIM
This Proof of Claim must be received by the Monitor no later than 5:00 P.M.(mountain time) on October 17,
2013, by email, registered mail, personal delivery or fax transmission at the following address:
5.1. Email
PricewaterhouseCoopers Inc.
Attention: Sean Fleming
Email: [email protected]
5.2. Registered Mail or Personal Delivery
PricewaterhouseCoopers Inc.
111 — 5 Avenue S.W., Suite 3100
Calgary, Alberta
T2P 5L3
Attention: Clinton Roberts
5.3. Fax
Attention: Sean Fleming
Fax No.: 780.441.6776
Attention: Clinton Roberts
Fax No.: 403.606.4828
Failure to deliver a completed Proof of Claim to the Monitor by 5:oo P.M.(mountain time)on October 17, 2013
may disqualify the Claimant.
Dated at
this
(Claimant)
Per:
(Name)
(Signature)
day of
, 2013