Westphalia Dev. Corp. Announces Proposed Plan of Compromise and Arrangement and Meeting of Creditors

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CALGARY, Alberta — Westphalia Dev. Corp. (the “Corporation”) announces that it will be restructuring its affairs (the “Restructuring”) under a plan of compromise and arrangement (the “Plan”) pursuant to the Companies’ Creditors Arrangement Act (“CCAA”). The Restructuring will provide a stronger financial foundation for the Corporation going forward and additional liquidity to ensure the completion and monetization of the “Westphalia” property (the “Project”) being undertaken by Walton Westphalia Development (USA), LLC, the Corporation’s U.S. subsidiary (the “Subsidiary”).

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Walton Global Investments Ltd. (“Walton Global”) will continue to develop and manage the Project. Management is looking forward to working with the district council member and the community leaders on the next stages of planning the Westphalia Master Plan. An engineer has been engaged to undertake additional entitlements on the available parcels to further enhance the development. There are sales agreements in place on portions of the property and negotiations are on-going on the available parcels.

The Corporation obtained an Order from the Court of King’s Bench of Alberta (the “Court”) on March 4, 2025, authorizing the Corporation to file its proposed Plan and hold a meeting of creditors to vote on the Plan at 10:00 a.m. (Calgary time) on March 25, 2025 (the “Meeting”). If the Plan is approved, among other things, a new board of directors will be appointed and all issued and outstanding Class B Non-Voting shares in the Corporation will be extinguished for no consideration. Existing shareholders of the Corporation shall not be entitled to attend or vote at the Meeting. The holders of the Class B Non-Voting shares shall not receive any distribution under the Plan on account of their shares in the Corporation. Certain large claims against the Corporation, including the claim of its most significant creditor and interim lender, Walton Global will be put into abeyance pending the monetization of the Project. Other, smaller claims of creditors belonging to a “convenience class” will be paid in full. This description is a summary only and is subject to the terms of the Plan and Orders of the Court.

The implementation of the Plan is conditional upon, among other things, an affirmative vote by the required majority of Voting Creditors at the Meeting. “Convenience class” creditors will be deemed to vote in favour of the Plan. If the Plan is approved by the Voting Creditors, the Corporation will seek a Sanction Order for final Plan approval from the Court. The Sanction Order hearing is scheduled for March 28, 2025.

To facilitate the Plan, the Corporation and the Subsidiary have entered into a restructuring support agreement with Walton Global and the Subsidiary which provides the support necessary for the Restructuring and the Plan, including an agreement to provide management services and credit support to the Corporation going forward.

FTI Consulting Canada Inc. is the Court-appointed Monitor in the Corporation’s CCAA proceedings. During the CCAA proceedings, management of the Corporation through Walton Global will continue to be responsible for managing day-to-day operations under the general oversight of the Monitor. Additional information with respect to the Plan and the Meeting, including instructions on how to vote at the Meeting, copies of any filed Court materials and other updates, will be available on the Monitor’s website:

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http://cfcanada.fticonsulting.com/westphaliadevcorp

Overview of the Corporation

The Corporation is the shareholder of the largest co-owner of the Westphalia Town Center in Prince George’s County, Maryland. The property includes residential, commercial and industrial land uses.

The Property Master Plan is designed as a pedestrian-oriented, mixed-use community. Westphalia Town Center includes family-friendly neighborhoods, and in the near future community shopping, restaurants, and potentially an elementary school, a veteran’s hospital, and a hotel.

About Walton Global

Walton Global is a privately-owned, leading land asset management and global real estate investment company with more than 88,000 acres of land under ownership, management and administration in the United States and Canada, totaling $4.5 billion. With more than 45 years of experience, Walton has a proven track record of land investment projects within the path of growth in the fastest-growing metropolitan areas. A total of ~$2.7 billion has been distributed to investors located in 87 countries. The company works closely with top U.S. home builders, developers and industry partners. Business lines include exit-focused pre-development land investments, builder land financing, development projects, DST offerings, and various fund structures. For more information, visit www.walton.com.

All amounts in the news release are stated in Canadian dollars unless otherwise specified.

This news release contains forward looking information within the meaning of applicable securities laws and actual future results may differ from what is disclosed in this news release. The use of any of the words “continue”, “going forward”, “ensure”, “complete”, “plan”, “support”, “will”, “anticipate”, “implement” and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning: the implementation of the Plan in the CCAA proceedings and the Meeting, and anticipated results thereof; the ability of the Corporation to operate in the ordinary course during the CCAA proceedings; the Corporation’s future liquidity position; the completion and monetization of the Project; and the Corporation’s appointment of a new board of directors.

Forward-looking information is based on the current expectations, estimates and projections of the Corporation at the time the statements are made. They involve a number of known and unknown risks and uncertainties which would cause actual results or events to differ materially from those presently anticipated. The risks, uncertainties and other factors that could cause the Corporation’s actual results and performance in future periods to differ materially from the forward looking information contained in this news release include, among other things, the outcome of the CCAA process, including receipt of Court approvals and approvals of the Corporation’s Plan, the ability of Walton Global to successfully manage the Project under the oversight of the Monitor, the development of Westphalia Town Center, general economic and market factors, including interest rates, a decline in the real estate market, changes in government policies and regulations or in tax laws, changes in municipal planning strategies and whether certain development approvals are obtained and changes in the Canadian/U.S. dollar exchange rate, in addition to those factors discussed or referenced in documents filed with Canadian securities regulatory authorities and available online at www.sedarplus.ca.

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The forward-looking statements or information contained in this news release are made as of the date hereof and the Corporation undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise unless required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250305390768/en/

Contacts

Media Contact:
waltonglobal@allisonworldwide.com

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