Sale Process / Bidding Procedures

This page is for information purposes only and you should consult your professional adviser if you have any questions or are uncertain as to your rights or obligations.

On January 8, 2019, the Court granted the Initial Order, which among other things authorized Vari-Form Inc. (the “Applicant” or “Vari-Form”), and Angle Advisors LLC, as the Financial Advisor of the Applicant, under the supervision of PricewaterhouseCoopers Inc., LIT, in its capacity as the Monitor of the Applicant, to continue to conduct the sale and marketing activities commenced prior to the granting of the Initial Order, to carry out the Bidding Procedures (as defined below) and to take such steps and execute such documentation as may be necessary or incidental to the sales and marketing activities and the Bidding Procedures.

Pursuant to the Initial Order, the Court approved Vari-Form’s execution of an Asset Purchase Agreement among the Stalking Horse Bidder (as defined in the Initial Order), Fiat Chrysler Automobiles N.V., the Applicant and the Term Loan Lenders (the “Stalking Horse Bidder”) dated January 7, 2019 (the “Stalking Horse Agreement”) regarding the sale of certain of Vari-Form’s assets (the “Stalking Horse Assets”) so as to (a) set a minimum floor price in respect of the Stalking Horse Assets; and (b) permit Vari-Form’s assets to be sold on an expedited timeline to the Successful Bidder (as defined in the Bidding Procedures attached below) and to continue in the ordinary course with a minimum of disruption to Vari-Form’s customers and other stakeholders. The Initial Order also approved certain protections for the Stalking Horse Bidder as more fully set out in the Stalking Horse Agreement.

The Initial Order also approved the bidding procedures (the “Bidding Procedures”) which shall govern the sale of all or substantially all of Vari-Form’s property, assets and undertakings (the “Assets”), including the Stalking Horse Assets, pursuant to one or more Bids.  The Bidding Procedures govern Vari-Form’s sales process relating to the solicitation by Vari-Form of one or more Bids for the Assets, including the Stalking Horse Assets.

The Bid Deadline is 10: 00 a.m. (Eastern Time) on February 19, 2019.

Unless otherwise defined, capitalized terms used in this section of the website shall be as defined in the Bidding Procedures or the Initial Order. Schedule “A” to the Initial Order sets out Bidding Procedures, a copy is attached below.

For additional information concerning the sale process and Bidding Procedures, please contact:

Angle Advisors LLC
101 Southfield Road, 2nd Floor
Birmingham, MI, 48009, USA
Attention: Kevin Marsh
Email: kmarsh@angleadvisors.com

or

PricewaterhouseCoopers Inc.
PwC Tower
18 York Street, Suite 2600
Toronto ON M5J 0B2
Attention: Michael McTaggart
Email: michael.mctaggart@pwc.com

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