Quebec · CCAA
Motion for an Initial Order, an Amended and Restated initial Order and and other related matters (in French)
Application / notice of application · 13 December 2023
AI summary
A plain-English summary drawn only from this filing: what it is, why it matters, and the parties, amounts and dates it turns on.
What we verified from this filing6 verified
- financial positionnote: Document states total liabilities of approximately $81.1M as at Sept 30, 2023 (compared to $12.7M as at Dec 31, 2015, cited for context only); total assets figure not provided in these pages; net losses of >$13.6M (FY2022) and $10M (Jan 1 - Sept 30, 2023) also reported. · page: 18 · as at: 2023-09-30 · basis: Internal consolidated financial statements of Groupe Duvaltex as at September 30, 2023 (and audited/consolidated statements as at Dec 31, 2022), filed under seal as Exhibit R-11 · scope: Consolidated - Duvaltex Group (Duvaltex, LVL, Armfoam, DAI, Duvaltex Canada, Duvaltex US, Duvaltex America) · currency: CAD · total liabilities: 81100000
- secured creditorsnote: Short-term operating lender under May 20, 2022 amended/restated credit agreement; Group in default; forbearance agreement (expired Nov 10, 2023) followed by Nov 30, 2023 notices of intention to enforce security (BIA/CCQ); acting as proposed interim (DIP) lender. · page: 18 · as of: 2023-12-13 · amount: 16289143.72 · debtor: Groupe Duvaltex (Duvaltex, LVL, Armfoam, DAI, Duvaltex Canada, Duvaltex US, Duvaltex America) · creditor: Wells Fargo Capital Finance Corporation Canada and Wells Fargo Bank, National Association (collectively 'Wells') · currency: CAD · security: Universal movable hypothecs on Duvaltex, Duvaltex Canada, DAI, LVL and Armfoam; second-rank immovable hypothecs on Usine Beauceville and Usine Saint-Georges; movable security on Duvaltex US and Duvaltex America assets in the US; second-rank immovable security on the Maine plants; corporate guarantees from all Group entities (excluded from stated amount). Composed of: Marge de crédit (revolving) $9,501,264.92 and Prêt à terme (term loan) $6,787,878.80.
- secured creditorsnote: Payment moratorium on principal obtained late 2022 (6 months); Dec 11, 2023 notice of intention to enforce security (BIA/CCQ); forbearance in negotiation as of filing date. · page: 20 · as of: 2023-11-29 · amount: 16233725.2 · debtor: DAI (BDC US Loan) and Duvaltex, Duvaltex Canada, LVL (BDC Can Loan) · creditor: Banque de Développement du Canada (BDC) · currency: CAD · security: Movable hypothec over universality of Duvaltex assets; movable hypothec over Duvaltex Canada assets; first-rank immovable hypothec on Usine Saint-Georges and Usine Beauceville; movable hypothec over DAI and LVL assets; movable security over Duvaltex US US-located assets; first-rank immovable security (pari passu with EDC) on the Maine plants. Rank vis-à-vis Wells governed by Wells/BDC intercreditor agreement (Sept 21, 2018); corporate guarantees excluded from stated amount. Detail: BDC US Loan $6,163,111.70; BDC Can Loan $10,070,613.55 (BDC US Loan facility originally advanced as US$9M).
- secured creditorsnote: Default letter issued May 17, 2023 for breach of financial covenants; 6-month principal moratorium subsequently granted. · page: 22 · as of: 2023-10-01 · amount: 6244680 · debtor: DAI · creditor: Export Développement Canada (EDC) · currency: CAD · security: Movable security over Duvaltex US US-located assets (rank shared per Wells/BDC/EDC intercreditor agreement of Oct 1, 2018); first-rank immovable security (pari passu with BDC) on the Maine plants; corporate guarantees excluded from stated amount. Facility originally advanced as US$9M term loan under May 10, 2023 amended/restated loan agreement.
- secured creditorsnote: 6-month principal moratoriums granted late 2022 at Wells' request; one of the loans (Prêt ERTC, $3M) is tied to an ERTC subsidy not yet received by the Group. · page: 23 · as of: 2023-11-30 · amount: 9078340.84 · debtor: Duvaltex and Armfoam · creditor: Investissement Québec (IQ) · currency: CAD · security: Third-rank movable hypothec over universality of Duvaltex assets; third-rank movable hypothec over Duvaltex Canada assets (except IQ-financed equipment on which IQ holds first rank); third-rank movable hypothec over DAI, LVL and Armfoam assets (except IQ-financed Armfoam equipment, first rank). Corporate guarantees excluded from stated amount. Detail: Prêt 2018 $2,168,291.92; Prêt 2021A $604,790; Prêt 2021B $384,839; Prêt 2022A $1,707,828.92; Prêt 2022B $3,000,000; Prêt Armfoam $1,212,591. Facility principal amounts (not balances) were $9M, $5.5M, $3.5M, $2M, $3M (Duvaltex) and $19M (Armfoam).
- secured creditorsnote: Related party: ADI is an investment company owned almost exclusively by Mr. Alain Duval, sole director/principal officer of the Duvaltex Group entities. Repayment of the ADI claim is subordinated to Wells per Feb 10, 2023 subordination agreement. Detail: Prêt 2023A $3,000,000 (15%/yr); Prêt 2023B $3,000,000 (15%/yr); Armfoam advance (Jan 28, 2022) $725,000. · page: 24 · as of: 2023-10-01 · amount: 6725000 · debtor: Duvaltex (Prêts 2023A and 2023B) and Armfoam (2022 advance) · creditor: AD Investissement Inc. (ADI) · currency: CAD · security: Third-rank immovable hypothec on Usine Saint-Georges.