Re: Collapsing Canadian Entities? PRIVILEGED AND CONFIDENTIAL

From
Tammi Franzese <tammi.franzese@thekey.com>
To
Geraldine Nath <geraldine.nath@thekey.com>, Nina Kani <nkani@thekey.com>
CC
Nina Kani <nkani@homecareassistance.com>, Michael Jichetti <michael.jichetti@thekey.com>, Natalie Cahoone <natalie.cahoone@thekey.com>, Timothy Thomas <tt@thekey.com>, Steve Koyanagi <skoyanagi@thekey.com>
Date
Tue, 26 Nov 2024 12:26:52 -0500
Folder
INBOX
--000000000000d6e03a0627d429f1 Content-Type: text/plain; charset="UTF-8" Content-Transfer-Encoding: quoted-printable Hi Gerri, Here's the update - Outside counsel is targeting completion for 12/31/24. Some of the timing depends on different provincial governments, but they think it's possible. If he thinks it'll be delayed, our attorney will advise right away. @Nina Kani @Geraldine Nath @Timothy Thomas Below are some tasks and questions. (We need to reply to our attorney asap on these to meet this target date) THEKEY REBRAND FOR ALL CAN. ENTITIES - This amalgamation will be an opportunity to implement the long-overdue rebrand for HCA in Canada. As you know, some of the Canadian entities have =E2=80=9CTheKey=E2=80=9D DBAs, although many of the legal names remain asso= ciated with HCA. *If you would like to rebrand the consolidated operating entity under =E2=80=9C= TheKey=E2=80=9D banner, can you please provide three names for us to submit for reservation?* I would suggest something along the lines of =E2=80=9CTheKey = Care Ltd.=E2=80=9D as the primary choice. The second choice could be =E2=80=9CTh= eKey Care Canada Ltd.=E2=80=9D. Etc. *Please confirm.* - @Nina Kani * Do you agree with counsel's proposed rebrand names? Any others you would prefer?* TIM'S AVAILABILITY IN DECEMBER - We will also need *Tim @Timothy Thomas to be available the month of December to sign affidavits of amalgamation. He will need to visit a local notary or lawyer to swear these documents. *The affidavits largely confirm that no creditor will be prejudiced by the amalgamation. - @Timothy Thomas * Please let us know if this will be an issue.* COMMERCIAL FINANCING OR OTHER LOANS - Do any of the operating entities have commercial financing or other loans? If so, we will need to consider how to deal with competing loans between separate operating entities. - @Geraldine Nath *Please advise.* OTHER UPDATES TO VARIOUS BUSINESS ACCOUNTS - Finally, please consider what updates TheKey will need to make to the various business accounts (i.e. tax, employee, business licences, etc.) to reflect the new name of the entity. I recommend this process be started ASAP so that your team can make the necessary updates and provide the required approvals upon amalgamation. Your external accounting team will also need to be advised of the planned amalgamation. - @Michael Jichetti @Geraldine Nath Please let us know of other updates and update TheKey's external accounting team. All, let me know if anyone else needs to be looped in, and *I'll be glad to add them to the email so that privilege will be maintained.* I suggest having a meeting early next week to make sure we have everything covered. I'll send out invitations next. (If you feel this isn't necessary, let me know.) Thank you. *Sincerely,* *Tammi Franzese* Senior Corporate Paralegal | *TheKey*tammi.franzese@thekey.com 813.521.5269 [image: TheKey] On Tue, Nov 26, 2024 at 11:05=E2=80=AFAM Tammi Franzese wrote: > Good Morning Gerri, > > Our outsi

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