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COURT FILE NUMBER 1601-04111 COURT OF QUEEN'S BENCH OF ALBERTA JUDICIAL CENTRE CALGARY PLAINTIFF ALBERTA TREASURY BRANCHES DEFENDANT MILLENNIUM STIMULATION SERVICES LTD. APPLICANT KPMG INC., IN ITS CAPACITY AS COURT-APPOINTED
RECEIVER AND MANAGER OF MILLENNIUM STIMULATION SERVICES LTD.
DOCUMENT FIRST REPORT TO THE COURT SUBMITTED BY
KPMG INC., IN ITS CAPACITY AS COURT-APPOINTED RECEIVER AND MANAGER OF MILLENNIUM STIMULATION SERVICES LTD. DATED MAY 30, 2016
ADDRESS FOR SERVICE AND KPMG INC. CONTACT INFORMATION OF 3100, 205 – 5 Ave. S.W. PARTY FILING THIS DOCUMENT Calgary, AB T2P 4B9 Att: Neil Honess/Ryan Adlington Telephone: 403-691-8014/403-691-8504
Facsimile: 403-691-8008 Email: [email protected]
[email protected] MCCARTHY TETRAULT LLP Suite 4000, 421-7th Avenue SW Att: Sean Collins/Walker MacLeod Telephone: 403-260-3531/403-260-3710 Facsimile: 403-260-3501 Email: [email protected]
31207949.2
Table of Contents Page
1. INTRODUCTION AND PURPOSE OF REPORT ......................................................................... 2
2. COMPANY’S PRIMARY ASSETS ................................................................................................ 4
3. COMPANY’S PRIMARY LIABILITIES ....................................................................................... 6
4. RECEIVER’S ACTIVITIES TO DATE .......................................................................................... 7
5. RECEIPTS AND DISBURSEMENTS .......................................................................................... 13
6. MARKETING PROCESS .............................................................................................................. 15
7. RECOMMENDATIONS ............................................................................................................... 16
Page | 1
Listing of Appendices
Appendix “A” - Receivership Order dated March 24, 2016
Appendix “B” - Notice and Statement of the Receiver (Form 87)
Appendix “C” - Interim Statement of Receipts and Disbursements from March 24, 2016 to May 26, 2016
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1. INTRODUCTION AND PURPOSE OF REPORT
Introduction
1. Millennium Stimulation Services Ltd. (“Millennium” or the “Company”) is a private oilfield
services company. The Company’s principal assets include pressure pumping equipment, and
patented waterless energized natural gas stimulation process fracturing technology (“ENG”). All
assets are located in Alberta and Saskatchewan.
2. The Company’s primary secured lender is Alberta Treasury Branches (“ATB”) who has advanced
funds of approximately $17.15 million (plus interest and fees) to Millennium. These amounts were
borrowed by Millennium pursuant to the amended facility agreements between ATB and
Millennium dated September 1, 2015 and January 8, 2016 (the “Facility Agreements”).
3. As a result of the sharp reduction in oil prices and the associated reduction in hydraulic fracturing
(“Fracking”) the Company experienced significant cash flow difficulties and was unable to make
loan payments due or successfully restructure its financing arrangement with ATB. Accordingly,
the Company is and remains in default of the Facility Agreement.
4. On March 11, 2016, ATB issued a demand for payment and notice of intention to enforce security
(the “ATB Notice”) pursuant to Section 244 of the Bankruptcy and Insolvency Act (“BIA”).
5. Shortly after the ATB Notice, ATB commenced an application to appoint KPMG Inc. (“KPMG”)
as receiver and manager of Millennium (the “Receiver”) pursuant to section 243 of the BIA and
section 13(2) of the Judicature Act, RSA 2000, c J-2 to, inter alia, take possession of and exercise
control over the assets of the Company (including the shares of the Company) and any and all
proceeds, receipts and disbursements arising out of or from the assets (the “Property”).
6. On March 24, 2016, the Court of Queen’s Bench of Alberta (“Court”) issued an order appointing
KPMG as the Receiver over all of the Property and undertakings of Millennium (the “Order”). A
copy of the Order is attached hereto as Appendix “A”.
7. For further background information on Millennium and these receivership proceedings please refer
to the Receiver’s website www.kpmg.ca/millennium.
8. In preparing this report, the Receiver has been provided with, and has relied upon, unaudited and
other financial information, books and records (collectively, the “Information”) prepared by the
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Company and/or their representatives, and discussions with the Company’s management and/or
representatives. The Receiver has reviewed the Information for reasonableness, internal
consistency and use in the context in which it was provided and in consideration of the nature of
evidence provided to this Honourable Court. However, the Receiver has not audited or otherwise
attempted to verify the accuracy or completeness of the Information in a manner that would wholly
or partially comply with Canadian Auditing Standards (“CAS”) pursuant to the Chartered
Professional Accountants Canada Handbook and, accordingly, the Receiver expresses no opinion
or other form of assurance contemplated under the CAS in respect of the Information.
9. The information contained in this report is not intended to be relied upon by any prospective
purchaser or investor in any transaction with the Receiver.
10. All references to monetary amounts in this report are in Canadian dollars unless otherwise
specified.
Purpose of the Receiver’s First Report
11. This is the Receiver’s first report (the “First Report”) and is filed to provide this Honourable Court
with:
a) An update on the actions of the Receiver since the date of receivership;
b) Present the statement of receipts and disbursements for the receivership period March 24,
2016 to May 26, 2016;
c) Present the Receiver’s fees and disbursements for the period from March 24, 2016 to May
20, 2016 and the Receiver’s legal counsel’s fees and disbursements for the period from
March 24, 2016 to April 30, 2016; and
d) The Receiver’s recommendations.
12. A supplemental, confidential report (the “First Supplemental Confidential Report”) has been
prepared by the Receiver which details the sales process undertaken in respect of the Company’s
assets, and the proposed transactions pursuant to that process.
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2. COMPANY’S PRIMARY ASSETS
The Company’s primary assets consist of hydraulic fracturing units, an ENG pumping unit, a coiled tubing
unit (together, the “Fracturing Equipment”), a sand storage facility and a yard/office facility.
Fracturing Equipment
13. The majority of Millennium’s Fracturing Equipment is located in a leased yard and office facility
in Medicine Hat, Alberta. Certain items include:
a) ENG equipment including a purpose-built, process patent protected pumping unit and
related equipment to facilitate the usage of liquefied natural gas (“LNG”) for well
fracturing procedures;
b) Hydraulic fracturing equipment including a coil tubing unit, coil tubing, fracturing pumps,
blenders, chemical trailers, hydration trailers, iron trucks, D.A.T.A. trailers, sand storage
trailers, sand end dumps, air slide trailers, blending tubs, telescopic boom cranes, Thermo
Fisher transmitters and density gauges;
c) A fleet of vehicles comprised of 15 leased service/pick-up trucks, 24 truck tractors, two
pumper trailers, a chemical transfer van, a repair trailer and a transport trailer; and
d) Other equipment including other machinery and shop equipment located in Medicine Hat
and a truck, telehandler, bucket, sand conveyor and forklift located in Estevan.
14. There are also equipment items located at the following repair or construction facilities:
a) Stewart & Stevenson Canada (“S&S”) – a damaged blending tub and a partially-
constructed fracturing unit (90% complete);
b) Greatwest Kenworth Ltd. (“Kenworth”); and
c) TopCo Oilsite Products Ltd. (“TopCo”).
15. The Receiver and its counsel have made efforts to ascertain the obligations owing and the validity
and priority of any associated lien claims under properly registered liens and otherwise and will
work with the above parties to come to an arrangement to repair, complete and release the assets
where it is economically reasonable to do so.
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ENG Patents
16. ENG is Millennium’s proprietary patent protected process which uses LNG as the working fluid
for hydraulic fracturing and well intervention of oil and gas wells.
17. Millennium has worked to commercially develop this technology for potential third party end-users
in the oilfield service industry.
Other Assets
18. Millennium owns a sand storage facility that is located on leased property in Estevan, Saskatchewan
(the “Sand Facility”). The Sand Facility is a special use, purpose-built facility to upload silica sand
from an adjacent rail car siding. There are two silos with a storage capacity of 3,500 tons each, with
the ability to expand to four silos on the main pad with minimal modifications. The facility is
located with rail access on the Long Short Line railroad which has access to the Canadian Pacific
Railway system and is less than 1 km from Highway 39 by road.
19. Millennium owns a field site, as well as office and warehouse facilities in Estevan, Saskatchewan.
The site is 8 acres. The office is approximately 5,000 square feet and the warehouse is
approximately 11,000 square feet (the “Estevan Property”).
20. Millennium also owns various office furniture and fixtures and computer equipment located in the
Calgary head office, Medicine Hat, Alberta and in Estevan, Saskatchewan.
21. Millennium books and records indicate that it could have tax losses arising from historic operating
losses in the order of $61 million ($31 million of which are non-capital in nature).
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3. COMPANY’S PRIMARY LIABILITIES
22. The Company’s primary liabilities, based on the Company’s books and records, are as follows:
23. ATB extended credit facilities and related services to Millennium pursuant to an Amended and
Restated Commitment Letter, dated March 16, 2015, as amended by amending agreements dated
September 11, 2015 and January 8, 2016 (the “Loan Facility”). As of March 24, 2016, Millennium
owed ATB approximately $17.15 million plus interest, legal and other costs. The Loan Facility is
comprised of the following:
a) A revolving demand facility of $2.757 million;
b) A non-revolving term facility in the amount of $2.121 million;
c) A non-revolving term facility in the maximum amount of $4.162 million;
d) A non-revolving reducing term facility in the amount of $6.032 million;
e) A non-revolving reducing term facility in the amount of $2.010 million;
f) A letter of credit of $50,000; and
g) A corporate MasterCard credit facility of approximately $18,000.
24. To the Receiver’s knowledge, Millennium has financing leases with Jim Peplinski that are secured
against various motor vehicles and certain garage keeper and/or possessory liens (as discussed at
paragraph 15) in respect of certain other vehicles and equipment.
25. Millennium has approximately 160 unsecured creditors consisting primarily of professional
services firms, former employees and other trade suppliers.
Summary of Company's Primary Liabilities
CAD $ Millions
Secured Creditors Amount $ATB Loan Facility 17.15 Jim Peplinski Lien on Trucks 0.45 S&S Lien on Fracturing Unit 0.28 Gowlings Lien on ENG Patents 0.05 Kenworth Garage Keeper's Lien 0.01 Total secured creditors 17.94 Unsecured CreditorsUnsecured trade creditors 2.42 Total unsecured creditors 2.42 Total liabilities 20.36
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4. RECEIVER’S ACTIVITIES TO DATE
26. Subsequent to its appointment, the Receiver undertook the actions described below.
Day One Activities
27. Immediately upon appointment the Receiver:
a) Attended at all Millennium locations in Calgary, Medicine Hat and Estevan;
b) Secured all premises and the assets therein, changing locks and arranging for security
coverage where necessary;
c) Inventoried equipment; and
d) Communicated to the employees regarding the receivership and released the majority of
the employees.
28. As detailed below, the Receiver retained certain employees to assist with the exercise of the
Receiver’s powers and duties.
Cash and Banking
29. The Receiver requested all accounts be transferred to the Receiver (such funds being received on
April 8, 2016).
30. The Receiver immediately arranged for the opening of a new bank account in the name of the
receivership estate to facilitate future receipts and disbursements with respect to the administration
of the receivership.
Books and Records
31. As at the receivership date, Millennium had books and records, including certain other assets
residing at the following locations:
a) In the Calgary head office;
b) In the warehouse and yard in Medicine Hat, Alberta; and
c) In the warehouse and facility in Estevan, Saskatchewan.
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32. The Receiver also made arrangements to restrict access to the server maintained by a third party IT
group (the “IT Group”). The Receiver has requested a back-up of the server from the IT Group
and provided limited access to the server for the employees retained to assist with the
administration.
33. The Receiver compiled information to assist the employees with their Wage Earner Protection
Program (“WEPP”) applications.
34. The Calgary premises were vacated on April 22, 2016. The Receiver removed all necessary records
from the premises before vacating and forwarded the files to a third-party external document
storage. The Receiver has also paid rent due from the date of filing to the date it vacated the
premises.
Patent Portfolio
35. Millennium is the owner of all of the ENG Patents. Millennium has approximately 34 patents in
numerous jurisdictions worldwide. Patent registrations, defence and maintenance are carried out
by Gowling WLG (“Gowlings”). The Receiver has been in contact with Gowlings and they have
provided comprehensive lists of all the patents held by Millennium. The Receiver is working with
Gowlings to maintain all critical patents in good standing.
36. Gowlings has placed a lien on the ENG Patents for their account in arrears of approximately
$47,000 (the “Gowlings Lien”). After negotiations with the Receiver, Gowlings has agreed to
continue to provide their services to maintain, defend or progress patent applications in process and
will not apply the payments received from the Receiver towards payment of the Gowling Lien.
Pursuant to advice from the Receiver’s counsel, the Gowlings Lien appears to be valid and will be
settled in full prior to title in the ENG Patents being transferred.
Insurance
37. Insurance is in place in respect of Millennium’s Property. The Receiver has been added as a loss
payee to all relevant policies. Millennium’s insurance coverage consists primarily of all-risk
property, contractor’s equipment, equipment breakdown, crime, general liability including
pollution liability, automobile liability, directors’ & officers’ liability and umbrella coverage. All
policies will expire on May 31, 2016, except the commercial general liability which will expire on
October 16, 2016.
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38. The Receiver has reviewed the policies for adequacy of protection and cancelled coverage not
required.
39. Additionally, The Receiver has been working with the insurers and brokers to negotiate an
extension of the insurance coverage until August 31 2016, with the ability to extend on a month to
month basis beyond this date as required. The Receiver will have this extension in place prior to
May 31, 2016 but after the filing of this report.
Asset Maintenance
40. Millennium owns four radioactive gauges that were attached to Fracturing Equipment located at
the Medicine Hat site. Shortly after the receivership commenced, the Receiver engaged the former
Radiation Safety Officer (“RSO”), Mr. Jason Entem, to maintain the radioactive gauges and to
ensure that the Company was in compliance with the Nuclear Safety and Control Act and related
regulations. Upon the recommendation of the RSO, the four radioactive gauges have been removed
from the Fracturing Equipment and properly stored in a safe and secured facility in the Medicine
Hat yard until the outcome of the sales process.
41. The Receiver was advised that a beacon located on the Sand Facility, which is used to signal the
height of the building for aircraft, was burnt out. The Receiver, with the assistance of a former
employee, has had the beacon repaired.
42. Upon vacation of the Calgary offices, Century Services Inc. removed the office furniture and
equipment and placed them in auction on May 4, 2016 which realized net proceeds of
approximately $16,000.
Notice
43. The Receiver has issued the prescribed notice and statement pursuant to Sections 245 and 246 of
the BIA to all known secured and unsecured creditors of the Company, providing notice of its
appointment. A copy of the notice and statement is attached hereto as Appendix “B”.
Management, Employees and Contractors
44. As at the date of receivership, Millennium had approximately 28 employees. The Receiver attended
the premises in the Calgary, Medicine Hat and Estevan locations to advise of the appointment and
the termination of the employment of the employees. The Receiver also contacted each employee
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that was not on site at the various offices and advised them of the same. The Receiver has completed
the employer’s portion of the WEPP applications to facilitate payments to all eligible employees
that are owed outstanding wages, vacation, severance and termination pay and has provided
information to the employees to assist them with their applications to WEPP.
45. Subsequently, the Receiver engaged certain former employees of Millennium that have detailed
knowledge of Millennium’s Property and ENG assets as contractors to assist with a sale process,
to help maintain certain assets and to attend to tax and other matters.
Security Review
46. The Receiver's legal counsel has undertaken a review of the validity and enforceability of the
security held by ATB. Counsel has advised that ATB has a valid security interest in the right, title
and interest of Millennium in its real and personal property, subject to certain standard assumptions
and qualifications.
Sales Process
47. Prior to the receivership, Millennium undertook marketing efforts to sell its Property. FirstEnergy
Capital Corp (“FirstEnergy”) was retained in February 2016 as its financial advisor to conduct a
process to identify strategic alternatives including a joint venture, licensing agreement, capital
injection, and merger, sale of the corporation/assets or any other strategic transaction. FirstEnergy
conducted an extensive marketing process where they contacted 140 parties consisting of US and
domestic pressure pumpers, private equity firms, midstream companies, supermajors’ investment
arms, integrated oilfield services companies and others.
48. Nine parties returned signed Confidentiality Agreements to gain access to an online data room and
five submitted irrevocable bids by March 18, 2016 but none of these bids eventually proved
acceptable to the Company or would be supported by ATB.
49. Upon appointment, the Receiver in consultation with ATB developed a sales process (the “SP”) to
market and sell the Property of Millennium. The SP has been designed to solicit and entertain
offers on any of the assets individual or collectively in an attempt to maximize value for the
Company’s stakeholders.
50. The SP implemented for the disposal of Millennium’s Property was set out as follows:
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a) Upon execution of a satisfactory non-disclosure agreement (“NDA”) by any person the
Receiver determines has the financial resources and operational expertise to conclude a
transaction for the assets, that person was provided information regarding the assets of
Millennium;
b) The bid deadline for written offers to be received was April 29, 2016 at 5pm Mountain
Time (“Bid Deadline”); and
c) At the Bid Deadline, interested parties were required to provide:
- An irrevocable bid detailing which assets are included and the portion of the bid
relating to each;
- A deposit by way of bank draft payable to “Millennium Stimulation Services Ltd. – In
Receivership” equal to ten (10%) percent of the consideration in the bid (the
“Deposit”), which Deposit shall be held by the Receiver, subject to certain conditions;
- Proof of funding for the entirety of the proposed transaction; and
- Any conditions in respect of the purchase including timing.
51. The Receiver undertook the following steps with the SP:
a) With input from the Company and ATB, the Receiver identified 52 potential purchasers,
primarily oilfield service companies and technology based oil and gas companies/funds;
b) With the assistance of former employees, the Receiver developed a sale opportunity teaser
(the “Teaser”) and a NDA;
c) All potential purchasers interested in the opportunity were provided a copy of the Teaser
and the NDA on or about April 8, 2016. In total 49 parties received a copy of the Teaser
and the NDA;
d) The Receiver established and provided access to a virtual data room to all parties who had
signed the NDA; and
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e) During April 2016, the Receiver made contact with each of the potential purchasers to
ascertain interest and assist with provision of information.
52. In addition to the above, the Receiver contacted three auction houses to make proposals for disposal
of the Fracturing Equipment on three bases: auction, net minimum guarantee and outright purchase.
53. The Receiver also contacted three realtors to provide marketing proposals for both the Estevan
Property and Sand Facility, including their proposed listing prices.
54. Subsequent to the SP, acceptable bids were received for the ENG Patents and the Fracturing
Equipment and the Receiver is proceeding to obtain Court approval for these sales transactions.
55. No acceptable bids were received for either the Estevan Property or the Sand Facility and
accordingly these assets will be marketed for sale by Colliers and CBRE respectively.
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5. RECEIPTS AND DISBURSEMENTS
56. The Receiver’s disbursements during the receivership have primarily related to the preservation of
Millennium’s Property and include other costs, such as site security, IT and server maintenance,
insurance and rent.
57. Millennium’s operating costs to date have been financed by Receiver’s borrowing from ATB under
Receiver’s Certificates, to date totalling $150,000 in principal.
58. The Receiver has limited funding and has, to date, prioritized payments to those matters necessary
to protect and preserve the principal assets of the Company, namely the Fracturing Equipment and
the ENG Patents.
59. Below is a summary of receipts and disbursements from March 24, 2016 to May 26, 2016. The
complete statement of receipts and disbursements is attached as Appendix “C”:
Interim Statement of Receipts and Disbursements - March 24, 2016 - May 26, 2016
Cash Receipts 1
Advance from secured creditors 150,000 Funds from Jim Peplinski Leasing 44,435 Refunds 87
Total Cash Receipts 194,522 Cash Disbursements 2
Occupation rent 59,386 IT services 6,525 External counsulting 4,716 Security 3,945 GST paid 3,791 US$ conversion loss 3 2,270 Insurance 1,194 Payroll services 496 Loan interest 470 Utilities 314 Bank charges 221 Filing fee 70
Total Cash Disbursements 83,398 Excess Receipts Over Disbursements 111,124
Note 1: Excluded from the cash receipts are the bid deposits received pursuant to the SP.Note 2: Excluded from the disbursements are the bid deposits returned to unsuccessful bidders pursuant to the SP.
Note 3: The US$ conversion loss relates to the exchange rate loss on bid deposits originally received in US dollars, converted to Canadian dollars for deposit then converted back to US dollars for return to the unsuccessful bidders.
Page | 14
60. The Receiver and its legal counsel have billed and/or accrued fees of $193,757.83 and $18,740.66
to May 20, 2016 and to April 30, 2016, respectively. To date no professional fees have been paid.
These fees are collectively referred to as the “Receivership Professional Fees”.
61. At the June 6, 2016 hearing, the Receiver will be seeking approval of the Receivership Professional
Fees. Copies of the invoices described therein, including detailed time analysis, will be made
available to the Court at the June 6, 2016 hearing if requested.
62. The activities of the Receiver and its counsel are documented in this Report and the First
Supplemental Confidential Report. The Receiver has dealt with a variety of assets (including
patents and associated intellectual property, nuclear licenses, equipment and real property interests)
in multiple jurisdictions. The Receiver has secured offers from reputable counterparties for a large
portion of the assets in a little over two months, subject only to approval of this Honourable
Court. The Receiver is of the view that the Receivership Professional Fees have been incurred in
a prudent and economical matter and are fair and reasonable in all of the circumstances.
Summary of Receivership Professional Fees
Period March 24, 2016 - May 20, 2016
In CAD $Service Period Fees and
Disbursements GST Total Amount
KPMG Inc.March 24, 2016 - May 20, 2016 184,531.27 9,226.56 193,757.83
Total KPMG Inc. 193,757.83 McCarthy Tétrault
March 24, 2016 - March 31, 2016 1,534.00 76.70 1,610.70 April 1, 2016 - April 30, 2016 16,314.25 815.71 17,129.96
Total McCarthy Tétrault 18,740.66 Total Professional Fees 212,498.49
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6. MARKETING PROCESS
63. The Receiver has provided further detailed information on the marketing process in the First
Supplemental Confidential Report. In general, the Receiver is of the view that the marketing efforts
exposed Millennium’s Property to the market for a reasonable time, was transparent, and was
designed and in fact did obtain the highest and best value for the Property given the stated timeline
and available funding in conjunction with FirstEnergy’s pre-receivership marketing and sales
efforts.
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7. RECOMMENDATIONS
64. We submit this First Report in support of our Application respectfully requesting this Honourable
Court to:
a) Approve the First Report and the activities of the Receiver described herein;
b) Approve the Statement of Receipts and Disbursements for the period March 24, 2016 to
May 26, 2016; and
c) Approve the Receivership Professional Fees for the Receiver for the period from March
24, 2016 to May 20, 2016 and the Receiver’s legal counsel from the period from March
24, 2016 to April 30, 2016.
All of which is respectfully submitted this 30th day of May, 2016.
KPMG INC., COURT-APPOINTED RECEIVER AND MANAGER OF MILLENNIUM STIMULATION SERVICES LTD., and not in its personal capacity
Per: Neil A. Honess Senior Vice President Per: Ryan J. Adlington Senior Vice President
APPENDIX A
Receivership Order dated March 24, 2016
APPENDIX B
Notice and Statement of the Receiver (Form 87)
Page 1 of 2
BANKRUPTCY AND INSOLVENCY ACT
Form 87
Notice and Statement of the Receiver and Manager (Subsections 245(1) and 246(1) of the Act)
IN THE MATTER OF THE RECEIVERSHIP OF THE PROPERTY OF
MILLENNIUM STIMULATION SERVICES LTD.
The Receiver and Manager gives notice and declares that:
1. On the 24th day of March, 2016, the undersigned, KPMG Inc., became the Receiver and Manager (the “Receiver”) in respect of the property of Millennium Stimulation Services Ltd. (“Millennium” or the “Property”). The Property is described below:
The Property as at March 24, 2016 can be summarized as follows1:
Estimated Book Value (CAD) Accounts Receivable 6,500.00 Prepaid Deposits 640,907.59 Equipment Deposits 982,160.83 Inventory 750,223.12 Property, Plant & Equipment 37,851,980.46 Total 40,231,772.00
2. The undersigned became a Receiver pursuant to an Order of the Court of Queen’s Bench of Alberta (Action No. 1601-04111). A copy of the entered and duly executed Court Order is attached to this notice.
3. The undersigned took possession or control of the property described above on the 24th day of March, 2016.
4. The following information relates to the Receivership: (a) Address of insolvent persons: Suite 500, 444 5th Avenue SW Calgary, AB T2P 2T8
(b) Principal line of business: Oilfield services
(c) Location of businesses: 2047 Bullshead Road, Dunsmore, AB T1B 0K9 #22, 2269-2nd Avenue Dunsmore, AB T1B 0K3
1 The above summary of estimated assets has been prepared based on certain available information.
Notice and Statement of the Receiver (Subsections 245(1) and 246 (1))
Page 2 of 2
Box 1749, 201 Shand Road., RM of Estevan #5 Estevan, SK S4A 1C8 10 Breeze Street Estevan, SK S0C 0M0
Suite 500, 444 5th Avenue SW Calgary, AB T2P 2T8
(d) Amount owed by the insolvent persons to each creditor who holds security on the property described
above2: Amount CAD ($) Alberta Treasury Branches 17,049,825.08
(e) The list of other creditors of the insolvent persons and the amount owed to each creditor and the total amount due by the insolvent persons is attached to this notice.
(f) The intended plan of action of the Receiver during the receivership, to the extent that such a plan has been determined, is to preserve the property of the Companies with a view to possibly sell or otherwise realize on that property, subject to various considerations including receipt of further instructions from the Court as deemed appropriate.
(g) Contact Person for Receiver: Lexi Ng KPMG Inc. 205, 5th Avenue SW, Suite 3100 Calgary, AB T2P 4B9 Telephone: (403) 691-8475 Facsimile: (403) 691-8008 Email: [email protected]
Dated at Calgary, Alberta, this 1st day of April, 2016. KPMG Inc., in its capacity as Receiver and Manager Millennium Stimulation Services Ltd. and not in its personal capacity
Per: Neil A. Honess Senior Vice President
1 The above summary of estimated assets has been prepared based on certain available information.
APPENDIX C
Interim Statement of Receipts and Disbursements from March 24, 2016 to May 26, 2016
RECEIPTS:Advance from secured creditor 150,000.00 Sale of trucks (pre-receivership) 44,435.25 Miscellaneous refund 87.41$
TOTAL RECEIPTS 194,522.66$
DISBURSEMENTS:Occupation rent 59,385.51 IT services 6,525.02 External counsulting 4,715.98 Security 3,945.00 GST paid 3,791.07 US Exchange re return of bid deposit 2,270.00 Insurance 1,194.50 Payroll services 495.59 Loan interest 470.14 Utilities 314.43 Bank charges 221.02 Filing fee 70.00$
TOTAL DISBURSEMENTS RELATED TO POST-APPOINTMENT MATTERS 83,398.26
TOTAL DISBURSEMENTS 83,398.26$
EXCESS OF RECEIPTS OVER DISBURSEMENTS 111,124.40$
FOR THE PERIOD MARCH 24, 2016 TO MAY 26, 2016RECEIVER'S INTERIM STATEMENT OF RECEIPTS AND DISBURSEMENTS
IN THE MATTER OF THE RECEIVERSHIP OFMILLENNIUM STIMULATION SERVICES LTD.
