BFG Supply Co., LLC and sixteen affiliated debtors filed chapter 11 petitions on August 18, 2026 in the United States Bankruptcy Court for the District of Delaware. The financing motion was filed the next day. At a first day hearing on August 20 the court entered interim orders on the financing, the sale of inventory and the usual operating relief, together with final orders directing joint administration, appointing a claims agent and authorizing a foreign representative.

The customer programs motion describes the debtors as a leading national and Canadian wholesale distributor of professional horticulture, lawn and garden, hydroponic, and controlled environment agriculture products, selling primarily to commercial growers, nurseries and independent garden centers and fulfilling orders through their distribution facilities.

The critical vendor motion supplies the history. It states the debtors operate one of North America's leading value-added wholesale distribution platforms serving the professional green industry, and that over more than five decades the business evolved from a regional horticultural supplier into a diversified distributor of lawn and garden products, greenhouse supplies, nursery products, controlled-environment agriculture products, greenhouse structures and related horticultural equipment. It attributes the current footprint to organic growth and strategic acquisitions, describing a platform that connects a fragmented supplier base with thousands of commercial customers across the United States and Canada.

Several of the seventeen debtor entities are manufacturers and contractors rather than distributors. De Cloet Greenhouse Mfg. Ltd. manufactures greenhouse structures and related components. Green-Tek, LLC manufactures greenhouse coverings and related products. International Greenhouse Contractors, LLC and its subsidiaries provide greenhouse construction and horticultural services.

The customer relationships run through a rebate program, a return and shortage policy, a defective allowance policy, customer deposits and a co-op advertising program, all of which the debtors sought authority to continue. The workforce is approximately 461 full-time employees, defined as those working at least thirty hours per week, thirty-one of them employed by De Cloet Greenhouse Mfg. Ltd., an Ontario corporation, together with approximately seven independent contractors. The cash management system ran through sixteen bank accounts at the petition date, with the primary accounts held in the name of BFG Supply Co., LLC. The debtors' service address is in Grand Rapids, Michigan.

The financing motion sets out the working capital cycle. The prepetition asset-based facility is the debtors' principal source of seasonal working capital financing. The debtors must build inventory well in advance of the spring selling season. Revolver borrowings historically increased during inventory accumulation and declined as seasonal receivables were collected.

The assets the consultant is selling reflect that cycle: on-hand and in-transit inventory, machinery, equipment and fixtures at the distribution facilities, and accounts receivable. Under the intercreditor agreement described in Section V, the inventory and receivables are the asset-based lender's first-lien collateral, and the machinery, equipment and fixtures are the term loan agent's.

In November 2025, in what the financing motion describes as a response to the debtors' developing liquidity challenges, the parties amended both prepetition facilities. The amendments added borrowing capacity through a new term loan with a principal amount of $45 million and a delayed draw term loan facility with commitments of $15 million. They extended the maturities of the existing instruments. And they exchanged the existing term loans on a cashless basis into two new classes, Term Loans A in an aggregate principal amount of $32,500,000 and Term Loans B in an aggregate principal amount of $178,449,679.50, with $8,199,679.50 of accrued but unpaid interest paid in kind by being added to principal immediately prior to the exchange.

The amendments also modified interest payment mechanics so that interest on the term loan facility is paid in kind unless the debtors affirmatively elect cash interest. The motion describes that as relief that reduced near-term cash interest obligations. In the same passage it states that the mechanic added a 3.00% per annum payment-in-kind premium to the applicable rate, further increasing the rate at which the outstanding principal balance grows.

Both facilities date to November 5, 2021, with Bamboo Purchaser, Inc. as borrower and BFG Purchaser Parent, Inc. as holdings. Both are secured by substantially all assets. An intercreditor agreement of the same date, amended in January 2024 and again in November 2025, allocates the collateral. The motion states the asset-based priority collateral consists primarily of accounts receivable, inventory, cash, deposit accounts and related general intangibles, with a second lien on everything else, and that the term loan priority collateral consists of all other common collateral, including real estate, equipment, equity interests and intellectual property. Both descriptions are illustrative rather than exhaustive on the face of the motion.

The asset-based facility contains cash dominion provisions that become operative if unrestricted cash falls below specified thresholds. The motion states the prepetition term loan secured parties are deemed under the intercreditor agreement to have consented to the debtor-in-possession facility, subject to conditions the motion states are satisfied.

On July 28, 2026, three weeks before the petition date, BFG Supply Co., LLC executed a consulting agreement with SB360 Capital Partners, LLC and Tiger Capital Group, LLC, acting jointly as consultant. The motion states the debtors retained them after receiving and evaluating proposals from two other asset advisory firms. Sale services commenced on or about August 3, 2026.

The agreement covers on-hand and in-transit inventory at the listed warehouses and distribution centers, machinery, equipment and fixtures at those facilities, and the collection or sale of accounts receivable. Sales are free and clear of liens, claims, encumbrances and interests, with encumbrances attaching to net proceeds according to the priorities in the financing order and any orders entered in the Canadian proceeding.

Net of those amounts, proceeds are remitted to the debtor-in-possession agent and the applicable prepetition agent for application to the financing obligations and the prepetition secured obligations under the financing order and its lien priority annex. The interim order entered August 20, 2026 authorizes the debtors to assume the consulting agreement, approves the sales free and clear, ratifies the actions taken before entry of the order, and authorizes payment of the consultant's fees, expense reimbursements and indemnification without any application by the consultant or further order of the court.

The facility is a superpriority senior secured asset-based revolving credit facility in an aggregate principal amount of up to $55 million, with ACF FinCo I LP as administrative and collateral agent. The lenders are the lenders party to the prepetition asset-based credit agreement, participating pro rata according to their share of the existing revolving commitments at the petition date. Bamboo Purchaser, Inc. borrows and every other debtor guarantees. The facility is subject to availability under a borrowing base.

On entry of the interim order, commitments become available through what the motion calls a creeping roll-up. All cash, collections and proceeds of the collateral other than term loan priority collateral are applied on a dollar-for-dollar basis to reduce the prepetition revolving loans, and paying them down gives rise to a corresponding amount of availability under the new facility. Banking services obligations and secured hedging obligations are deemed obligations under the new facility at the same time. On entry of a final order, any remaining prepetition revolving loans of the participating lenders are refinanced into the facility on a cashless basis, together with cash payment of accrued interest, fees and other amounts owing to them.

The entered interim order authorizes the debtors, prior to entry of a final order, to request extensions of credit up to an aggregate principal amount of $22 million outstanding at any one time.

The motion states the debtors' investment banker solicited interest from no fewer than fourteen third-party institutions that routinely provide this kind of financing, asking whether any would extend credit on an unsecured, junior priority or priming basis, and that none was willing to do so. It states the prepetition asset-based secured parties would not consent to the use of their cash collateral, and the lenders would not extend credit, without the creeping roll-up at the interim order and the full roll-up at the final order. It characterizes the rolled-up obligations as consideration for the lenders' agreement to fund rather than as adequate protection on account of the prepetition obligations.

One condition precedent to the initial borrowing is receipt of a fully executed specified sales agreement. The milestone schedule requires an interim order assuming that agreement by August 20 and a final order by September 17. The only assumption order entered on August 20 is the one approving the consulting agreement.

The two prepetition lender groups receive different protection.

The asset-based secured parties receive replacement liens on all collateral, section 507(b) superpriority claims, monthly cash payment of interest on their prepetition obligations at the default rate specified in the prepetition credit agreement, and payment of the agent's reasonable and documented fees, costs, expenses and charges. Current cash interest at a default rate is the only form of adequate protection here that converts to cash during the case.

The term loan secured parties receive replacement liens and section 507(b) claims on the same terms, and payment of their agent's fees and expenses solely from and to the extent of funds in a term loan reserve until the financing obligations and the prepetition asset-based obligations are paid in full. After that, without limitation. Their lien position depends on the collateral: on the inventory, receivables and cash, they sit behind the revolver and the superpriority facility, and on the machinery, equipment and fixtures, the lien priority annex places the prepetition term loan liens and obligations ahead of the financing liens and superpriority claim.

Before a trigger notice, the carve-out covers unpaid professional fees incurred in accordance with the approved budget. After one, it drops to $250,000 for the debtors' professionals and $50,000 for a committee's, plus statutory fees under 28 U.S.C. section 1930(a) and up to $50,000 in chapter 7 trustee fees. The debtors must fund the outstanding carve-out into a professional fee escrow account within three business days of the notice, first from cash on hand and then from facility proceeds. The initial approved budget attached to the interim order projects professional fees of $698,000, $658,000, $656,000 and $606,000 in the four weeks ending August 21, August 28, September 4 and September 11.

The $50,000 investigation budget is available only to a statutory committee if one is appointed. No creditors' committee had been appointed as of the filings reviewed for this report. Other parties in interest retain a challenge right that expires seventy-five calendar days after entry of the interim order, on November 3, 2026.

The financing motion describes three concurrent and complementary value-maximizing workstreams: a court-supervised going-concern marketing and sale process, an orderly monetization of inventory, receivables and other assets, and a real estate disposition program.

Every milestone requires terms, conditions and documentation in form and substance acceptable to the agent in all respects. The agent may extend any of them by up to ten days in its sole and absolute discretion, or longer with required lender consent. Failure to comply with a milestone is an event of default.

The bidding procedures motion seeks authority to designate a stalking horse bidder and to provide bid protections. No stalking horse had been designated when the case was filed. The bid deadline, auction date and sale hearing date are set in that motion, which was not available in the Research Suite index for this case.

The cases are jointly administered under Case No. 26-11284, with member cases numbered 26-11283 through 26-11299. Judge Craig T. Goldblatt was assigned on August 19, 2026.

The court authorized De Cloet Greenhouse Mfg. Ltd. on August 20, 2026 to act as foreign representative and to commence a recognition proceeding before the Ontario Superior Court of Justice, Commercial List, under Part IV of the Companies' Creditors Arrangement Act. The filings reviewed for this report do not confirm that the proceeding had been commenced. The debtors anticipate seeking recognition of De Cloet's chapter 11 case rather than all seventeen.

The employee wages motion estimates prepetition employee obligations of $1,064,951.62 for the interim period and $1,937,715.74 for the final period, and states that $844,274.51 of accrued paid time off within the final figure is not a current cash obligation. Canadian dollar amounts were converted at 1.3872 Canadian dollars to one United States dollar. The critical vendor motion estimates approximately $2 million in claims due or coming due within the first twenty-one days.

No financial advisory firm or chief restructuring officer is named in any filing reviewed for this report. The filings refer to the debtors' advisors and to company advisors as a defined term whose engagement letters are a condition precedent to the initial borrowing, without identifying the firms.

The financing order and the sale order are interim, objection deadlines have not passed, and no bidding procedures have been approved. The following items remained open as of the filings reviewed for this report.

The going-concern sale

No stalking horse bidder has been designated. The bidding procedures hearing is set for September 16, 2026, the milestone for an order approving those procedures falls on September 17, and consummation is required by October 22. The inventory and receivables liquidation continues under an interim order in the meantime.

Final orders

The final financing hearing and the omnibus final hearing on the first day motions are both set for September 16, 2026, with objections due September 9. The milestone for entry of the final financing order falls on September 22. The full roll-up of remaining prepetition revolving loans takes effect at the final order.

Challenge rights

The challenge deadline is November 3, 2026. No creditors' committee has been appointed, and the $50,000 investigation budget is available only to a committee if one is appointed.