Findev Inc. Announces CCAA Proceedings Involving 1682 Victoria Park Avenue Inc. and Related Party Subordination Arrangement
TORONTO, ON / ACCESS Newswire / July 24, 2026 / Findev Inc. ("Findev" or the "Company") (TSXV:FDI) announces that, pursuant to an order of the Ontario Superior Court of Justice (Commercial List) (the "Court") made on July 17, 2026 (the "Initial Order"), 1682 Victoria Park Avenue Inc. ("1682 Victoria Park") was granted protection under the Companies' Creditors Arrangement Act (Canada) (the "CCAA", and such proceedings, the "CCAA Proceedings"). The Initial Order was granted on application by 1682 Victoria Park's creditor, Findev Lending Inc. ("Findev Lending"), a subsidiary of the Company.
Albert Gelman Inc. was appointed as monitor in the CCAA Proceedings (in such capacity, the "Monitor"). The Initial Order granted a stay of proceedings until and including July 24, 2026. A motion is scheduled to be heard on July 24, 2026 to, among other matters, extend the stay of proceedings. The stay of proceedings may be extended, as necessary, pursuant to further orders of the Court.
As previously disclosed in Findev's interim financial statements and management's discussion and analysis for the three months ended March 31, 2026 (the "Q1 Filing Materials"), Findev Lending has loan exposure to 1682 Victoria Park. As at March 31, 2026, the amounts disclosed in the Q1 Filing Materials included approximately $5.3 million of principal outstanding and approximately $13.2 million of accrued interest, fees and other amounts, for aggregate disclosed exposure of approximately $18.5 million, against which an expected credit loss reserve of $8.7 million was recorded, in each case subject to applicable adjustments, costs, interest accruals, recoveries and determinations in the CCAA Proceedings.
The CCAA Proceedings may affect the timing, amount and certainty of any recoveries by Findev Lending in respect of such indebtedness. Findev is currently assessing the potential impact of the CCAA Proceedings on the recoverability and carrying value of the indebtedness, including any required allowance, impairment, write-down or other accounting treatment, and is updating its second quarter disclosure materials, including its interim financial statements and management's discussion and analysis for the period ended June 30, 2026 (the "Q2 Filing Materials"). The Q2 Filing Materials will be released and filed as required under applicable securities laws and will contain updated information accordingly.
Related Party Financing and Subordination
In connection with the CCAA Proceedings, Helmsbridge Holdings Limited ("Helmsbridge"), a company controlled by Anthony Heller, is providing financing to 1682 Victoria Park to fund ongoing interest payable to senior lenders, project preservation costs, construction-completion costs, sale-process costs and other expenditures necessary to protect the project and the Company's existing secured position (the "Helmsbridge Financing"). The Company has agreed to postpone and subordinate its security and other interests in favour of Helmsbridge in respect of all funds advanced by Helmsbridge to 1682 Victoria Park under the Helmsbridge Financing (the "Subordination"). Plazacorp Investments Limited ("Plazacorp") and Anthony Heller have guaranteed the first-ranking mortgage loan secured against the Victoria Park project, under which approximately $24.3 million remains outstanding. The first-ranking mortgage ranks ahead of the Company's security over the property.
Helmsbridge is a "related party" of the Company within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as a company controlled by Anthony Heller, an insider of the Company, and the Subordination accordingly constitutes a "related party transaction" under MI 61-101. The Company intends to rely on available exemptions from the formal valuation and minority approval requirements of MI 61-101, including the exemptions available where, among other things, the fair market value of the subject matter of, or consideration for, the related party transaction does not exceed the applicable percentage of the Company's market capitalization and/or where the Company is in serious financial difficulty and the transaction is designed to improve its financial position. In determining that the Subordination is fair and reasonable in the circumstances, the Company considered, among other things, that the Helmsbridge Financing is being provided in connection with the CCAA Proceedings under the supervision of the Court and with the oversight of the Monitor, that the funds are intended to maintain, preserve or enhance the value of the Victoria Park project and the collateral securing the Company's existing indebtedness, that the financing is expected to fund expenditures necessary to protect the project and support an orderly restructuring or realization process, that the Company's secured position is already subordinate to the first-ranking mortgage loan, that the current financial condition of 1682 Victoria Park and the Victoria Park project limits the practical alternatives available to the Company, and that the Helmsbridge Financing is being provided without fees or interest. The Company believes that, in the circumstances, facilitating the Helmsbridge Financing through the Subordination is commercially reasonable and appropriate and may assist in maintaining or improving the Company's prospects of recovery in the CCAA Proceedings.
Helmsbridge has agreed to advance up to $10 million, of which approximately $7.3 million has been provided to 1682 Victoria Park. 1682 Victoria Park is at arm's length to both Findev and Helmsbridge. There will be no fees or interest being charged by Helmsbridge for this loan.
Findev is issuing this news release to provide timely disclosure regarding the CCAA Proceedings, the Helmsbridge Financing, the Subordination, the first-ranking mortgage guarantee arrangements and related developments that may be material to Findev and its securityholders. This news release is intended to summarize the nature and substance of the material change and to provide sufficient disclosure to enable investors to appreciate the significance and potential impact of these matters on Findev without having to refer exclusively to other materials. Findev expects to file a material change report, if and to the extent required under applicable Canadian securities laws, including National Instrument 51-102 - Continuous Disclosure Obligations, within the prescribed timeframe.
Findev will continue to monitor the CCAA Proceedings, the July 24, 2026 motion and any further orders of the Court, and will provide further disclosure regarding material developments, including any material change to the amount, collectability, timing of recovery, priority of security, guarantee exposure or accounting treatment of the indebtedness, as required by applicable securities laws and the rules and policies of any applicable stock exchange or marketplace. Copies of court materials and reports filed in connection with the CCAA Proceedings are expected to be available through the Monitor and/or as otherwise filed in accordance with applicable procedures.
About Findev
Findev is a publicly traded real estate finance company focused on financing real estate developers with shorter-term loans of one to five years during the development or redevelopment process. Loans are secured by investment properties and real estate developments throughout the Greater Toronto Area. Findev's unique market advantages include its expertise in real estate development and access to its real estate development partners. As a result, Findev is uniquely suited to assist developers engaged in challenging projects. For further information, please visit Findev's website at www.findev.ca.
On behalf of the Company,
Sruli Weinreb, CEO | Claude Ayache, CFO |
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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Forward-Looking Statements
Certain statements in this news release may constitute "forward-looking" statements, which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. When used in this news release, such statements use words such as "may", "will", "expect", "continue", "believe", "plan", "intend", "would", "could", "should", "anticipate" and other similar terminology. Forward-looking statements in this news release include, without limitation, statements regarding the CCAA Proceedings and any motions or orders therein, the Helmsbridge Financing and the use of proceeds thereof, the Subordination, the recoverability and carrying value of the indebtedness owing to Findev Lending and any related accounting treatment, and the timing and content of the Q2 Filing Materials. These statements reflect current assumptions and expectations regarding future events and operating performance and speak only as of the date of this news release. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to vary significantly from the results discussed in the forward-looking statements, including, but not limited to, the outcome of the CCAA Proceedings and the factors discussed under the "Risk Factors" section of the Company's most recently filed Annual Report, which is available on SEDAR+ at www.sedarplus.ca.
Although the forward-looking statements contained in this news release are based upon what management believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. The Company assumes no obligation to update or revise these forward-looking statements to reflect new events or circumstances, except as required by applicable securities laws.
SOURCE: Findev Inc.
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