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No. S-137743 Vancouver Registry IN THE SUPREME COURT OF BRITISH COLUMBIA

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No. S-137743 Vancouver Registry IN THE SUPREME COURT OF BRITISH COLUMBIA
No. S-137743
Vancouver Registry
IN THE SUPREME COURT OF BRITISH COLUMBIA
IN THE MATTER OF THE COMPANIES’ CREDITORS ARRANGEMENT ACT
R.S.C. 1985, c. C-36, AS AMENDED
AND
IN THE MATTER OF THE CANADA BUSINESS CORPORATIONS ACT
R.S.C., 1985, c. C-44 AS AMENDED
AND
IN THE MATTER OF THE BUSINESS CORPORATIONS ACT
SBC, 2002, C-57 AS AMENDED
AND
IN THE MATTER OF LEAGUE ASSETS CORPORATION AND THE
PETITIONERS LISTED IN APPENDIX “A”
(COLLECTIVELY “LEAGUE” OR THE “COMPANY”)
MONITOR’S TWELFTH REPORT TO COURT
[Intercompany Claims Report]
March 31, 2014
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
TABLE OF CONTENTS
1.
INTRODUCTION ........................................................................................................ 1
2.
BASIS OF PREPARATION AND SCOPE OF REVIEW ................................................. 2
3.
OVERVIEW OF INTERCOMPANY CLAIMS ............................................................... 3
4.
INTERCOMPANY SECURED OR PRIORITY CLAIMS ................................................ 4
5.
INTERCOMPANY UNSECURED CLAIMS .................................................................10
6.
INTERCOMPANY INVESTMENT CLAIMS ................................................................ 11
7.
CONCLUSION .......................................................................................................... 11
APPENDIX
A.
List of Petitioners
B.
Claims Process Order
C.
Schedule of Intercompany Unsecured Claims
D.
Schedule of Intercompany Investment Claims
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
1.
INTRODUCTION
1.1
On October 18, 2013 (the “Filing Date”) on the application of League Assets Corporation
and those parties listed in Appendix “A” (collectively referred to as “League” or the
“Company”), the Supreme Court of British Columbia (the “Court”) made an order (the
“Initial Order”) granting League 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 Companies (the
“Monitor”).
1.2
On January 23, 2014, the Court made an order (the “Claims Process Order”) that,
among other things, commenced the Claims Process in respect of the Petitioners and the
Additional League Companies and established a Claims Bar Date of March 10, 2014 for
the filing of Claims as therein defined. A copy of the Claims Process Order without
schedules is attached hereto as Appendix “B”.
1.3
Paragraph 7 of the Claims Process Order provides that the Monitor shall prepare and file
a report (the “Intercompany Claims Report”) as follows:
“The Monitor shall file a report with the Court on or before April 1, 2014 detailing
the nature and quantum of the Intercompany Claims based on the books and
records of the Petitioners. Such report shall be deemed to be the Proof of Claim in
respect of the Intercompany Claims set out therein and the Intercompany Claims
set out in the report shall be deemed to have been received by the Claims Bar Date.
Notwithstanding any other provision of this Order, the adjudication of the validity
and quantum of the Intercompany Claims shall be subject to further Order of the
Court on a de novo basis.”
1.4
This is the twelfth report of the Monitor (together with the Appendices hereto, the
“Twelfth Report”) and constitutes the Intercompany Claims Report. Thus, the amounts
contained herein are deemed to be the Proofs of Claim for each League Entity with
respect to Intercompany Claims in accordance with the Claims Process Order. As
required by the Claims Process Order, this report also contains intercompany balances for
those League entities not included in the CCAA filing and such amounts will constitute
their Proofs of Claim and shall assist in an ultimate understanding of the flow of funds
among the various entities in the League group of companies.
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
1.5
Unless otherwise stated, all monetary amounts noted herein are expressed in Canadian
dollars. Capitalized terms not otherwise defined herein are as defined in previous reports
of the Monitor.
1.6
The Monitor has set up a website at:
www.pwc.com/car-leagueassets
All prescribed materials filed by League and the Monitor relating to this CCAA proceeding
are available to creditors, Investors, and other interested parties in electronic format on
the Monitor’s website. The Monitor will make regular updates to the website to ensure
creditors, Investors, and interested parties are kept current and to add prescribed
materials as required.
2.
BASIS OF PREPARATION AND SCOPE OF REVIEW
2.1
The analysis of intercompany balances was prepared by League staff based on the
financial records as at October 31, 2013, which have not been audited.
2.2
In general, the Monitor reviewed the balances, analysis and the supporting working
papers prepared by League. The Monitor’s review encompassed testing of certain
balances against the financial records, reviewing security documentation with the
assistance of Monitor’s legal counsel and having discussions with League staff on the
inclusion and exclusion of certain balances. Additional detail of work performed by the
Monitor and/or its legal counsel is discussed in the sections below.
2.3
This Twelfth Report does not and was not intended, under the Claims Process Order, to:
2.3.1
provide a legal analysis of or commentary on the relative priorities of the various
Intercompany Claims;
2.3.2
include an analysis of the basis on which investments were made by Investors in
League entities and how such investments may have been utilized by League;
2.3.3
provide an analysis of representations, if any, that may have been made in
Offering Memoranda and related documentation relating to the solicitation of
investments by third party Investors and whether such investments would be
transferred to other League entities on a secured basis; or
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
2.3.4
3.
provide an analysis of off balance sheet matters including potential indemnity
claims, guarantees or other similar claims.
2.4
In addition to its analysis of Intercompany Claims, the Monitor is also in the process of
preparing a comprehensive report (the “Waterfall Report”) dealing with, among other
things, the flow of funds throughout the corporate structure of League. The Monitor
intends to incorporate the content of this Intercompany Claims Report as one of the
critical building blocks of the Waterfall Report. The Monitor intends to file the Waterfall
Report in advance of the expiry of the current stay period on June 28, 2014 provided by
the Process Order.
2.5
As noted in the Monitor’s Ninth Report, League’s organizational structure is complex due
to the number of entities and contractual relationships, the existence of Intercompany
Claims and the cross collateralization of various loan obligations. As also noted in the
Monitor’s Fourth Report, League struggled to maintain current financial reporting due, to
among other things, its rapid and significant growth and its organizational structure. This
has resulted in difficulties for the Monitor in performing its analysis required for this
report. However, the Monitor notes that, notwithstanding the extent of the reductions in
staff, League has been fully cooperative in this exercise and has been of assistance in
compiling the information presented in this report.
2.6
This Intercompany Claims Report reflects the Monitor’s understanding, as of the date of
this report, of the nature and quantum of the Intercompany Claims. As the Monitor
continues to work on the flow of funds analysis that will be presented in the Waterfall
Report, to the extent that the Monitor receives additional information concerning the
Intercompany Claims set out in this report, the Monitor will provide such additional
information in the Waterfall Report or in a subsequent report.
OVERVIEW OF INTERCOMPANY CLAIMS
3.1
Intercompany balances are categorized as follows:
3.1.1
Secured or priority claims;
3.1.2
Unsecured claims; and
3.1.3
Investment claims.
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
4.
INTERCOMPANY SECURED OR PRIORITY CLAIMS
4.1
League’s financial records indicate that there are several balances which relate to
intercompany loans, advances or transactions which would appear at first instance to be
secured or for which a priority may be validly asserted. Such amounts generally include
all or some of the following elements:
4.1.1
Advances evidenced by promissory notes, loan agreements or other debt
instruments, for which mortgage and/or personal property security was delivered
and for which valid registrations were effected;
4.1.2
Advances evidenced by promissory notes, loan agreements or other debt
instruments, which appear to contemplate that mortgage and/or general security
would be granted but for which the Monitor has not been provided such security
documentation; and
4.1.3
Advances evidenced by promissory notes, loan agreements or other debt
instruments for which security was provided, and/or contemplated, but which
may not be properly registered or perfected.
4.2
For the purposes of this Twelfth Report, the Monitor has categorized such Intercompany
Claims amounts as Secured or Priority Claims, pending receipt of further documentation
and completion of the analysis to be included in the Waterfall Report. The Monitor notes
that the Claims Process Order provides that the adjudication of the validity and quantum
of Intercompany Claims shall be subject to further Order of the Court on a de novo basis.
4.3
The discussion that follows is based on a review of the documentation provided to the
Monitor supporting these balances. The balances are calculated to the date of filing,
October 17, 2013. In some cases documentation is incomplete and in some cases may not
exist or may never be located, making it difficult to provide a determination on the
validity and the priority of the amounts set out in this section of the report. The Monitor
notes that it may not be cost effective to conduct an exhaustive search for missing
documentation.
4.4
IGW REIT LP claim against Redux Duncan City Centre LP (Duncan)
4.4.1
IGW REIT Limited Partnership asserts a secured claim against Redux Duncan
City Centre Limited Partnership and 081183 BC Ltd. in the amount of
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
$22,206,025.53. Pursuant to a loan agreement dated October 1, 2007 between
IGW REIT Limited Partnership (the “Lender”) and Redux Duncan City Centre
Limited Partnership and 081183 BC Ltd. (each a borrower and collectively, the
“Borrowers”), the Lender agreed to loan $8 million to the Borrowers on a
revolving basis at an interest rate of 14%/annum compounded monthly, payable
on demand. The Borrowers and Lender agreed that the loan was to be used by the
Borrowers to acquire the Duncan Mall, Real Canadian Superstore and Duncan
Plaza lands (collectively, the “Duncan Lands”) and for general capital and
working capital expenses. As security for the repayment of the loan and the
performance of the Borrowers’ obligations thereunder, the Borrowers covenanted
to deliver a mortgage of the Duncan Lands and a general security agreement to
the Lender. The Lender agreed to subordinate its security to an existing mortgage
held by KingSett Real Estate Mortgage Limited Partnership or replacement
financing of a similar nature on terms and conditions requested by such
replacement lenders.
4.4.2
4.5
IGW REIT Limited Partnership’s records reflect an intercompany balance in the
amount of $22,206,025.53 against Redux Duncan City Centre Limited
Partnership and 081183 B.C. Ltd. The loan agreement provides for a maximum
loan amount of $8 million. The Monitor has not been provided with any further
documentation to support increasing the specified loan amount from the original
$8 million. In addition, there is no mortgage registered in favour of IGW REIT
Limited Partnership against title to any of the Lands. The Monitor has not been
provided with a general security agreement in favour of IGW REIT Limited
Partnership, and there are no PPSA registrations made in favour of IGW REIT
Limited Partnership against either Redux Duncan City Centre Limited
Partnership or 081183 BC Ltd.
IGW REIT Limited Partnership claim against North Vernon Limited Partnership
(Anderson Crossing)
4.5.1
IGW REIT Limited Partnership asserts a secured claim against North Vernon
Limited Partnership, North Vernon Properties Inc. and 0812307 BC Ltd. in the
amount of $4,089,218.84. Pursuant to a loan agreement dated January 1, 2008
between IGW REIT Limited Partnership (the “Lender”) and North Vernon
Limited Partnership, North Vernon Properties Inc. and 0812307 BC Ltd. (each as
borrower and collectively, the “Borrowers”), the Lender agreed to loan $2.4
million to the Borrowers on a revolving basis at an interest rate of 14%/annum
compounded monthly, payable on demand. The Borrowers and Lender agreed
that the loan was to be used by the Borrowers to acquire the lands located at 5601
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
Anderson Way, Vernon, BC and 3703 32nd Avenue, Vernon, BC (collectively
“Anderson Crossing”) and for general capital and working capital expenses. As
security for the repayment of the loan and the performance of the Borrowers’
obligations thereunder, the Borrowers covenanted to deliver a mortgage of the
lands comprising Anderson Crossing and a general security agreement to the
Lender.
4.5.2
4.6
IGW REIT Limited Partnership’s records reflect an intercompany balance in the
amount of $4,089, 218.84 against North Vernon Limited Partnership, North
Vernon Properties Inc. and 0812307 BC Ltd. The Monitor notes that there is a
mortgage registered against title to Anderson Crossing in favour of IGW REIT
Limited Partnership. In addition, a PPSA registration was made in favour of IGW
REIT Limited Partnership against North Vernon Properties Inc. and North
Vernon Limited Partnership. The Monitor has not been provided with a general
security agreement evidencing the granting of such personal property security
interests in favour of IGW REIT Limited Partnership.
IGW Properties Limited Partnership 1 claim against IGW Residential Capital Limited
Partnership (Rosewood)
4.6.1
IGW Properties Limited Partnership 1 asserts a secured claim against IGW
Residential Capital Limited Partnership in the amount of $10,573,896.20.
Pursuant to a promissory note dated October 20, 2009, IGW Residential Capital
Limited Partnership (the “Borrower”) promised to pay IGW Properties Limited
Partnership 1 (the “Lender”) the amount of $7,750,077.81 (the “Principal”)
plus 9%/annum simple interest (“Simple Interest”). This promissory note was
granted in consideration of the Lender having agreed to sell the lands known as
468 Ottawa St. N, Hamilton, ON (the “Rosewood Property”) to the Borrower
pursuant to a purchase and sale agreement (the “Purchase Agreement”) dated
September 29, 2009 and having agreed to partially finance such purchase. In
addition to Principal and Simple Interest, the Borrower agreed to pay to the
Lender interest equal to 20% of the Condo Gain and 20% of the Lands Gain (each
as defined in the Purchase Agreement) less certain operating losses. The
promissory note does not specifically contemplate security being granted in
favour of IGW Properties Limited Partnership 1.
4.6.2
IGW Properties Limited Partnership 1’s records reflect an intercompany balance
in the amount of $10,573,896.20 against IGW Residential Capital Limited
Partnership. A mortgage in the principal amount of $20,000,000 was registered
on title to the Rosewood Property in favour of IGW Properties GP 1 Inc. We note
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
that the mortgage was vested out pursuant to an Order of the Court for the sale of
the Rosewood Property, which provides that and any claims against IGW
Residential Capital Limited Partnership 1 attach to the proceeds of sale. However,
all proceeds have been distributed to lenders with claims in priority to IGW
Properties Limited Partnership 1 and no recovery on this intercompany balance is
anticipated.
4.6.3
4.7
The Monitor has not been provided with a general security agreement granted by
IGW Residential Capital Limited Partnership in favour of IGW Properties
Limited Partnership 1 and there are no PPSA registrations made against IGW
Residential Capital Limited Partnership in favour of IGW Properties Limited
Partnership 1.
IGW REIT Limited Partnership claim against Fort St. John Retail GP Inc. (Fort St. John)
4.7.1
IGW REIT Limited Partnership asserts a secured claim against Fort St. John
Retail Limited Partnership and Fort St. John Retail GP Inc. in the amount of
$6,031,682.17. Pursuant to a loan agreement dated January 1, 2008 and
amended by an agreement dated April 21, 2008 between IGW REIT Limited
Partnership (the “Lender”), Fort St. John Retail Limited Partnership (the “LP”)
and Fort St. John Retail GP Inc. each as borrowers (the “GP”, and together with
the LP, the “Borrowers”), the Lender agreed to loan $3 million to the
Borrowers on a revolving basis at an interest rate of 14%/annum compounded
monthly, payable on demand. The Borrowers and the Lender agreed that the loan
was to be used by the Borrowers to acquire the lands located at Alaska Highway
No. 19, 79A Street, Fort St. John, BC (the “Fort St. John Lands”) and for
general capital and working capital expenses. As security for the repayment of the
loan and the performance of the Borrowers’ obligations thereunder, the
Borrowers covenanted to deliver a mortgage against title to the Fort St. John
Lands and a general security agreement in favour of the Lender.
4.7.2
IGW REIT Limited Partnership’s records reflect an intercompany balance in the
amount of $6,031,682.17 against Fort St. John Retail Limited Partnership and
Fort St. John Retail GP Inc. A mortgage was registered on title to the Fort St.
John Lands in favour of IGW REIT Limited Partnership. The Monitor has not
been provided with a general security agreement, and there are no PPSA
registrations made in favour of IGW REIT Limited Partnership against either
Fort St. John Retail Limited Partnership or Fort St. John Retail GP Inc.
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
4.8
4.9
Member Partner’s Consolidated Properties Limited Partnership claim against IGW
Residential Capital Limited Partnership (Sundel Square)
4.8.1
Member Partners’ Consolidated Properties Limited Partnership asserts a secured
claim in the amount of $3,897,121.35 against IGW Residential Capital Limited
Partnership and Sundel Square Ltd. Pursuant to a promissory note dated October
20, 2009 IGW Residential Capital Limited Partnership (“Res Cap”, the
beneficial owner of the Sundel Square Shopping Centre) and Sundel Square Ltd.
(each as borrower and collectively, the “Borrowers”) promised to pay Member
Partners’ Consolidated Properties Limited Partnership (the “Lender”) the
amount of $2,856,373.09 (the “Principal”) plus 9%/annum simple interest
(“Simple Interest”). This promissory note was granted in consideration of the
Lender having agreed to sell the lands known as Sundel Square Shopping Centre
to Res Cap pursuant to a purchase and sale agreement (the “Purchase
Agreement”) dated September 29, 2009 and having agreed to partially finance
such purchase. In addition to Principal and Simple Interest, the Borrowers
agreed to pay the Lender interest equal to 20% of the Portion Gain and 20% of
Sundel Square (each as defined in the Purchase Agreement) less certain
operating losses. The promissory note does not specifically contemplate security
being granted in favour of Member Partners’ Consolidated Properties Limited
Partnership.
4.8.2
The records of Member Partners’ Consolidated Properties Limited Partnership
reflect an intercompany balance in the amount of $3,897,121.35 against IGW
Residential Capital Limited Partnership and Sundel Square Ltd. A mortgage in an
unspecified amount was registered against Sundel Square in favour of Members
Partners Consolidated Properties GP Inc. The Monitor has not been provided
with a general security agreement and there are no PPSA registrations made in
favour of Member Partners’ Consolidated Properties Limited Partnership against
IGW Residential Capital Limited Partnership.
IGW REIT Limited Partnership loan to IGW Residential Capital Limited Partnership and
Sundel Square Ltd. (Sundel Square)
4.9.1
IGW REIT Limited Partnership asserts a secured claim in the amount of
$11,704,647.91 against IGW Residential Capital Limited Partnership and Sundel
Square Ltd. Pursuant to a loan agreement dated February 5, 2010 between IGW
REIT Limited Partnership (the “Lender”) and IGW Residential Capital Limited
Partnership and Sundel Square Ltd. (collectively, the “Borrowers”), the Lender
agreed to loan $502,555.85 to the Borrowers at an interest rate of 14%/annum
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
compounded monthly, payable on demand. The Borrowers and the Lender
agreed that the loan was to be used to payout the existing mortgage in favour of
Accredit Mortgage Ltd. As security for the repayment of the loan and the
performance of the Borrowers’ obligations thereunder, the Borrowers covenanted
to deliver a mortgage against title to the Sundel Square Property in favour of IGW
REIT Limited Partnership as well as a general security agreement to the Lender.
4.9.2
4.10
The records of IGW REIT Limited Partnership reflect an intercompany balance in
the amount of $11,704,647.91. The loan agreement provides for a maximum loan
amount of $502,555.85. The Monitor has not been provided with any further
documentation increasing the specified loan amount above that set out in the
loan agreement. The Monitor has not been provided with a general security
agreement and there are no PPSA registrations made in favour of IGW REIT
Limited Partnership. Additionally, the Monitor notes that a mortgage was not
registered on title to the Sundel Square property in favour of IGW REIT Limited
Partnership.
IGW REIT Limited Partnership claim against Colwood City Centre Limited Partnership
(Colwood)
4.10.1
IGW REIT Limited Partnership asserts a claim in the amount of $75,161,471.07
against Colwood City Centre Limited Partnership (formerly, Cityzen Properties
Limited Partnership). League has represented this amount as unsecured in its
Offering Memorandum of May 2013; however, in the Monitor’s view it is
appropriate that details surrounding this balance be documented herein and
available to all stakeholders.
4.10.2 Pursuant to a loan agreement (the “Original Loan Agreement”) dated
October 1, 2007 between IGW REIT Limited Partnership (the “Lender”) and
Cityzen Properties Limited Partnership (the “Borrower”), the Lender agreed to
loan $10 million to the Borrower on a revolving basis at an interest rate of
14%/annum compounded monthly, payable on demand. The Borrower and the
Lender agreed that the loan was to be used to acquire the properties comprising
the Colwood development (the “Colwood Properties”) and for general capital
and working capital expenses. As security for the repayment of the loan and the
performance of the Borrowers’ obligations thereunder, the Borrowers covenanted
to deliver a mortgage on the Colwood Properties and a general security
agreement to the Lender.
9
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
4.10.3 The Original Loan Agreement was amended and restated pursuant to an
Amended and Restated Loan Agreement dated February 24, 2012 between IGW
REIT Limited Partnership and Colwood City Centre Limited Partnership.
Pursuant to the Amended and Restated Loan Agreement, the Lender agreed to
increase the loan amount to $100 million.
4.10.4 The records of IGW REIT Limited Partnership reflect an Intercompany Claim
against Colwood City Centre Limited Partnership in the amount of
$75,161,474.07. As noted above, the Original Loan Agreement contemplates the
granting of a mortgage against title to the Colwood Properties in favour of IGW
REIT Limited Partnership. However, the Monitor notes that the Amended and
Restated Loan Agreement does not indicate that any mortgage would be granted
to IGW REIT Limited Partnership. No mortgage was registered against title to
the Colwood Properties in favour of IGW REIT Limited Partnership. The Original
Loan Agreement also contemplates the granting of a general security agreement.
The Monitor has not been provided with a general security agreement and there
are no current PPSA registrations made in favour of IGW REIT Limited
Partnership against Colwood City Centre Limited Partnership.
5.
INTERCOMPANY UNSECURED CLAIMS
5.1
Attached as Appendix “C” is the schedule of Intercompany Unsecured Claims.
5.2
Unsecured claims include but are not limited to:
5.3
5.2.1
Accounts receivable;
5.2.2
Accounts payable; and
5.2.3
Advances used to fund operating activities and administrative expenses that are
not supported by a financial instrument, and have no fixed terms of repayment or
interest.
Appendix “C” indicates 34 CCAA entities and 14 non-CCAA entities have intercompany
balances. Items of note include the following:
5.3.1
IGW REIT Limited Partnership, League Opportunity Fund Ltd. and IGW Capital
Ltd. are significant lenders to other League Entities; and
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
5.3.2
6.
7.
IGW Industrial Limited Partnership, IGW Energy Capital Limited Partnership,
IGW Residential Capital Limited Partnership, League Assets Corp. and Tyee
Plaza Limited Partnership are significant borrowers from other League entities.
INTERCOMPANY INVESTMENT CLAIMS
6.1
“Investment Claims” represent investments made by a League entity in another League
entitiy for which the investing entity received partnership units, trust units or shares in
the same manner as a retail investor. These claims do not include ownership interests,
such as LAC’s ownership interest in numerous corporate entities who act as general
partners, or a general partner’s nominal economic interest in a limited partnership.
Investment Claims have been included in this report as they were included in the
definition of “Claims” set out in the Claims Process Order. As such, they will be
incorporated in the analysis to be reported in the Waterfall Report.
6.2
Attached as Appendix “D” is a list of Intercompany Investment Claims. This list details
the number of units held by an investing entity and does not ascribe a monetary value to
the investment. This is consistent with the approach taken in the Claims Process relating
to the claims of retail Investors to confirm the number of units held by such retail
Investors.
CONCLUSION
7.1
As set out above, this Intercompany Claims Report has been prepared in accordance with
paragraph 7 of the Claims Process Order and the amounts set out in the body of the
report and the Appendices hereto are deemed to be the Proofs of Claim of the entities
relating thereto, in respect of their Intercompany Claims.
7.2
The Monitor continues its investigation into the flow of funds effected prior to the Filing
Date within the League corporate structure. Prior to the expiry of the stay of proceedings
on June 28, 2014, the Monitor intends to provide the comprehensive Waterfall Report to
the stakeholders and to the Court that will incorporate the analysis contained in this
Intercompany Claims Report.
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LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
This report is respectfully submitted this 31st day of March, 2014.
PricewaterhouseCoopers Inc.
Court Appointed Monitor of
League Assets Corporation, et al
Michael J. Vermette, CA, CIRP
Senior Vice President
Christopher Stocco
Vice President
12
APPENDIX A
List of Petitioners
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S NINTH REPORT TO COURT
March 18, 2014
List of Petitioners
Corporations
1.
0781591 B.C. Ltd.
2.
0811883 B.C. Ltd.
3.
0812307 B.C. Ltd.
4.
0827524 B.C. Ltd.
5.
0873201 B.C. Ltd.
6.
0891146 B.C. Ltd.
7.
0895249 B.C. Ltd.
8.
0895251 B.C. Ltd.
9.
0908150 B.C. Ltd.
10.
2128273 Ontario Inc.
11.
2146431 Ontario Inc.
12.
2148711 Ontario Inc.
13.
2164613 Ontario Inc.
14.
2164614 Ontario Inc.
15.
2246329 Ontario Limited
16.
2291088 Ontario Inc.
17.
2314845 Ontario Inc.
18.
473 Albert St. Office GP Inc.
19.
7667906 Canada Inc.
20.
8252220 Canada Inc.
21.
Arbutus Industrial Park Ltd.
22.
Colwood Belmont Developments Ltd.
23.
Colwood City Centre Corp.
24.
Colwood City Centre GP Inc.
25.
Colwood Jerome Developments Ltd.
26.
Colwood Sooke Developments Ltd.
27.
Colwood's Triumph GP Ltd.
28.
Cowichan District Financial Centre GP Inc.
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
29.
Cygnet Apartments GP Inc.
30.
Cygnet Properties GP Inc.
31.
Duncan City Centre GP Inc.
32.
Durham Portfolio GP Inc.
33.
Fort St. John Retail GP Inc.
34.
Gatineau Centre Development GP Inc.
35.
Gatineau Centre Real Estate Development Corporation
36.
IGW Cash Management Fund Ltd.
37.
IGW Diversified Redevelopment Fund GP Inc.
38.
IGW Energy Capital GP Inc.
39.
IGW Industrial GP Inc.
40.
IGW Mortgage Investment Corporation
41.
IGW Properties GP I Inc.
42.
IGW Public GP Inc.
43.
IGW REIT GP Inc.
44.
IGW Residential Capital GP Inc.
45.
Jesken Development GP Inc.
46.
Jesken Investment GP Inc.
47.
LAPP Global Asset Management Corp.
48.
League Acquisition Corp.
49.
League Assets Corp.
50.
League Assets GP Inc.
51.
League Assets International Inc.
52.
League Capital Markets Ltd.
53.
League Capital Partners Ltd.
54.
League Debt Corp.
55.
League Financial Partners Inc.
56.
League Founding Limited Partner Ltd.
57.
League Holdings Corp.
58.
League Investment Fund Ltd.
59.
League Investment Services Inc.
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
60.
League Opportunity Fund Ltd.
61.
League Realty Advisory Ltd.
62.
League Realty Services Ltd.
63.
League REIT Investco Inc.
64.
Londondale Shopping Centre GP Inc.
65.
Market Square Properties GP Inc.
66.
Member-Partners' Consolidated Properties GP Inc.
67.
North Vernon Properties Inc.
68.
Partners Equity Finance Inc.
69.
Residences at Quadra Village GP Inc.
70.
Stoney Range Industrial GP Inc.
71.
Sundel Square Ltd.
72.
Tsawwassen Retail Power Centre GP Inc.
73.
Tyee Plaza GP Inc.
74.
Village Green Holdings #2 Ltd.
75.
Village Green Holdings #3 Ltd.
76.
Zeus Energy Ltd.
Limited Partnerships
77.
473 Albert St. Office Limited Partnership
78.
Colwood City Centre Limited Partnership
79.
Colwood's Triumph Limited Partnership
80.
Cowichan District Financial Centre Limited Partnership
81.
Duncan City Centre Limited Partnership
82.
Durham Portfolio Limited Partnership
83.
Fort St. John Retail Limited Partnership
84.
Gatineau Centre Development Limited Partnership
85.
IGW Diversified Redevelopment Fund Limited Partnership
86.
IGW Energy Capital Limited Partnership
87.
IGW Industrial Limited Partnership
88.
IGW Properties Limited Partnership I
LEAGUE ASSETS CORPORATION, ET AL
MONITOR’S TWELFTH REPORT TO COURT
March 31, 2014
89.
IGW Public Limited Partnership
90.
IGW REIT Limited Partnership
91.
IGW Residential Capital Limited Partnership
92.
Jesken Development Limited Partnership
93.
Jesken Investment Limited Partnership
94.
League Assets Limited Partnership
95.
Londondale Shopping Centre Limited Partnership
96.
Market Square Properties Limited Partnership
97.
Member-Partners' Consolidated Properties Limited Partnership
98.
North Vernon Properties Limited Partnership
99.
Redux Duncan City Centre Limited Partnership
100.
Residences At Quadra Village Limited Partnership
101.
Stoney Range Industrial Limited Partnership
102.
Tsawwassen Retail Power Centre Limited Partnership
103.
Tyee Plaza Limited Partnership
104.
Village Green Holdings Limited Partnership
Real Estate Investment Trusts
105.
League IGW Real Estate Investment Trust
APPENDIX B
Claims Process Order
APPENDIX C
Schedule of Intercompany Unsecured Claims
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Due from ($)
Due to ($)
Net Due from
(Due to) ($)
CCAA Entities
473 Albert St. Office Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
322,301.26
218,284.33
218,284.33
104,016.93
554,832.19
554,832.19
(549,832.19)
-
296,186.90
197,441.68
493,628.58
(493,628.58)
-
73,086.33
73,086.33
(73,086.33)
-
148,239.69
500,977.81
649,217.50
(649,217.50)
322,301.26
Colwood City Centre Limited Partnership
IGW Mortgage Investment Corporation
League Assets Corporation
5,000.00
5,000.00
Cowichan District Financial Centre Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Fort St. John Retail Limited Partnership
League Assets Corporation
Gatineau Centre Development Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
IGW Diversified Redevelopment Fund Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Place Trans Canadienne Commercial Limited Partnership
IGW Energy Capital Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
2,546,257.80
33,189.46
275,000.00
275,000.00
84,000.00
123,830.26
207,830.26
IGW Industrial Limited Partnership
IGW Public Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
2,579,447.26
-
(2,304,447.26)
207,830.26
2,200,000.00
2,200,000.00
IGW Mortgage Investment Corporation
Colwood City Centre Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
-
Page 1 of 7
9,124,000.05
518,543.07
9,642,543.12
(7,442,543.12)
5,000.00
215,500.96
41,560.32
262,061.28
(262,061.28)
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Due from ($)
IGW Public Limited Partnership
IGW Industrial Limited Partnership
IGW REIT Limited Partnership
LAPP Global Asset Management Corporation
League Assets Corporation
Due to ($)
Net Due from
(Due to) ($)
2,200,000.00
1,074,750.94
9,664.12
9,664.12
IGW REIT Limited Partnership
CCAA entities
473 Albert St. Office Limited Partnership
Cowichan District Financial Centre Limited Partnership
Gatineau Centre Development Limited Partnership
IGW Diversified Redevelopment Fund Limited Partnership
IGW Energy Capital Limited Partnership
IGW Industrial Limited Partnership
IGW Investments Ltd.
IGW Investments 2 Ltd.
IGW Mortgage Investment Corporation
IGW Public Limited Partnership
IGW Residential Capital Limited Partnership
LAPP Global Asset Management Corporation
League Assets Corporation
League Assets GP Inc.
League Debt Corporation
Londondale Shopping Centre Limited Partnership
Market Square Properties Limited Partnership
Residences at Quadra Village Limited Partnership
Stoney Range Industrial Limited Partnership
Tsawwassen Retail Power Centre Limited Partnership
Tyee Plaza Limited Partnership
Village Green Holdings Limited Partnership
Non-CCAA entities
80 Aberdeen Office Investment Limited Partnership
Channel Crossing Limited Partnership
Eagle Landing Retail Limited Partnership
IGW Capital Inc.
Member Partners' Solar Energy Limited Partnership
Place Trans Canadienne Commercial Limited Partnership
Qwantelen Centre Limited Partnership
Wesbrooke Retirement Limited Partnership
(3,296,556.80)
322,301.26
296,186.90
148,239.69
2,546,257.80
84,000.00
9,124,000.05
8,805.87
14,905.69
215,500.96
1,074,750.94
7,665,293.00
342.05
645,580.83
17,419.65
128,565.87
943,418.94
2,518,341.16
57,698.55
52,460.00
271,483.77
11,392,221.38
1,964.53
102,800.00
14,639.96
1,529,441.26
248,176.99
1,129,465.57
1,320.39
19,924.73
399,397.59
4,799,728.04
31,375,449.30
-
7,665,293.00
49,368.51
7,714,661.51
(7,714,661.51)
-
233,170.75
233,170.75
(233,170.75)
36,175,177.34
IGW Residential Capital Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Jesken Development Limited Partnership
League Assets Corporation
Page 2 of 7
31,469.98
3,306,220.92
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Due from ($)
Jesken Investment Limited Partnership
League Assets Corporation
Non-CCAA entities
80 Aberdeen Office Investment Limited Partnership
Eagle Landing Development Limited Partnership
Eagle Landing Retail Limited Partnership
IGW Segregated Debt 1 Limited Partnership
IGW Segregated Debt 2 Limited Partnership
240.00
240.00
(240.00)
-
9,664.12
342.05
3,339.38
13,345.55
(13,345.55)
218,284.33
554,832.19
197,441.68
73,086.33
500,977.81
33,189.46
123,830.26
518,543.07
22.55
27.33
41,560.32
31,469.98
645,580.83
49,368.51
233,170.75
240.00
3,339.38
741,099.32
306,780.29
50.00
382,556.05
2,118,881.22
1,331,911.78
323,039.68
9,883,237.61
197,992.32
8,746.75
42,278.87
68,782.73
182,790.94
648,423.95
108,567.17
92,214.16
99,714.44
5,134.25
6,892.50
151,922.16
544,867.58
27,948.84
15,717.48
Page 3 of 7
Net Due from
(Due to) ($)
LAPP Global Asset Management Corp.
IGW Public Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
League Assets Corp.
CCAA entities
473 Albert St. Office Limited Partnership
Colwood City Centre Limited Partnership
Cowichan District Financial Centre Limited Partnership
Fort St. John Retail Limited Partnership
Gatineau Centre Development Limited Partnership
IGW Diversified Redevelopment Fund Limited Partnership
IGW Energy Capital Limited Partnership
IGW Industrial Limited Partnership
IGW Investments Ltd.
IGW Investments 2 Ltd.
IGW Mortgage Investment Corporation
IGW Public Limited Partnership
IGW REIT Limited Partnership
IGW Residential Capital Limited Partnership
Jesken Development Limited Partnership
Jesken Investment Limited Partnership
LAPP Global Asset Management Corporation
League Assets GP Inc.
League Assets Limited Partnership
League Debt Corporation
League Financial Partners Inc.
League Holdings Corporation
League Investment Fund Ltd.
League Investment Services Inc.
League Opportunity Fund Ltd.
League Realty Services Ltd.
Londondale Shopping Centre Limited Partnership
Market Square Properties Limited Partnership
North Vernon Properties Limited Partnership
Redux Duncan City Centre Limited Partnership
Residences at Quadra Village Limited Partnership
Stoney Range Industrial Limited Partnership
Tsawwassen Retail Power Centre Limited Partnership
Tyee Plaza Limited Partnership
Village Green Holdings Limited Partnership
Due to ($)
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Due from ($)
Member Partners' Solar Energy Limited Partnership
Member Partners' Solar Energy Capital Inc.
Place Trans Canadienne Commercial Limited Partnership
Wesbrooke Retirement Limited Partnership
Net Due from
(Due to) ($)
199.97
16,345.16
7,675,020.91
League Assets GP Inc.
IGW REIT Limited Partnership
League Assets Limited Partnership
League Assets Corporation
League Investment Services Inc.
Due to ($)
90,312.01
222,944.31
13,169,295.41
(5,494,274.50)
17,419.65
34,328.07
741,099.32
4,000.00
21,419.65
League Assets Limited Partnership
League Assets Corporation
League Assets GP Inc.
League Investment Fund Ltd.
League Investment Services Inc.
League Opportunity Fund Ltd.
775,427.39
(754,007.74)
306,780.29
34,328.07
100.00
2,945.00
344,053.36
League Debt Corporation
IGW REIT Limited Partnership
League Assets Corporation
-
(128,615.87)
-
382,556.05
382,556.05
(382,556.05)
-
2,118,881.22
2,118,881.22
(2,118,881.22)
League Holdings Corporation
League Assets Corporation
100.00
1,331,911.78
1,332,011.78
League Investment Services Inc.
League Assets Corporation
League Assets GP Inc.
League Assets Limited Partnership
338,953.36
128,565.87
50.00
128,615.87
League Financial Partners Inc.
League Assets Corporation
League Investment Fund Ltd.
League Assets Limited Partnership
League Assets Corporation
5,000.00
5,100.00
-
1,332,011.78
323,039.68
323,039.68
League Opportunity Fund Ltd.
League Assets Limited Partnership
League Assets Corporation
League Realty Services Ltd.
League Assets Corporation
Page 4 of 7
4,000.00
2,945.00
6,945.00
316,094.68
5,000.00
9,883,237.61
9,888,237.61
-
9,888,237.61
197,992.32
197,992.32
-
197,992.32
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Due from ($)
Londondale Shopping Centre Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Due to ($)
Net Due from
(Due to) ($)
943,418.94
943,418.94
Market Square Properties Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
934,672.19
-
2,518,341.16
42,278.87
2,560,620.03
(2,560,620.03)
-
68,782.73
68,782.73
(68,782.73)
North Vernon Properties Limited Partnership
League Assets Corporation
Redux Duncan City Centre Limited Partnership
League Assets Corporation
Village Green Holdings Limited Partnership
8,746.75
8,746.75
182,790.94
597,468.04
597,468.04
182,790.94
414,677.10
-
57,698.55
648,423.95
706,122.50
(706,122.50)
-
52,460.00
108,567.17
161,027.17
(161,027.17)
92,214.16
92,214.16
179,269.61
Residences at Quadra Village Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Stoney Range Industrial Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Tsawwassen Retail Power Centre Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
271,483.77
271,483.77
Tyee Plaza Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
-
11,392,221.38
99,714.44
11,491,935.82
(11,491,935.82)
-
597,468.04
1,964.53
5,134.25
604,566.82
(604,566.82)
Village Green Holdings Limited Partnership
Duncan City Centre Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Page 5 of 7
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Due from ($)
Due to ($)
Net Due from
(Due to) ($)
Non-CCAA entities
80 Aberdeen Office Invest Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
102,800.00
6,892.50
6,892.50
95,907.50
-
14,639.96
14,639.96
(14,639.96)
-
151,922.16
151,922.16
(151,922.16)
544,867.58
544,867.58
984,573.68
248,176.99
248,176.99
4,988,231.11
102,800.00
Channel Crossing Limited Partnership
IGW REIT Limited Partnership
Eagle Landing Development Limited Partnership
League Assets Corporation
Eagle Landing Retail Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
1,529,441.26
1,529,441.26
IGW Capital Inc.
IGW Investments Ltd.
IGW Investments 2 Ltd.
IGW REIT Limited Partnership
2,308,053.66
2,928,354.44
5,236,408.10
IGW Investments Ltd.
IGW Capital Inc.
IGW Investments 2 Ltd.
IGW REIT Limited Partnership
League Assets Corporation
2,308,053.66
25.00
25.00
8,805.87
22.55
2,316,882.08
(2,316,857.08)
-
2,928,354.44
25.00
14,905.69
27.33
2,943,312.46
(2,943,312.46)
IGW Investments 2 Ltd.
IGW Capital Inc.
IGW Investments Ltd.
IGW REIT Limited Partnership
League Assets Corporation
IGW Segregated Debt 1 Limited Partnership
League Assets Corporation
IGW Segregated Debt 2 Limited Partnership
League Assets Corporation
Page 6 of 7
27,948.84
27,948.84
-
27,948.84
15,717.48
15,717.48
-
15,717.48
League Group of Companies
Schedule of Intercompany Unsecured Claims
As at October 31, 2013
Member Partners' Solar Energy Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Member Partners' Solar Energy Capital Inc.
Due from ($)
Due to ($)
1,129,465.57
90,312.01
88,652.24
1,308,429.82
-
Member Partners' Solar Energy Capital Inc.
League Assets Corporation
Member Partners' Solar Energy Limited Partnership
-
(88,852.21)
-
275,000.00
1,320.39
16,345.16
292,665.55
(292,665.55)
-
19,924.73
19,924.73
(19,924.73)
Qwantelen Centre Limited Partnership
IGW REIT Limited Partnership
399,397.59
222,944.31
622,341.90
Page 7 of 7
1,308,429.82
199.97
88,652.24
88,852.21
Place Trans Canadienne Commercial Limited Partnership
IGW Diversified Redevelopment Fund Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Wesbrooke Retirement Limited Partnership
IGW REIT Limited Partnership
League Assets Corporation
Net Due from
(Due to) ($)
-
622,341.90
APPENDIX D
Schedule of Intercompany Investment Claims
League Assets Group
Schedule of Intercompany Investment Claims
As at October 31, 2013
Investing Entity (ownership)
Issuing Entity
CCAA Entity
IGW REIT LP
Name of Investment Issued
Type of
Investment
Issued
CCAA Entity
Colwood City Centre LP
Colwood City Centre LP Class A Units
Fort St. John Retail LP
Fort St. John Retail LP Class A Units
Partnership
Unit
Partnership
Unit
Total IGW REIT LP
League Acquisition Corp.
Gatineau Centre Development LP Gatineau Centre Development LP - Class A Units
Colwood City Centre LP
IGW
IGW
IGW
IGW
IGW
IGW
IGW
IGW
IGW
IGW
REIT
REIT
REIT
REIT
REIT
REIT
REIT
REIT
REIT
REIT LP
IGW REIT LP
Redux Duncan City Centre LP
Partnership
Unit
Colwood City Centre LP Class A Units
Partnership
Unit
Fort St. John Retail LP Class A Units
Partnership
Unit
League IGW REIT Series 1 Income Priority Units
Trust Unit
League IGW REIT Series 2 Income Priority Units
Trust Unit
League IGW REIT Series 3A Income Priority Units
Trust Unit
League IGW REIT Series 5A Income Priority Units
Trust Unit
League IGW REIT Series 1A Income Priority Units
Trust Unit
League IGW REIT Series 5B Income Priority Units
Trust Unit
League IGW REIT Class II Series 7A Income Priority Units Trust Unit
League IGW REIT Class AAAA Units
Trust Unit
League IGW REIT Class IV Series 5 Income Priority Units
Trust Unit
IGW REIT LP Class A Units
Partnership
Unit
IGW REIT Limited Partnership Class A Units
Partnership
Unit
Partnership
Duncan LP 2
Unit
Total League Assets Corp.
League Assets Corp.
60,000.0000
360,000.0000
360,000.0000
Fort St. John Retail LP
CCAA Entity
556,000.0000
616,000.0000
Total League Acquisition Corp.
League Assets Corp.
# of Units
Issued 1
15,000.0000
2,000.0000
2,569.2400
847.9400
2,000.0000
18,165.6400
1,625.0000
869.2000
15,000.0000
1.0000
423.5400
109,783.0000
2,989.0000
140,000.0000
311,273.5600
Non-CCAA Entity
IGW Segregated Debt 1 LP
IGW Segregated Debt 1 LP Class A Units
Partnership
Unit
15,000.0000
15,000.0000
Total League Assets Corp.
1 of 2
League Assets Group
Schedule of Intercompany Investment Claims
As at October 31, 2013
Investing Entity (ownership)
Issuing Entity
Non-CCAA Entity
Type of
Investment
Issued
Name of Investment Issued
# of Units
Issued 1
CCAA Entity
0742044 BC Ltd.
Total 0742044 BC Ltd.
League Asset Limited Partnership League Asset LP Class A LP Shares
3
Shares
1,807,500.0000
1,807,500.0000
0742054 BC Ltd.
Total 0742054 BC Ltd.
League Asset Limited Partnership League Asset LP Class A LP Shares
3
Shares
1,807,500.0000
1,807,500.0000
IGW Investments 2 Ltd.
Total IGW Investments 2 Ltd.
IGW REIT
League IGW REIT
Trust Unit
2,873,957.9355
2,873,957.9355
IGW Investments Ltd.
IGW REIT LP
IGW REIT LP Class A Units
Partnership
Unit
2,281,703.8400
4
Total IGW Investments Ltd.
IGW Seg Debt 1
2,281,703.8400
IGW REIT
IGW REIT
League IGW REIT Series 5 - 4.25% Convertible Units 3
League IGW REIT Series 6 - 3.5% Convertible Units 3
Trust Unit
Trust Unit
235,000.0000
875,000.0000
1,110,000.0000
IGW REIT
IGW REIT
League IGW REIT Series 5 - 4.25% Convertible Units 3
League IGW REIT Series 6 - 3.5% Convertible Units 3
Trust Unit
Trust Unit
100,000.0000
875,000.0000
975,000.0000
Colwood City Centre LP
Colwood City Centre LP Class A Units
Partnership
Unit
1,875,973.0000
Total IGW Seg Debt 1
IGW Seg Debt 2
Total IGW Seg Debt 2
League Cityzen Capital Corporation
Total League Cityzen Capital Corporation
1,875,973.0000
Notes
1
None of the investments are subject to an un-met redemption request.
2
The Monitor has been unable to determine if Class A or Class B units were issued.
3
Investments are described in the various Offering Memoranda without the name of the legal entity. Legal entities have been added by the Monitor for clarity.
4
The Monitor has been unable to determine the exact investment within the IGW REIT that was issued.
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