Country Fresh Holding LP announced today that its Canadian subsidiaries, Sun Rich Fresh Foods Inc., Tiffany Gate Foods Inc. and TGF Acquisition Parent Ltd. have filed for protection under the Companies’ Creditors Arrangement Act (Canada) (“CCAA”) pursuant to an Order (the “Initial Order”) of the Ontario Superior Court of Justice (Commercial List) (the “Canadian Court”).
The CCAA filing follows an earlier filing by the Company’s U.S. affiliates under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. The U.S. and Canadian proceedings will operate as parallel main proceedings, with the common goal of facilitating a Court-supervised solicitation and sales process in respect of the assets of the Company (the “Sales Process”).
“It is our goal to position our customers, suppliers, employees and other stakeholders for success,” said Bill Andersen, Country Fresh President and CEO. “The filing in Canada is the next step in our reorganization plan and continues the process we initiated in Texas to move the planned sale forward. This restructuring signifies the beginning of the next chapter for Country Fresh and we are looking forward to the bright future ahead.”
The Company has also announced that it has entered into a binding stalking horse asset purchase agreement with certain affiliates of global private equity firm, Stellex Capital Management, subject to potential overbids obtained pursuant to the Sales Process. The Company intends for the Sales Process and resulting transaction to close within 60 days.
Pursuant to the Initial Order of the Canadian Court, an initial 10-day stay of proceedings has been issued in Canada, subject to further extensions by the Canadian Court. Ernst & Young Inc. has been appointed as Monitor in the Canadian proceedings (in such capacity, the “Monitor”).
The Company has ensured that sufficient funding is in place for its manufacturing and distribution facilities in the U.S. and Canada to continue operating in the ordinary course during the Court-ordered stay of proceedings, as the Company delivers meal kits, cut fresh fruit and vegetable trays, and containers to a wide range of retailers and foodservice customers across the United States and Canada while the Sales Process remains ongoing.
A copy of the Initial Order and more information about the Canadian CCAA proceedings will be available on the Monitor’s website at: ey.com/ca/freshfoodcanada.
For more information:
Lynchpin Strategic Communications
Tel.: +1 (713) 922-1895