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Kingswood Capital Management in its acquisition of MEC through CCAA proceedings

Fasken
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Overview

Client

Kingswood Capital Management, LP

On October 30, 2020, Kingswood Capital Management, LP (Kingswood) completed its acquisition of substantially all of Mountain Equipment Co-op (MEC)'s assets through the Companies' Creditiors Arrangement Act (CCAA).

MEC is Canada's go-to retailer for rock solid outdoor gear, expert advice and endless open air inspiration.

Kingswood is a U.S. private investment firm primarily focused on investing in businesses in transition.

Kingswood completed the acquisition of substantially all of MEC’s assets through MEC’s insolvency proceedings commenced under the CCAA. The value of the deal was C$120 million (subject to working capital adjustments).

MEC is an established retailer and premier brand in Canada, and is Canada's go-to place for outdoor gear, know-how, and inspiration. Established in 1971, MEC has been Canada's largest consumer co-operative with over 5 million members across the country. The acquisition of MEC by Kingswood received intense worldwide media scrutiny because the effect of the transaction was that MEC would be converted from a British Columbia co-operative (owned by its members) to a newly formed British Columbia corporation owned by a U.S. private equity firm.

 
MEC was facing a severe liquidity crisis which required it to implement a restructuring under the CCAA. Kingswood was the successful bidder in a sale process run by MEC, acquiring substantially all of MEC’s assets. The sale of MEC to Kingswood closed on October 30, 2020, and resulted in a going concern solution for MEC’s business with 21 of its 22 stores remaining open and over 85% of its active staff being retained by the purchaser.

The acquisition created a positive path forward for MEC strengthening the brand, preserving jobs and opportunity for employees, and enabling MEC to continue to be the outdoor supplier of choice for Canadians. 

Fasken advised Kingswood Capital Management with a team led by Dylan Chochla which included Nicole Park, Kibben Jackson, Dan Law, Grant McGlaughlin, Armand Benitah, Nathan Haldane, Alexis Shamess, Sergio Custodio, Kristian Arciaga and Cara Chu.

Jurisdiction

  • British Columbia

Team

  • Dylan A. Chochla, Partner | Insolvency & Restructuring, Toronto, ON, +1 416 868 3425, [email protected]
  • Nicole Park, Partner | Corporate/Commercial, Toronto, ON, +1 416 943 8902, [email protected]
  • Kibben Jackson, Partner | Insolvency & Restructuring, Vancouver, BC, +1 604 631 4786, [email protected]
  • Daniel R. Law, Partner | Real Estate Law, Toronto, ON, +1 416 868 3479, [email protected]
  • Grant E. McGlaughlin, Partner | Co-Leader, Private Equity, Toronto, ON, +1 416 865 4382, [email protected]
  • Armand M. Benitah, Partner | Patent Agent | Trademark Agent | Trademarks Law, Toronto, ON, +1 416 868 3470, [email protected]
  • Nathan Haldane, Partner | Trademark Agent | Intellectual Property, Toronto, ON, +1 416 868 3366, [email protected]
  • Kristian N. Arciaga, Partner | Real Estate Law, Vancouver, BC, +1 604 631 4705, [email protected]
  • Cara Chu, Associate | Real Estate Law, Vancouver, BC, +1 604 631 3176, [email protected]
Dylan Chochla Toronto Lawyer Dylan A. Chochla Partner | Insolvency & Restructuring Toronto, ON +1 416 868 3425
Nicole Park Toronto Associate Nicole Park Partner | Corporate/Commercial Toronto, ON +1 416 943 8902
Kibben-Jackson-Lawyer-vancouver Kibben Jackson Partner | Insolvency & Restructuring Vancouver, BC +1 604 631 4786
Daniel R Law Toronto Lawyer Daniel R. Law Partner | Real Estate Law Toronto, ON +1 416 868 3479
Grant McGlaughlin Toronto Lawyer Grant E. McGlaughlin Partner | Co-Leader, Private Equity Toronto, ON +1 416 865 4382
Armand M Benitah Toronto Lawyer Armand M. Benitah Partner | Patent Agent | Trademark Agent | Trademarks Law Toronto, ON +1 416 868 3470
+1 418 640 2050
Nathan Haldane Toronto Lawyer Nathan Haldane Partner | Trademark Agent | Intellectual Property Toronto, ON +1 416 868 3366
Kristian N. Arciaga, Partner | Real Estate Law Kristian N. Arciaga Partner | Real Estate Law Vancouver, BC +1 604 631 4705
Cara Chu Cara Chu Associate | Real Estate Law Vancouver, BC +1 604 631 3176