TORONTO — Toy store Mastermind GP Inc. says it has obtained an initial order for creditor protection from an Ontario court as it faces financial challenges and a slowing economy.
The Toronto-based specialty toy and children's book retailer owned by Birch Hill Equity Partners Management Inc. characterized the decision to file for the protection as "difficult but necessary." It said the move was the product of increasing competition, disruptions from the COVID-19 pandemic and more recently, a deteriorating macroeconomic environment.
"Despite implementing a series of operational improvements and cost reductions, and undertaking an extensive strategic review and conducting a robust sale process, the challenges facing the company's business have become too significant to overcome," Mastermind said in a press release.
News of the company's creditor protection filing came on Black Friday, a sales period that is typically a boon for retailers, especially those selling toys, which people often purchase in advance of the holiday season.
Creditor protection allows companies facing financial difficulties to restructure their operations in hopes of helping the business overcome its challenges and rebound.
As part of its creditor protection proceedings, Mastermind said all 66 of its stores across Canada will remain open for business and all ongoing sales and holiday promotions, including its Black Friday sale, will continue.
However, it will immediately liquidate and close some "underperforming" stores while exploring alternatives for the business with an unnamed buyer, who has been in "accelerated negotiations" to buy the company, monitor Alvarez & Marsal Canada Inc. said in court filings made on behalf of Mastermind.
"If a transaction with such purchaser materializes, it is the Mastermind Entities’ intention to conduct a holiday sale for continuing stores in the normal course," court documents say.
"If the proposed transaction is not finalized imminently, the Mastermind Entities will have no choice but to commence a full liquidation of all 66 of their retail location."
Mastermind began trying to sell the business in April, after experiencing material net losses and financial strain.
A bidder was found but the deal was subject to "a lengthy review process with the Competition Bureau, which involved both Mastermind LP and the proposed purchaser responding to extensive information requests and making numerous submissions," court documents say.
Because of the "material cost and length of time that would have been required to respond" while the company faced "challenging circumstances" and the upcoming holiday season, it filed for creditor protection instead.
It plans to seek further authorization from the Ontario Superior Court of Justice to close an unspecified number of stores during the proceedings under the Companies' Creditors Arrangement Act.
It also expects to seek additional relief at a court hearing next Thursday.
Mastermind owes $22.2 million to vendors, including $2.6 million to logistics and other non-merchandise vendors. It also has about $5.6 million in outstanding gift card liabilities.
These amounts are owed to unsecured creditors, who typically have no collateral and are thus often unlikely to recoup outstanding amounts.
Its secured creditors include Canadian Imperial Bank of Commerce, which is owed $25.7 million.
The debts come as Mastermind said its same stores sales have declined materially, trending about 22 per cent below prior year results.
Mastermind's history dates back to 1984, when brothers Andy and Jon Levy opened an educational software store in Toronto. Its popularity convinced the brothers to turn the store into a chain and to broaden its merchandise assortment.
By the 2000s, they had rebranded the company to focus on educational toys rather than software and renamed the chain Mastermind Toys.
The company, which employs roughly 800 non-unionized workers, also has an e-commerce platform, which it said accounts for about 10 per cent of sales.
"E-commerce businesses require significant scale to be profitable, which Mastermind LP has not yet achieved, making it difficult to compete against online behemoths such as Amazon and Walmart," the company said in its court filings.
This report by The Canadian Press was first published Nov. 24, 2023.
Tara Deschamps, The Canadian Press
Note to readers: This is a corrected story. A previous version misstated the amount owing to non-merchandise vendors and erroneously stated that figure was on top of the overall $22.2 million owing.
