BioÉnergie AE Côte-Nord Canada Inc., which is a joint venture founded in 2012 between Biogaz SP S.E.N.C. and Ensyn BioEnergy Canada Inc. for the construction and operation of a biofuel factory in Port-Cartier, Quebec, obtained protection under the CCAA on May 5. Construction of the factory has been negatively affected by several delays and cost overruns. While most of the construction of the factory is now completed, it still does not have the capacity to produce biofuel in the volumes and level of quality provided for in various contracts. As a result of these operational issues, there is ongoing litigation between certain parties regarding who should pay for the costs of rectifying the defects that are preventing the plant from operating as intended. Raymond Chabot was appointed monitor. Counsel is Miller Thomson for the BioÉnergie AE Côte-Nord Canada Inc., Woods for Biogaz SP S.E.N.C., and BLG for Ensyn BioEnergy Canada Inc.
Coalspur Mines (Operations) Ltd., a Hinton, Alberta-based coal development company which owns and operates the Vista Coal Mine Project, filed for CCAA protection on April 26, 2021. While the company’s operations have significant value, with Phase I alone having the capacity to produce roughly 6.5 million tonnes of clean coal per year, Coalspur’s ability to conduct its business and generate revenue and liquidity has been severely impacted by: (a) the shut down of the mine in February 2021 as a result of a permitting issue with the Alberta Energy Regulator ("AER"), thereby suspending all coal production and cutting off Coalspur’s only source of revenue; and (b) the simultaneous crystallization of an approximately $59.9 million USD hedge obligation to Trafigura Lte. Ltd. following the rapid escalation in global coal prices in late 2020. Coalspur has now resolved the permitting issue with the AER and received approvals to restart mining operations. However, Coalspur lacks sufficient funding to restart the Project and begin producing coal because of the depletion of its coal inventory and the loss of all revenue since January 2021. FTI was appointed monitor. Counsel is Osler for the company and Blakes for the monitor.
EncoreFX Inc., a Victoria, British Columbia-based financial services company providing foreign exchange risk management services and cross-border payment solutions, had its bankruptcy proceedings continued under the CCAA on March 30, 2021. Exactly one year earlier, on March 30, 2020, the company voluntarily assigned itself into bankruptcy as a result of atypical volatile foreign exchange market conditions driven mainly by the impact of the COVID-19 pandemic. Due to the extreme market volatility, several of the company's clients were OTM on their transactions. Under the terms of the company's standard ISDA agreements with its third-party banking counterparties (the "Liquidity Providers"), the company was required to pay significant additional margin to the Liquidity Providers to cover the value of the OTM contracts. The Plan of Compromise and Arrangement (the "Plan") entered into under the CCAA seeks to avoid the depletion of the company's assets resulting from extensive and uncertain litigation. The Plan aims to achieve this by providing a global resolution of certain claims against the company. The stakeholders with the largest claims filed against the company include Gustavson Capital Corporation, which filed a secured claim against the estate in the amount of $35.9 million, and Andreas Wrede, who filed a property claim for approximately $29.0 million. EY was appointed monitor. Counsel is MLT Aikins for the monitor, Jones Emery Hargreaves Swan for Gustavson Capital Corporation and Stikeman Elliott for Andreas Wrede.
Hydrx Farms Ltd., a vertically integrated Health Canada-licensed cannabis company with a facility in Whitby, Ontario, obtained protection under the CCAA on March 22 on application by Domenico Serafino. In August 2017, the company financed its operations through the issuance of a convertible debenture from Aphria Inc. for $11.5 million and raising approximately $86.0 million in an equity financing. To date, the company has accumulated losses in excess of $55.0 million and its operations have been shut down due to liquidity problems. All of the company's employees have been laid off and only a few consultants remain with the company in order to maintain the company's license with Health Canada. In addition to the company's financial issues, it is the subject of six legal proceedings. Schwartz Levitsky Feldman Inc. was appointed monitor. Counsel is Paliare Roland for the monitor and Minden Gross for the applicant.
Knotel Canada, Inc. had its US Chapter 11 proceedings recognized under the CCAA on March 12. Founded in 2015 and based in New York City, the company's parent and subsidiaries (collectively, the "Knotel Group") are a market leader in the dedicated flexible workspace industry. In Canada, the company has entered into leases for office space in the Financial District in Toronto to provide workspace arrangements in a dedicated, non-shared environment. Despite significant growth in 2019, the Knotel Group experienced significant disruption over the past year as a result of the COVID-19 pandemic, which adversely affected the Knotel Group's cash flow and ability to raise new capital. Throughout 2020, the Knotel Group took various actions to improve sales, reduce costs, and raise new capital. However, the pandemic’s duration and severe impact on the Knotel Group's liquidity proved to be overwhelming. In January, the company's parent and more than 200 US subsidiaries filed voluntary petitions for relief under the US Bankruptcy Code to facilitate a going concern sale of the Knotel Group's core business. Recognition of the Chapter 11 cases will avoid multiple main proceedings in different jurisdictions and give the Knotel Group the opportunity to complete a comprehensive sale of its business. Alvarez & Marsal was appointed information officer. Counsel is Cassels for the Canadian filing entities and Blakes for the information officer.
Just Energy Group Inc. (TSX:JE), a retail energy provider specializing in electricity and natural gas commodities, with head offices in Mississauga, Ontario and Houston, Texas, filed for protection under the CCAA on March 9. The company and related entities (collectively, the "Just Energy Group") are facing severe short-term liquidity challenges due to the recent unprecedented and catastrophic winter weather event in Texas, which is the Just Energy Group's largest market. The extreme weather event in Texas was colder than anything experienced in decades, causing higher than normal customer demand while also forcing significant supply offline. As a result, the Just Energy Group was forced to balance its demand through spot market purchases. In addition to artificially high electricity costs during the Texas weather event, the Just Energy Group was also exposed to significantly increased ancillary service costs. It estimates that it may have incurred losses and additional costs of up to $312.0 million as a result of the winter storm as well as certain pricing decisions by the Electric Reliability Council of Texas ("ERCOT") and the Texas Public Utility Commission. During these CCAA proceedings, the Just Energy Group will be receiving a US$125.0 million DIP loan from one of its term loan lenders in order to meet its North American obligations, including payments to ERCOT totalling more than $250 million in the near term. If these amounts are not paid, ERCOT can suspend the Just Energy Group's market participation. FTI Consulting was appointed monitor. Counsel is Osler for the Just Energy Group, TGF for the monitor, Torys for the term loan lenders, McCarthy Tétrault for the credit facility lenders, and Cassels for the DIP lender.
Ardenton Capital Corporation ("ACC"), a multinational private equity corporation that acquires stakes in mid-market private businesses — along with Ardenton Capital Bridging Inc., its wholly-owned subsidiary — filed for protection under the CCAA on March 5, listing approximately $354.6 million in collective liabilities. ACC attributes its financial difficulties to two major factors. First, the portfolio companies in which ACC has indirect majority ownership interests are not generating sufficient cash flow for ACC to meet all of its corporate overhead costs, pay interest on its debt, and acquire additional businesses. Second, there have been significant disruptions in the capital raising markets because of the COVID-19 pandemic. In April 2020, ACC began deferring payments on its preferred and hybrid security products in order to conserve cash at the portfolio company level. However, the deepening impact of the pandemic has derailed the companies' attempts to catch up on these deferred payments to its investors and lenders. Since September 2020, ACC has not made any payments to its debtholders. To reduce costs thus far, in addition to office closures, ACC has implemented significant cost reduction measures, including layoffs and reductions in payroll. During the course of these CCAA proceedings, the companies intend to pursue third-party interim financing and return to Court to seek approval of such financing. KSV Advisory was appointed monitor. Counsel is MLT Aikins and Aird & Berlis for the companies and DLA Piper for the monitor.
WG London Fitness Inc. et al., which operate a chain of 16 fitness centres from leased premises across southern Ontario under the “Crunch Fitness” banner (collectively, the "Respondents"), had Richter appointed as monitor over their assets and properties on March 4 on application by BMO, owed approximately $11.7 million. In late September 2020, BMO learned for the first time that the respondents owed at least $1.1 million in unremitted HST and employee source deductions. These arrears are in addition to the $1.4 million the Respondents owe to their landlords. Currently, the Respondents are unable to carry on business and pay their creditors without further support from BMO, which BMO is not prepared to provide. BMO's application to appoint a receiver was adjourned and Richter was appointed monitor. Counsel is Miller Thomson for BMO and Lerners for the Respondents.
Atis Group, a group of window and door manufacturers whose products were sold under various brands including Laflamme, Vinylbilt, Solarcan, Vimat, Supervision, Melco, Allsco, and Altek, filed for protection under the CCAA on February 19. As of December 31, 2020, Atis Group operated seven manufacturing plants, had 26 stores located across Canada, and generated revenues of over $115.0 million. Between the time of its creation in 2004 and 2017, Atis Group achieved growth through more than 20 acquisitions. However, certain past acquisitions had resulted in a significant decrease in revenues. In particular, two of these companies — Solarcan Architectural and Allied Doors and Windows — were ultimately shut down, while another company was sold at a very low price. In 2018, costs began to increase significantly due to higher prices of glass and an increase in the rejection rate caused by aging manufacturing equipment. Moreover, the Ontario plant, which used to be very profitable, suffered a rapid decrease in sales starting in 2019 when several major clients were lost to a new competitor. Finally, once sites reopened after quarantine measures were lifted, Atis Group was unable to hire foreign workers as it had historically done. As a result of these factors, Atis Group suffered a loss of more than $24.0 million as of 2020. Without a capital injection, Atis Group currently does not have sufficient resources or the ability to generate sufficient funds to pay its suppliers and creditors. During these CCAA proceedings, Scotiabank — Atis Group's current first-ranking secured lender — will be providing up to $6.3 million in interim financing. Raymond Chabot was appointed monitor. Richter is advisor to Scotiabank. Counsel is Fasken for the monitor, McCarthy Tétrault for the debtors, BLG for Scotiabank and Gowling WLG for Investissement Quebec.
TGF Acquisition Parent Ltd., Sun Rich Fresh Foods Inc. and Tiffany Gate Foods Inc., British Columbia companies which are part of a larger group known as the Fresh Food Group (the "Group"), filed for protection under the CCAA on February 17, listing in excess of US$150,000,000 in liabilities, including US$119,000,000 to Cortland Capital Market Services LLC, as administrative agent to various lenders. The Group, which includes several US entities that filed for Chapter 11 protection on February 15, is a leading provider of branded and private-label offerings of fresh-cut fruits and vegetables, ready-to-go meals and meal kits, behind-the-glass salads, and other products. In 2019, the Group faced significant liquidity and other economic pressures, forcing it to implement certain strategic measures, including entering into an exchange transaction to restructure its indebtedness with its then existing lenders. Despite the exchange transaction, the Group has continued to face significant financial challenges in the context of its business operations, most recently due to economic pressures caused by the COVID-19 global pandemic. More specifically, in 2020, the demand for the Group’s largest product segments, fruits and vegetable trays, significantly declined as consumer habits began to change, and as the various federal, provincial and state governments in both Canada and in the US began imposing various sanitary measures and restrictions to prevent or limit the spread of the COVID-19 virus. These issues, combined with production and supply chain issues, have significantly affected the Group's liquidity position throughout 2020. EY was appointed monitor. Counsel is Stikeman Elliott for the companies and TGF for the Monitor.