Atis Group Inc. and several related entities (collectively, “Atis Group”) was a leading manufacturer, distributor and retailer of windows and doors operating across Canada. They sought the protection of the Superior Court of Québec (the “Court”) under the Companies’ Creditors Arrangement Act (the “CCAA”), the whole to restructure their operations and to submit a plan of compromise and arrangement to their creditors.
As such, on February 19, 2021, the Court rendered an initial order under the CCAA and appointed our client Raymond Chabot Inc. as monitor (“RCI”). RCI was also eventually appointed as receiver for the purposes of triggering the application of the Wage Earners’ Protection Program Act.
From the outset of the CCAA proceedings, Atis Group faced staunch opposition from several of its key larger suppliers, who sought to amend the terms of the Amended and Restated Initial Order sought by Atis Group. Namely, these larger suppliers sought to appropriate a small portion of Atis Group’s funds that were destined to pay pre-filing claims of small local suppliers whose survival depended on the receipt of payment for such pre-filing amount. With the support of RCI, the Court issued the Amended and Restated Initial Order contemplated by Atis Group.
On April 29, 2021, RCI was informed that all of Atis Group’s directors had resigned. As such, the Court agreed to expand RCI’s powers such that RCI effectively implemented, continued, and completed the restructuring plan as “super-monitor”, as the proceedings had effectively become a “liquidating CCAA” with the goal of realizing on the assets of Atis Group for the purpose of reimbursing the first-ranking secured creditor, the Bank of Nova-Scotia.
Between May and December 2021, RCI negotiated and submitted seven (7) transactions for Court approval whereby RCI for and on behalf of Atis Group would sell the various divisions of Atis Group to purchasers. The transactions effectively allowed the purchaser to continue the operations of Atis Group on a going-concern basis and retain most of Atis Group’s employees.
In December 2021, and after the sale of substantially all of Atis Group’s non-monetary assets, RCI put the entities into bankruptcy and obtained orders of the Court terminating the receivership as well as discharging RCI in its capacity as monitor.
This restructuring is particularly noteworthy as it generated a reported decision confirming the rules governing “critical supplier charges” under the CCAA, and may possibly have been the last CCAA proceedings to have included a receivership component prior to the coming into force of the amendments to the WEPPA. With these new amendments, the WEPPA can now apply to proposal proceedings under the BIA and to CCAA proceedings insofar as the Court determines that the debtor is winding down its operations.
Fasken’s legal team was led by Luc Béliveau (Insolvency & Restructuring) and included Marc-André Morin, Nicolas Mancini and Éliane Dupéré-Tremblay (Insolvency & Restructuring) as well as Alexis Charpentier (Labour and Employment) and Antonella Penta (M&A).
As such, on February 19, 2021, the Court rendered an initial order under the CCAA and appointed our client Raymond Chabot Inc. as monitor (“RCI”). RCI was also eventually appointed as receiver for the purposes of triggering the application of the Wage Earners’ Protection Program Act.
From the outset of the CCAA proceedings, Atis Group faced staunch opposition from several of its key larger suppliers, who sought to amend the terms of the Amended and Restated Initial Order sought by Atis Group. Namely, these larger suppliers sought to appropriate a small portion of Atis Group’s funds that were destined to pay pre-filing claims of small local suppliers whose survival depended on the receipt of payment for such pre-filing amount. With the support of RCI, the Court issued the Amended and Restated Initial Order contemplated by Atis Group.
On April 29, 2021, RCI was informed that all of Atis Group’s directors had resigned. As such, the Court agreed to expand RCI’s powers such that RCI effectively implemented, continued, and completed the restructuring plan as “super-monitor”, as the proceedings had effectively become a “liquidating CCAA” with the goal of realizing on the assets of Atis Group for the purpose of reimbursing the first-ranking secured creditor, the Bank of Nova-Scotia.
Between May and December 2021, RCI negotiated and submitted seven (7) transactions for Court approval whereby RCI for and on behalf of Atis Group would sell the various divisions of Atis Group to purchasers. The transactions effectively allowed the purchaser to continue the operations of Atis Group on a going-concern basis and retain most of Atis Group’s employees.
In December 2021, and after the sale of substantially all of Atis Group’s non-monetary assets, RCI put the entities into bankruptcy and obtained orders of the Court terminating the receivership as well as discharging RCI in its capacity as monitor.
This restructuring is particularly noteworthy as it generated a reported decision confirming the rules governing “critical supplier charges” under the CCAA, and may possibly have been the last CCAA proceedings to have included a receivership component prior to the coming into force of the amendments to the WEPPA. With these new amendments, the WEPPA can now apply to proposal proceedings under the BIA and to CCAA proceedings insofar as the Court determines that the debtor is winding down its operations.
Fasken’s legal team was led by Luc Béliveau (Insolvency & Restructuring) and included Marc-André Morin, Nicolas Mancini and Éliane Dupéré-Tremblay (Insolvency & Restructuring) as well as Alexis Charpentier (Labour and Employment) and Antonella Penta (M&A).
Jurisdiction
- Québec
