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B.C.'s Nexii selling subsidiary in attempt to avoid bankruptcy

Insolvent company was valued at $2 billion just two years ago
Nexii has two plants in Canada, including one in Squamish (pictured).

Nexii Building Solutions Inc., a green building company that claimed a valuation of $2 billion in 2022 but is now under creditor protection, is selling off its Omicron subsidiaries as part of a restructuring.

In January, Nexii Building Solutions and its subsidiaries, collectively known as Nexii, filed for creditor protection. Court documents show the company is “insolvent” and owes more than US$80 million ($109 million) to various creditors. It owes $89 million to secured creditors and $20 million to unsecured creditors.

In its petition, Nexii said it hoped to “implement a sales process that the petitioners believe will enable them to restructure and implement a transaction that will benefit their creditors and stakeholders, and in particular will provide greater benefit than a forced liquidation or a bankruptcy.”

In 2021, Nexii acquired Vancouver builder Omicron Canada and its subsidiaries. Now, its court-appointed monitor, KSV Restructuring Inc., is putting forward a proposed sale of Nexii’s Omicron subsidiaries for $3 million “plus the assumption of the assumed liabilities” back to Omicron’s principals.

The “vendors” include Omicron Canada Inc. and its various subsidiaries, and the buyers are six numbered companies.

According to a B.C. Registry Services search, the directors for the numbered companies are all senior Omicron executives, including Bill Tucker (CEO for both Omicron and Nexii), senior vice president George Sawatzky, CFO Hank Sam, vice president of construction Korey Roberts and senior vice president of architecture Pablo Yuste.

In court documents, Nexii notes that "Omicron entities are self-funding and profitable, and have, over the past year, advanced significant funds to address Nexii’s funding shortfalls."

Application for the sale will be made Friday in B.C. Supreme Court.

Founded in Moose Jaw by two brothers – Ben and Michael Dombowsky -- Nexii moved to Vancouver and emerged as a darling of green construction with its Nexiite material – a low-carbon green alternative to cement for building construction.

The company attracted high visibility supporters and investors, including former Mayor Gregor Robertson, who served as Nexii’s executive vice president of strategy and partnerships, and American actor Michael Keaton, who was said to be taking an ownership stake in a Nexii manufacturing plant in Pittsburgh.

As of 2022, the company’s valuation was estimated to be more than $2 billion following a $45 million raise from investors. Two previous funding rounds in 2021 and 2020 raised $45 million and $33 million, respectively.

The company has had some legal challenges, however. As BIV News has reported, Nexii has faced allegations of breach of contract in B.C., and is also being sued in Pennsylvania for breach of contract, as well as fraud, tortious interference and securities fraud.

Green construction company NexUS1 LLC and investor Nex-Stock LLC, assert in their claim against the Canadian company that Nexii made false representations to generate investment and participation in their franchise program.

Nexii’s Jan. 10 petition to the court said it owes senior secured lenders Powerscourt Investments XXV LP, Trinity Capital Inc. and Horizon Technology Finance Corp US$79 million and equipment lessors, trade creditors and landlords $6 million. 

Assets include equipment, accounts receivable, contracts and intellectual property worth a total book value of $69 million.

As of Dec. 20, 2023, Nexii employed 142 people -- 75 in Squamish, 62 in Vancouver and five in the U.S. – and Omicron employed 160.

In January, it had four ongoing construction projects nearing completion, expected to bring in $8.3 million, and six under contract where work has yet to begin.

According to an affidavit filed by Nexii-Omicron CEO Bill Tucker, Nexii has raised $125 million in financing since 2019, but costs have been high relative to revenue. In his affidavit, Tucker said that, despite all the challenges it faces, he thinks Nexii has "significant value, and the underlying business has strong potential."

-- With files from Bob Mackin and Claire Wilson

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