Certus Automotive Inc. and Keen Point International Inc., which provide engineering, manufacturing, and distribution services with respect to specialized chrome plating products for the automotive industry, were placed in receivership on June 25 on application by TD, owed approximately $10.3 million (CAD) and $7.4 million (USD). The companies operate their business through a group of 12 companies known as the "Certus Automotive Group", with facilities located in Ontario, Michigan, Texas, China, Mexico, and Germany. The companies incurred significant and unexpected costs, losses, delays, and quality control problems associated with the construction and initial operations of the plant located in Mexico. Despite being granted a forbearance agreement by TD, the companies have repeatedly defaulted under this agreement and have also failed to close either a financing or sale of their assets. In November 2019, the companies entered into loan arrangements (the "FGI Loan") with FGI Worldwide LLC ("FGI"). In connection with the FGI Loan, TD agreed to subordinate its security interest against the companies' assets and properties to FGI, except as against certain machinery and equipment. TD has lost confidence in the companies and is especially concerned about the developments surrounding the Mexican plant. Deloitte was appointed receiver. Counsel is Miller Thomson for the applicant, Bennett Jones for the companies, Dentons for the receiver, and Blakes for FGI.
Datawind Inc. (aka Jeotex Corporation and aka Jeotex Inc. ("Jeotex")), a Mississauga, Ontario-based developer and manufacturer of low-cost tablet computers and smartphones, was adjudged bankrupt on June 10 on application by Greenwoods GRM LLP ("Greenwood"), a UK-based judgment creditor of the company. In 2017, Greenwood commenced a claim against Jeotex for unpaid legal fees and the UK High Court granted judgment in favour of Greenwood (the "Judgment"). In 2018, Greenwood enforced the Judgment in Ontario, which Jeotex unsuccessfully attempted to appeal. In 2019, Greenwood then filed a bankruptcy application against Jeotex in the Ontario Superior Court of Justice. At the time the application was filed, Jeotex had ceased making rent payments to its landlord in Quebec and was ordered by the Court to remedy its default or face eviction. Jeotex failed to abide by the Court order and was subsequently evicted from the property. Despite obtaining several Court orders within the UK and Ontario, Greenwood has been unable to collect on the Judgment for the past four years. Greenwood has also continued to incur costs unnecessarily due to Jeotex's attempts to litigate matters that, in Greenwood's view, had no merit or chance of success. In order to protect the interest of creditors, Greenwood sought a bankruptcy order to allow for the equitable distribution of Jeotex's assets and its subsidiaries in the UK, India, and the United States. Albert Gelman Inc. is the bankruptcy trustee. Counsel is Macdonald Sager Manis for Greenwood and Page Martin for the company.
Aluminart Products Limited, Arcor Windows & Doors Inc., and N.A.P. Windows & Doors Ltd., Ontario companies that manufacture and distribute storm doors, patio doors, and windows to retailers such as Loews and Home Hardware, were placed in receivership on March 29 on application by RBC, owed approximately $5.2 million (CAD) and $24.5 thousand (USD) under a loan agreement. Despite multiple forbearance extensions, the companies have yet to repay their indebtedness to RBC. In addition, the companies failed to deposit $475.0 thousand into their RBC bank accounts as promised. msi Spergel (GRIP) was appointed receiver. Counsel is Minden Gross for the applicant, Miller Thomson for the companies, Harrison Pensa for the receiver, and Lipman Zener Waxman for BDC.
Morris Group of Companies, which consists of four Saskatchewan-based companies and an American branch in the business of manufacturing and distributing farm equipment, had its sale to 102114983 Saskatchewan Ltd. in the CCAA proceedings (the "MEL Transaction") approved and a receiver was appointed to carry out the final administrative duties and satisfy the conditions of the MEL Transaction. BMO also brought applications for bankruptcy for certain entities in the Morris Group of Companies (the "Dormant Companies"). Since the bankruptcy orders were granted, the CCAA proceedings will be terminated in regard to the Dormant Companies and a bankruptcy trustee will be appointed. Alvarez & Marsal was appointed receiver and bankruptcy trustee. Counsel is McDougall Gauley for the Group, Burnet, Duckworth & Palmer for BMO, and MLT Aikins for Alvarez & Marsal.
Toolplas Systems Inc., and Tool Processing Solutions Inc. (o/a TPS Global) (collectively the "Company"), two Oldcastle, Ontario-based manufacturing companies, were placed in receivership on March 3 on application by TD, owed approximately $18.1 million. The Company also owes approximately $5.9 million to BDC and a further $6.9 million to its unsecured creditors. Deloitte was appointed receiver and manager. Miller Thomson is counsel to the applicant.
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.
JD Norman Canada, ULC, a Windsor, Ontario-based manufacturer of highly engineered metal components for the automotive industry, was placed in receivership on February 12 on application by Callidus Capital Corporation ("Callidus"), owed approximately $146.0 million (USD). The company's largest customer, General Motors ("GM"), representing close to 100% of its business, terminated its business relationship with the company and, as such, the company is no longer able to operate as a viable going concern. In January 2020, the company indicated to GM that it was experiencing severe financial difficulty and would be unable to remain in business without obtaining certain financial accommodations from GM and Callidus. Subsequently, GM entered into an agreement with the company and Callidus in which GM agreed not to resource any of GM's business to a different supplier until at least February 2023. However, in November 2020, after GM claimed that the company had breached its obligations under this agreement, GM notified the company of its intention to resource a substantial portion of GM's business to a new supplier. KSV Advisory was appointed receiver. Counsel is McMillan for the company, Dickinson Wright for the applicant, Osler for the receiver, and Norton Rose for Bank of America, the operating lender.
Rockshield Engineered Wood Products ULC, a Cochrane, Ontario-based manufacturer of plywood used to make a variety of products including furniture and cabinetry, filed an NOI on February 8, listing approximately $15.1 million in liabilities, including $2.9 million to BNS. Due to the seasonal variations in logging roads and poor transport truck access during the warmer months, the company purchases the majority of its raw materials in the winter. During the winter months, the company stockpiles approximately $100.0 thousand worth of logs per week over and above its manufacturing needs. Since the company's expenses during the stockpiling period exceed its revenue from operations, it has historically financed this "bulge" with capital from shareholders. This year, however, the company's shareholders have declined to extend financing for the bulge. In addition to the company's pending liquidity crisis, BNS has issued a demand on its credit facilities, asserting a breach of a debt service ratio covenant. During these proceedings, BNS is providing DIP financing to the company. Dodick & Associates is the proposal trustee. Counsel is Weisz Fell Kour for the company, Pallett Valo for the proposal trustee and Miller Thomson for BNS.
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.
Ellis Fabrication Inc. et al., an Innisfail, Alberta-based company that manufactures heavy machinery attachments and trench safety systems, was placed into receivership on December 3 on application by TD, owed approximately $5.7M. KPMG was appointed receiver. Counsel is MLT Aikins for the applicant, Burnet, Duckworth & Palmer for the receiver, and Caron & Partners for the company.