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RioCan-HBC Limited Partnership - Motion Materials
The following motion materials have been filed in the proceedings:
 Motion Record (re: Sur-reply Affidavit of Nadia Corrado) |
November 28, 2025 |
| This sur-reply filed November 28, 2025 includes the Affidavit of Nadia Corrado in response to the Reply Record dated November 21, 2025. | |
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Aide Memoire of Oxford Properties Group Case Conference Brief of the Receiver | November 24, 2025 |
| In relation to the request by Oxford for a case conference before the Honourable Justice Osborne on November 24, 2025, the Aide Memoir of Oxford Properties Group and the Case Conference Brief of the Receiver were filed. | |
| Reply Record of the Receiver Affidavit of Dennis Blasutti |
November 21, 2025 |
| The Reply Record of the Receiver in response to on-going proceedings regarding the Fairweather Transaction and response to the Corrado Affidavit. Included within is the affidavit of James Tate. | |
| [Volume 1 of 3] Responding Motion Record - Oxford Properties Group, et al. [Volume 2 of 3] Responding Motion Record - Oxford Properties Group, et al. [Volume 3 of 3] Responding Motion Record - Oxford Properties Group, et al.
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November 13, 2025 |
| This Responding Motion Record of Oxford Properties Group et al is filed in response to, and in opposition of, the Receiver's motion record dated October 11, 2025 regarding the Yorkdale Sublease transaction. | |
| Timetable for Yorkdale Sublease Proceedings (Superseded) |
October 22, 2025 |
| The Receiver is seeking, inter alia, approval of the New Sublease (as defined in the Motion Record) for the premises located at Yorkdale Mall. This timetable has been superseded by the November 25, 2025, endorsement of Justice Osborne. | |
| Affidavit of Dennis Blasutti |
October 12, 2025 |
| This affidavit is filed in support of the motion of FTI Consulting Canada Inc. ("FTI"), in its capacity as receiver and manager (the "Receiver") of all of the assets, undertakings and properties of the JV Entities, for approval of a proposed sublease transaction with Fairweather Ltd. ("Fairweather") in respect of the Yorkdale Property (as defined below) (the "Fairweather Transaction"), and certain related relief. | |
| Motion Record (re: Yorkdale Sublease) |
October 11, 2025 |
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THE MOTION IS FOR AN ORDER, among other things: 1. If necessary, abridging the time for service of this Notice of Motion and the Motion Record and dispensing with service on any person other than those served; 2. Approving the Sublease Agreement, dated August 12, 2025 (the "New Sublease") between the Receiver and Fairweather Ltd. ("Fairweather") for the premises located at Yorkdale Mall in Toronto, ("Yorkdale") formerly occupied by Hudson's Bay Company ULC ("HBC") pursuant to a sublease with YSS 1; and 3. Providing certain ancillary relief from the exercise of remedies by Yorkdale Shopping Centre Holdings Inc. (together with its affiliates, "Oxford"), as landlord, pursuant to a Lease Agreement with YSS 1, as tenant, dated September 26, 2002 (the "Head Lease"), as a result of any defaults arising from the appointment of the Receiver, the insolvency proceedings of HBC, or stemming from these receivership proceedings involving YSS 1. | |
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Aide Memoire of the Receiver Aide Memoire - Oxford Properties Group, et al |
October 9, 2025 |
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This Aide Memoire is filed by Oxford for a case conference requested by the Receiver to set a date and establish a schedule for the hearing of an opposed motion seeking approval of a transaction involving the former HBC premises at Yorkdale Mall. This Aide Memoire also includes updated information relating to Oxford’s other two locations (Square One Mall and Scarborough Town Centre) following the last case conference held on August 19, 2025. | |
| Motion Record (re: Lease Surrender) |
September 24, 2025 |
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THE MOTION IS FOR AN ORDER, among other things: 1. If necessary, abridging the time for service of this Notice of Motion and the Motion Record and dispensing with service on any person other than those served; 2. Approving the Master Agreement for Surrender and Termination of Leases and Related Agreements entered into as of September 24, 2025 (the "MSA") between CF Carrefour Laval Nominee Inc., CF Carrefour Laval Rec Inc., Ontrea Inc. (each by their duly authorized agent The Cadillac Fairview Corporation Limited) (collectively, the "Landlord Entities"), and the Receiver; 3. Approving a Supplemental Surrender Agreement entered into as of September 24, 2025 (the "Supplemental Surrender Agreement" and, together with the MSA, the "Lease Surrender Agreements") between the Landlord Entities, 2472598 Ontario Inc. (the "Laval Nominee"), 2472596 Ontario Inc. (the "St. Bruno Nominee"), the Receiver and 1242939 B.C. Unlimited Liability Company ("HBC"); 4. Authorizing the Receiver, the Laval Nominee, the St. Bruno Nominee and HBC to execute the Lease Surrender Agreements; 5. Surrendering to the Applicable Landlord Entities, the Laval Nominee's, the St. Bruno Nominee's and 2455034 Ontario Limited Partnership's rights, title and interest in and to the Laval Lease Assets and the St. Bruno Lease Assets (as defined below); 6. Sealing the confidential appendices H and K (together, the "Confidential Appendices") to the Fourth Report of the Receiver dated September 24, 2025 (the "Fourth Report"); and 7. Such further relief as this Honourable Court may deem just. | |
| Factum of the Receiver 19 September 2025 |
September 19, 2025 |
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This factum is filed in support of a motion by FTI Consulting Canada Inc., as court-appointed receiver and manager of the assets, properties and undertakings of 2455034 Ontario Limited Partnership (formerly RioCan-HBC Limited Partnership) ( "RC-HBC LP"), among others (the "Receiver"), for: a. approval of binding term sheets and the transactions (the Transactions") contemplated therein between the Receiver and RioCan Acquisitions Inc. pursuant to which RioCan Acquisitions Inc. or one of its affiliates (collectively, "RioCan") will acquire the 50% non-managing co-ownership interests of RC-HBC LP in each of Georgian Mall shopping centre ( "Georgian") and Oakville Place shopping centre ( "Oakville") (the "Co-Ownership Interests"); b. authorization for the Receiver to enter into agreements of purchase and sale in respect of the Transactions (the "Purchase Agreements"), which Purchase Agreements shall be in form and substance acceptable to RioCan and the Receiver and consistent with the terms of the Term Sheets, subject to such amendments, additions and/or deletions as may be negotiated between the Receiver and RioCan; c. approval of steps to identify any alternative superior transaction for the Co-Ownership Interests (an "Alternative Transaction") and the engagement of RBC Capital Markets Realty Inc. ( "RBC CM") in that process; d. approval of a break fee payable to RioCan if an Alternative Transaction proceeds (the "Termination Consideration"), as well as a court-ordered charge to secure the Termination Consideration; and e. sealing of certain confidential information. | |
| Motion Record (re: Co-Ownership Transactions) |
September 15, 2025 |
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This motion is for and order, among other things: a. Approving the Oakville Transaction and Georgian Transaction; b. Authorizing the Receiver to execute and enter into agreements of purchase and sale in respect of the Oakville Transaction and the Georgian Transaction (together, the "Purchase Agreements"); c. Authorizing the Receiver to solicit Alternative Transactions (as defined in the Term Sheets); d. Approving the payment, if applicable, of the Termination Consideration (as defined in the Term Sheets) and granting a court-ordered charge to secure that payment; and e. Sealing the Confidential Appendices to the Third Report of the Receiver, dated September 15, 2025 (the "Third Report"). | |
| Aide Memoire |
August 18, 2025 |
| Motion Record (re: Amendment to Appointment Order) |
July 24, 2025 |
| Motion Record (re: Legal and Business Names of JV Entities) |
June 23, 2025 |
| Application Record |
May 29, 2025 |
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The Applicants make an application for an order (the "Appointment Order") substantially in the form to be included with the application record, granting, among other things, the following relief: (a) appointing FTI Consulting Canada Inc. ("FTI") as receiver and manager (in such capacity, and not in its personal or corporate capacity, the "Receiver"), without security, in respect of all of the assets, undertakings and properties of RioCan-HBC Limited Partnership (the "RioCan-HBC JV"), RioCan-HBC General Partner Inc. (the "JV General Partner"), HBC YSS 1 Limited Partnership ("YSS 1"), HBC YSS 1 LP Inc. ("YSS 1 LP"), HBC YSS 2 Limited Partnership ("YSS 2"), HBC YSS 2 LP Inc. ("YSS 2 LP"), RioCan-HBC Ottawa Limited Partnership (the "Ottawa LP"), RioCan-HBC (Ottawa) Holdings Inc. (the "Ottawa Nominee"), and RioCan-HBC (Ottawa) GP, Inc. (collectively, the "0JV Entities" and each individually, a "JV Entity"); (b) ordering that the Receiver shall be at liberty and is empowered to borrow from RioCan, and/or any other persons, provided that the outstanding principal amount does not exceed $20 million for the purpose of funding the business of the JV Entities or the exercise of the powers and duties conferred upon the Receiver by the Appointment Order; (c) granting the Receiver a charge over all of the Property (the "Receiver's Charge") as security for the Receivership Costs incurred both before and after the granting of the proposed Appointment Order; (d) ordering that the Receiver shall allocate the costs of the receivership proceedings, including, without limitation, the reasonable fees and expenses of the Receiver and its counsel incurred both before and after the granting of the Appointment Order in respect of these proceedings, the Receiver's Borrowings, and any other reasonable general costs incurred (collectively, the "Receivership Costs"), against each of the JV Properties, in such amounts as the Receiver determines to be fair and reasonable; (e) ordering that any agent or Secured Lender, as applicable, which holds a first priority charge or other security interest registered against any JV Property (in each case, a "Priority Secured Lender" and such JV Property, the "Priority Collateral"), may, at any time, serve on the Receiver, RioCan, the other Secured Lenders, and HBC the Termination Certificate advising that such Priority Secured Lender wishes to terminate these receivership proceedings in respect of the relevant Priority Collateral, and effective as of 12:01 a.m. (Toronto time) on the day that is seven days after service of the Termination Certificate, the Receiver shall be discharged as Receiver of the relevant Priority Collateral; (f) staying all proceedings against or in respect of the JV Entities or their Property, except with the written consent of the Receiver or with leave of this Court; and (g) such further and other relief as this Honourable Court may deem just. | |
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