Tri-Ag Implements, a Wainwright, Alberta-based agriculture equipment supplier, filed an NOI on February 10, listing $15.4 million in liabilities, including $4.7 million to CNH Industrial Capital Canada, $3.7 million to Farm Credit Canada, $2.8 million to De Lage Landen and $2.7 million to Encompass Credit Union. A few days prior to the NOI filing, on February 6, an interim receivership order was granted over the assets subject to FCC's security. FCC provides the company with floor plan financing and became worried when it was discovered that at least five pieces of machinery had recently been sold without the sale proceeds being remitted to FCC. The Bowra Group is the proposal trustee. EY is the interim receiver. Counsel is Reynolds Mirth Richards & Farmer for the company and Sharek Logan & van Leenen for FCC.
Strategic Oil & Gas (TSX-V: SOG), a Calgary Alberta-based junior oil and gas company, along with its wholly owned subsidiary, Strategic Transmission, had its CCAA proceedings transitioned to a court-appointed receivership on January 28. In early January 2020, the company approached the Alberta Energy Regulator ("AER") with its high level plan of compromise and arrangement to exit the CCAA proceedings. The plan called for, among other things, a payment of $5.0 million to the Orphan Well Association ("OWA") in respect of certain assets the company was seeking to have abandoned and a proposed dividend of $0.10 on the dollar for the company's trade creditors, owed an estimated $10.6 million. In mid-January, the AER notified the company that it was not supportive of the proposed plan. In response, the company advised that it had no further options with respect to a restructuring and planned to wind up its operations and transition its assets to the OWA through a court-appointed receivership. KPMG was appointed receiver of the company's Alberta assets. Alvarez & Marsal is the receiver of the company's assets in the Northwest Territories. Counsel is Dentons for the company, Torys for KPMG, Bennett Jones for GMT Capital, a secured debenture holder and Cassels Brock for the Government of the Northwest Territories.
AAA Windows and AAA Holdings, two related Calgary, Alberta-based corporations, were placed in receivership on January 27 on application by Canadian Western Bank ("CWB"), owed approximately $4.7 million. While AAA Holdings effectively operates as a real estate holding company with title to a building located in Calgary (the "Property"), AAA Windows operates from leased space on the Property as a supplier, manufacturer, and installer of windows and doors. The overall downturn in Calgary's economy during the last several years has negatively impacted AAA Windows' business and cash flow. The court granted CWB's application for a pre-pack sale of both companies' assets. Hardie & Kelly was appointed receiver. Counsel is Burnet, Duckworth & Palmer for the applicant and Parlee McLaws for the receiver.
PrimeCARE Health Clinics, Alberta-based healthcare providers with medical clinics in Calgary, Grand Prairie, and Carstairs, were placed in receivership on January 14 on application by ATB Financial, owed approximately $7.4 million. ATB had advanced funds to the companies pursuant to various commitment letters. The companies committed several defaults under these letters, and since May 2019, ATB has been negotiating with them to enter a forbearance agreement. However, the parties were unable to agree to the agreement prior to the clinics ceasing operations, and subsequent events led ATB to conclude that it was not prepared to provide further funding to the companies to continue the operation of their clinics. ATB was advised by the companies that they had removed $2.0 million from the business to be invested in real estate ventures, including a quadplex in Calgary and a failed development in Nigeria. When ATB asked for the details of these transactions to be provided as part of the proposed forbearance agreement, the companies failed to do so. These transactions caused ATB serious concern and were one of the primary causes of the companies' liquidity issues. EY was appointed receiver. MLT Aikins is counsel to the applicant.
CLM Distribution Pool & Spa Products and Lectranator Systems, Calgary, Alberta-based pool and spa products distributors, filed for bankruptcy on January 10, respectively listing $3.5 million and $925.1 thousand in liabilities. Grant Thornton is the bankruptcy trustee.
Gozco, a Calgary, Alberta-based investment firm, filed for bankruptcy in March 2018. PwC was appointed trustee. George Gosbee, who passed away in November 2017, was the company's sole director, officer, and shareholder. Karen Gosbee, his spouse, is the personal representative of Mr. Gosbee's estate. On January 7, PwC filed an application for an order declaring, amongst other things, that certain transactions granted by the company in favour of BNS (collectively, the "BNS Transaction") constitute a transfer at undervalue and are void as against the trustee. Bowfort, the company's primary creditor, had provided to the company a loan of USD $5.0 million secured by a promissory note dated January 2014. This loan was advanced to the company to assist in funding its USD $7.5 million investment in a US business venture. The company did not make any repayments of the loan to Bowfort other than certain baseline annual interest payments. On August 10, 2017, the Gosbees entered into a commitment letter with BNS to open a private and personal overdraft lending account. At their direction, the company completed a series of transfers whereby USD $750.0 thousand belonging to the company was transferred into this personal account, to the detriment of the company's creditors. At the time the BNS Transaction was completed, the company was insolvent. It is alleged that there was no valid business purpose for the company entering the BNS Transaction, and by doing so, it breached its obligation to Bowfort. PwC alleges that the BNS Transaction was intended to defraud, delay, or hinder the company's creditors. Bennett Jones is counsel to the applicant.
CMS Toys/Halloween Alley, an Edmonton, Alberta-based toy distributor and novelty retailer, filed an NOI on December 16, listing $8.1 million in liabilities. The Bowra Group is the proposal trustee.
Boulder Creek Golf Course and Silverwing Golf Course, two related golf courses near Calgary, Alberta, were placed in receivership on December 12 on application by BMO. PwC was appointed receiver. Counsel is Gowling WLG for the applicant and Torys for the receiver.
IEC Ltd., Audeamus Capital Corp. and certain other entities related to the Strategic Group, one of Calgary, Alberta's largest real estate companies, had their properties placed in interim receivership on application by a group of the companies' lenders. The companies obtained protection under the CCAA on December 10, attributing their financial difficulties to the extended slump in the Canadian energy market and its effect on the Calgary real estate market. The companies' request to be granted creditor protection past the initial 10-day stay was opposed by the applicants in part on the basis that they no longer had confidence in the management of the companies and wanted a receiver appointed to safely manage and preserve the properties, ensure rents are collected and not co-mingled amongst the various companies and ensure operational expenses are paid by the appropriate companies. Alvarez & Marsal was appointed interim receiver. Counsel is McCarthy Tétrault for the company, Dentons for the interim receiver, Norton Rose Fulbright for the CCAA monitor Hardie & Kelly, BLG for BMO and certain other lenders, Blakes for Sun Life, Cassels for MCAP and BDC, McMillan for RBC, McLennan Ross for CWB, Brownlee for Canada ICI and SBI Canada Bank, Lawson Lundell for Vancity Community Investment Bank and Centurion Mortgage Capital Corporation, Fasken for Fiera, Torys for Connect First Credit Union, Gowling WLG for CIBC, Stikeman Elliott for IMC and Computershare, Osler for TELUS Pension Master Trust, Bennett Jones for Trez Capital and Parlee McLaws for Equitable Life.
IEC Ltd., Audeamus Capital Corp. and certain other entities related to the Strategic Group, one of Calgary, Alberta's largest real estate companies, obtained protection under the CCAA on December 10. The company has attributed its financial difficulties to the extended slump in the Canadian energy market. Vacancy rates in commercial office space in Calgary have soared since 2015 due to companies ceasing operations, engaging in headcount reductions and undertaking cost cutting measures. These vacancies have been compounded in the last two years by a large amount of new office space being added to the Calgary market, as well as increases in the property taxes being charged by the city. To put things in perspective, Calgary's downtown office vacancy rate is estimated to be 24.6% vs. Toronto's 2.2%. These changing market conditions have reduced the company's revenues and materially reduced the market value of many of its rental assets. Believing that there is no macro-economic turnaround on the horizon, the company sought creditor protection and intends to restructure its rental portfolio. Hardie & Kelly is the monitor. Neil Narfason was appointed CRO. Counsel is McCarthy Tétrault for the company and Norton Rose Fulbright for the monitor.