MBAC Announces Initial Order Obtained Under the Companies' Creditors Arrangement Act

TORONTO, ON--(Marketwired - August 04, 2016) - MBAC Fertilizer Corp. (TSX VENTURE: MBC) (MBAC or the Company) announced that, further to its announcement of earlier today, the Company and its wholly-owned subsidiary, MBAC Opportunities and Financing Inc. (together with MBAC, the Applicants), have obtained an Initial Order from the Ontario Superior Court of Justice (Commercial List) under the Companies' Creditors Arrangement Act (CCAA).

The Initial Order authorizes: (i) the Applicants to commence a Court-supervised restructuring proceeding; (ii) provides protections to allow normal operations to continue as the Applicants proceed to consummate a proposed comprehensive restructuring transaction (the Recapitalization) further to MBAC's previously announced support agreement with Zaff LLC; and (iii) an interim financing facility of up to $4,000,000 to provide funding to the Applicants and their subsidiaries while the Recapitalization process is ongoing. The Initial Order of the Court provides that the Company is relieved of any obligation to call and hold an annual meeting of its shareholders until further ordered by the Court.

Under the Initial Order, the Court also appointed Ernst & Young Inc. as monitor (the Monitor) of the Applicants.

The Company has also obtained a Meeting Order authorizing it to call a meeting of affected unsecured creditors to consider and vote on the plan of compromise and arrangement in connection with the Recapitalization (the Plan), which meeting has been scheduled for September 14, 2016 at 10 a.m. A motion for approval of the Plan by the Court has been scheduled for September 22, 2016.

The Applicants have also obtained a Claims Procedure Order to establish a process to call for and determine claims against the Applicants and certain of their subsidiaries. A claims bar date of 5:00 p.m. (Toronto time) on August 29, 2016 has been set under the Claims Procedure Order.

Additional information regarding MBAC's CCAA proceedings will be available on the monitor's website at http://www.ey.com/ca/mbac.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of applicable Canadian securities legislation. These forward-looking statements include, but are not limited to, statements concerning the implementation of the CCAA proceedings, the Recapitalization and the Company's future financial condition. Forward-looking statements can be identified by the use of words, such as "are expected", "is forecast", "is targeted", "approximately" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results or performance to be materially different from any future results or performance expressed or implied by the forward-looking statements.