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.
Calgary Oil & Gas Syndicate Group Ltd., a Calgary, Alberta-based producer of natural gas and natural gas liquids, along with various other related entities (collectively, the "Group"), filed for protection under the CCAA on February 11, 2021, listing approximately $42.89 million in liabilities, including approximately $27 million to Crown Capital Partner Funding, LP. As a junior energy producer, the viability of the Group's business operations is highly dependent upon oil and gas commodity pricing. As such, the Group has been significantly impacted by challenging market conditions in the Canadian oil and gas industry, including the protracted depressed oil and gas pricing, as well as market volatility due to several factors such as the COVID-19 pandemic. BDO was appointed monitor. Counsel is BLG for the Group and MLT Aikins for Crown Capital Partner Funding, LP.
Laurentian University, a public university located in Greater Sudbury, Ontario with over 8,000 students, filed for protection under the CCAA on February 1, listing approximately $321.8 million in liabilities, including $71.6 million to RBC, $18.4 to TD, and $1.3 to BMO. The University cited widening deficits, declining enrolment, and costs related to the COVID-19 pandemic for its financial difficulties. Since the 2014-2015 fiscal year, the University has experienced operational deficits in the millions of dollars each year. With the exception of modest growth experienced in 2020, enrolment has declined each year from 2015 to 2018 and tuition fees remain low, while labour and debt servicing costs have grown substantially. The annual cost to educate each student at the University is approximately $2,000 higher than the average cost when compared to other Ontario universities, and there are far more faculty members than required. Although the University has made efforts to reduce administrative costs, this has resulted in a situation in which the reduced administrative staff has limited ability to focus on potential revenue-generating projects. As part of its efforts to address these operational and financial issues, the University intends to reduce the number of departments and programs it will offer, which cannot be accomplished in a timely manner outside of a CCAA proceeding. Since the University — as a publicly-funded entity — is subject to information requests, it will also be seeking an order that the stay of proceedings also suspends the requirement that the University respond to such information requests during the duration of the CCAA proceedings. During these proceedings, the University will be receiving up to $25.0 million in DIP financing from Firm Capital Mortgage Fund Inc. EY was appointed monitor. Counsel is TGF and Hicks Morley (labour counsel) for the University, Stikeman Elliott for the monitor, Fogler Rubinoff for the DIP lender, Blakes for RBC, Fasken for TD, and Chaitons for BMO.
Kanwal Inc., which is part of an international corporate group based in Magog, Quebec, whose commercial operations include the production of specialty rubber and plastic automotive sealing systems, filed for protection under the CCAA on January 29, 2021, listing approximately $21.6 million in liabilities, including $12.2 million to First West Capital Union and $4.3 million to BMO. In July 2020, the company filed an NOI under the Bankruptcy and Insolvency Act (the "BIA"). Despite multiple extensions of time for filing a proposal, the company was unable to make a proposal to its creditors before the deadline to do so expired on January 30, 2021. As such, the company sought an order authorizing the BIA proceedings to continue under the CCAA. In the longer term, the company is confident that the CCAA proceedings will permit it to complete a proposed senior secured asset-based financing with Waygar Capital Inc. PwC was appointed monitor. Woods is counsel to the company.
Yatsen Group of Companies Inc. and various other entities (collectively, the "Applicants"), which are comprised of 38 indirect subsidiaries of Markham, Ontario-based Edjar International Inc. — the largest Japanese quick service restaurant chain in the US with 226 Sarku Japan restaurants across 34 states and Puerto Rico — filed for protection under the CCAA on January 25. The Applicants are currently facing a liquidity crisis, with approximately US$26.8 million of arrears outstanding pursuant to their lease agreements. The Applicants also owe an undisclosed amount to their secured creditor, Wells Fargo Bank. The impact of the COVID-19 pandemic on the Applicants' business has been significant, with extensive restaurant closures and greatly reduced revenues for the 2020 fiscal year. During these CCAA proceedings, the Applicants will be receiving between $500.0 thousand and $5.0 million in DIP financing, depending on whether the Applicants bring a subsequent motion to increase the amount of DIP financing from $500.0 thousand to $5.0 million. Alvarez & Marsal was appointed monitor. Counsel is Goodmans for the Applicants, Osler for the monitor, Chaitons for the DIP lender, and Blakes for Wells Fargo Bank.
FIGR Brands, Inc., FIGR Norfolk Inc., and Canada's Island Garden Inc. (collectively, the "FIGR Group"), a vertically integrated cannabis business which operates two cannabis facilities (one in Ontario and the other in PEI), filed for protection under the CCAA on January 21, listing approximately $203.4 million in liabilities and $153.2 million in assets. Since commencing operations, the FIGR Group has been cash flow negative and relies on funding from indirect subsidiaries of New Pyxus International ("New Pyxus"), which is the parent company of FIGR Brands, Inc. Alliance One International Tabak C.V. ("AOI Tabak"), one of the New Pyxus' indirect subsidiaries, is owed approximately $189.7 million and is no longer prepared to continue funding the FIGR Group. During these CCAA proceedings, the FIGR Group will be receiving up to $8.0 million in DIP financing from Alliance One Tobacco Canada Inc. FTI Consulting was appointed monitor. Counsel is Bennett Jones for the FIGR Group, Cassels for the monitor, and Chaitons for Alliance One Tobacco Canada Inc.
Boutique Tristan & Iseut Inc., which operates the Montreal, Quebec-based Tristan fashion brand with 38 stores across Canada, filed for protection under the CCAA on January 20, listing approximately $32.9 million in liabilities, including $1.5 million to the National Bank of Canada. Various factors contributed to the company's financial difficulties. In recent years, Canadian clothing retailers, including Tristan, have faced increasing competition from online and foreign retailers. The COVID-19 pandemic further exacerbated the company's financial situation when the company experienced a further drop in traffic in its brick-and-mortar stores and it was forced to temporarily lay off more than 300 employees. In July 2020, the company filed an NOI under the Bankruptcy and Insolvency Act (the "BIA"), with the time to file a proposal set to expire on January 21, 2021. Although the company's restructuring is largely complete, it is not yet ready to emerge from the restructuring process. As such, the company has sought an order authorizing the BIA proceedings to continue under the CCAA. Since the start of its restructuring, the company has operated in the normal course of business and has tried to stimulate demand by maintaining orders for new seasonal clothing collections. MNP was appointed monitor. Stikeman Elliott is counsel for the company.
Cambridge Group Inc. (the "Group"), which is comprised of three boutique health clubs in downtown Toronto — the Cambridge Club, the Adelaide Club and the Toronto Athletic Club — obtained protection under the CCAA on December 11, listing approximately $7.0 million in liabilities, including $2.0 million to BNS. Since March, the three clubs have remained temporarily closed. Despite sweeping cost cutting measures, the elimination of a substantial portion of the Group's revenue for almost nine months has resulted in a financial strain that cannot continue on the current path. For the period from March to August, the Group's revenues were approximately 83% below projected revenues for that period. In addition to financial difficulties resulting from the COVID-19 pandemic, the Group is currently facing litigation and threats of litigation. It is forecasted that the Group will not have sufficient funds after January 4, 2020 and, as such, will not be able to make the term loan payment to BNS due in January. Grant Thornton was appointed Monitor. Counsel is Miller Thomson for the Group, Cassels Brock for the Monitor, and Harrison Pensa for BNS.
King Street Restaurant Group, a Toronto, Ontario-based hospitality group, obtained protection under the CCAA on November 6. Prior to the onset of the COVID-19 pandemic, the Group operated eight restaurants under the following brands: Jacobs & Co, Buca, Bar Buca, La Banane, CXBO and Jamie’s Italian. Management has advised that the Companies’ financial difficulties and insolvency are attributable to two factors: (1) the significant impact of the COVID-19 pandemic and government restrictions on the Group’s business, contributing to a 98% decrease in year over year sales for the period from April to September 2020; and (2) the Jamie’s Italian locations at Yorkdale Mall and Square One Shopping Centre had insufficient revenues to make the restaurants profitable given their high fixed operating and start-up costs. The primary purpose of the CCAA proceedings is threefold: (1) to allow the Companies to operate their takeout and delivery business in order to maintain the value of their brands and preserve their various liquor licenses; (2) to stabilize the business operations to enable the Group to develop a strategy for the reopening of locations when possible; and (3) to develop and oversee an orderly restructuring of the business, including through the development and implementation of a SISP. MNP was appointed monitor. Counsel is Miller Thomson for the monitor, Gowling WLG (Canada) for the companies and Bennett Jones for secured lender and DIP lender Third Eye Capital.
Le Château Inc. (TSX:CTU), a Montreal, Quebec-based fashion retailer with a 60-year history and 121 stores across Canada, obtained protection under the CCAA on October 23, listing approximately $125.0 million in liabilities, including $21.2 million in deferred rent owing to landlords, and $81.0 million in assets. In the three-month period up until July 25, the company made $14.7 million in sales across its network of stores and online, down from $50 million in the same period last year. Since 2015, the company's network had already been reduced by almost 50% to adapt to the changing retail landscape and consumer shopping habits. The ongoing COVID-19 pandemic further impacted consumer demand for the company's holiday party and occasion wear, which represents the core of the company's business. Despite re-opening its stores, the company's brick-and-mortar operations continue to be negatively impacted by COVID-19 safety measures. While the company intends to remain fully operational as it liquidates its stores, eventual closures will mean the termination of approximately 1,400 jobs. During these CCAA proceedings, the company will receive interim financing from Wells Fargo Capital Finance Corp. Canada. PwC was appointed monitor. Counsel is Stikeman Elliott for the company, Norton Rose Fulbright for Wells Fargo, Osler for the monitor, McCarthy Tétreault for Gordon Brothers Finance and Fasken for Gordon Brothers and Hilco.