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Fiducia Demands Reform at Calgary Co-op Over $440M Risk

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*This article was updated from an earlier version to include a statement from Calgary Co-op below.

Fiducia Infrastructure, a private investment firm with expertise in turnarounds and real estate, is calling for changes at Calgary Co-operative. The firm alleges that financial mismanagement and governance breakdowns have put the member-owned organization at risk of collapse.

A letter sent to the Calgary Co-op board outlines Fiducia’s proposal for reform. The plan includes appointing independent directors, forming a separate property company, and bringing in qualified executive leadership to guide a turnaround. Fiducia has also launched a campaign website, SaveCalgaryCoop.com, to rally the organization’s more than 400,000 members.

“Calgary Co-op’s current leadership has presided over a steady erosion of performance, accountability, and member confidence,” said Albert Guido, Managing Partner at Fiducia. “This is not a governance structure built to serve members — it’s one designed to protect insiders.”

Acquisition Overpayments and Operational Losses

Fiducia points to several failed investments that it says have damaged Calgary Co-op’s financial health. One of the largest concerns is the 2021 acquisition of Care Pharmacies. The Co-op paid more than $160 million, despite external valuations estimating the company’s worth between $6 million and $10 million. Fiducia says the purchase reflects an 80-times EBITDA multiple, far above industry norms.

Another major concern for Fiducia is the acquisition of Willow Park Wines & Spirits. Calgary Co-op recorded $51 million in goodwill related to the transaction, although the business was reportedly generating just $3 million per year in profit. Fiducia says the acquisition has not delivered any measurable return and continues to weigh on the Co-op’s finances.

Derivatives Exposure Raises Solvency Concerns

In addition to what it says are questionable acquisitions, Fiducia is raising alarms over a growing financial liability. The Co-op is reportedly facing over $440 million in derivatives exposure, with obligations due by 2027. The firm claims this exposure was not properly disclosed and could lead to insolvency.

Last year alone, Calgary Co-op reportedly lost $5.3 million due to these interest rate contracts. Fiducia alleges the Co-op has resorted to selling off inventory to manage its cash flow.

“If Calgary Co-op were a publicly traded company, this leadership team would have been removed years ago,” Guido said.

Real Estate Strategy Under Scrutiny

Calgary Co-op owns a substantial real estate portfolio estimated at more than $800 million. Fiducia says the portfolio has underperformed due to poor capital allocation and a lack of professional oversight.

The firm highlights several recent projects, including the newly opened Oakridge location, as examples of what it calls financially unsound investments. Fiducia says the Oakridge development involved over $35 million in land and building improvements. Given typical margins of around 3.4% on grocery and pharmacy sales, the firm argues it is virtually impossible for the store to generate a sustainable return on that investment.

To break even, the Oakridge store would need to generate over $100 million in annual sales, a threshold that no current Calgary Co-op location reaches. Fiducia says these numbers reflect a broader failure in return-on-investment planning and capital deployment.

As part of its proposed solution, Fiducia says it is calling for the creation of a dedicated property company (PropCo) to manage the Co-op’s real estate assets and improve financial transparency.

Leadership Vacuum and Board Entrenchment

Calgary Co-op has not had a permanent CEO since October 2024, when former CEO Ken Keelor departed. The position remains unfilled ten months later.

Following Keelor’s departure, another Board Chair assumed responsibility for risk management. Fiducia argues this concentration of oversight was inappropriate and suggests a breakdown in governance separation between board and management roles.

The firm also alleges the board has failed to enforce its own term limits. It says some directors have remained in place for eight to nine years, reportedly using interim reappointments to bypass bylaws. Fiducia says this practice undermines member accountability and isolates leadership from necessary scrutiny.

Fiducia’s Plan for Change

Fiducia is urging the board to immediately appoint four new independent directors with experience in retail, governance, and capital strategy. It is also calling for the appointment of an Executive Chair or Interim Strategic Advisor to lead the turnaround.

The firm has submitted a private offer to acquire Calgary Co-op’s land portfolio. The proposed transaction is valued between $150 million and $200 million, backed by a $10 million deposit to begin due diligence. Fiducia says it expects resistance from the board and has released its proposal publicly to ensure members are informed.

Despite the proposed acquisition, Fiducia says it does not seek control of the organization. Its goal, according to the firm, is to restore financial discipline, protect member interests, and prevent further value destruction.

Calgary Co-op Responds to Fiducia’s Allegations

In response to the public campaign and claims made by Fiducia Infrastructure, Calgary Co-op issued a statement rejecting the firm’s assertions and defending its governance and business practices.

“Fiducia’s press release is filled with inaccuracies, basic factual errors and numerous assumptions that show a fundamental lack of understanding of Calgary Co-op’s business and our robust governance practices. Even a casual reading of our audited public disclosures would reveal a fundamentally different and much more accurate picture than what Fiducia has attempted to present.

We are always interested in constructive dialogue with our stakeholders and consistently seek feedback about how we can serve members better, operate more efficiently and create even more sustainable and lasting value in the community. We look forward to continuing these discussions, and our Board of Directors and management team remain focused on executing on our strategy, purpose-built around our 400,000 member-owners, the communities we serve, and our producers, growers, vendors, and community partners.”

For More Information:
Visit: www.SaveCalgaryCoop.com
Media Contact: SaveCalgaryCoop@gmail.com

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Craig Patterson
Craig Patterson
Located in Toronto, Craig is the Publisher & CEO of Retail Insider Media Ltd. He is also a retail analyst and consultant, Advisor at the University of Alberta School Centre for Cities and Communities in Edmonton, former lawyer and a public speaker. He has studied the Canadian retail landscape for over 25 years and he holds Bachelor of Commerce and Bachelor of Laws Degrees.

17 COMMENTS

  1. Yup, the new app program and the way we get our bonus cash as in store only isn’t really to my liking, and it’s just too expensive, my stores produce section is always pretty bad too, like peppers all wrinkly, old and moldy.. so I can go elsewhere here for better products and cheaper prices.

    • Steven, I totally agree. And “Cal and Gary” verses Presidents Choice at Supersore…….who are they tring to kid!!!!!!!

    • Not the members thats for sure. Moving wholesalesupply from Federated Coop(FCL) the largest Cooperative in North America at over $10 Billion in annual sales to Save ob Foods at a higher purchase price was a dumb move. I guess the Executive of Coop benefited with a BONUS.

  2. I have wondered about the circumstances for the termination of CEO Ken Keelor after reading the Oct. 18,2024 Calgary Herald article. It appears that the right thing for Calgary Coop to do is conduct a forensic audit and make it available to the members. I’ve been a member since 1981 and I have never understood why my rebate has not changed. Also, I don’t drink alcohol or use cannabis so why do they keep opening and buying more? Also, only being able to use the rebate money on the online App verses getting a check is not right. I want to use it for whatever I need it for. Why don’t they ask us members???

  3. There you go. Another fine story of corruption. Thank God for Fiducia to break the news. Now what, a complete overhaul of Calgary Co-Op or sweep it under the rug.

  4. This is how a venture capital vulture guts companies. They will sell the land, and liquidate all assets, including pensions. Don’t fall for it.

    • KPM, you are dead wrong Fiducia has a 45 year Calgarian involved that wants to Save the Brand and the Employees, so we don’t see another Hudson Bay, 355 year old Canadian brand with over 9,000 employees vaporized. Fiducia have asked for answers to fundamental questions that are raised in Coop’s Oct 31,2024 Financial Report.

      1. $440 Million “Liability Risk” Exposure
      • Fiducia flagged a $440 million derivative liability or risk.
      • Retail Insider asked Co-op to clarify whether this figure is accurate or provide an alternative risk-adjusted number .

      2. Explosive Debt Increase
      • Long-term debt skyrocketed from $12.1 million in 2023 to $378.6 million in 2024.
      • Total liabilities now over $633 million.
      • They questioned how Co-op will manage this risk .

      3. Excessive Acquisition Multiples
      • Fiducia alleges Co-op paid “80 times EBITDA” for the Care Health acquisition, calling it extreme and unjustifiable.
      • $193.6 million was recorded as goodwill on this deal.
      • Retail Insider requested confirmation of this multiple .

      4. Governance Failures
      • Fiducia highlighted that the Investment Committee only met four times in 2024 despite over $300 million in acquisitions.
      • They also flagged concerns about overlapping board committees and weak acquisition oversight .

      5. Goodwill & Asset Impairments
      • Calgary Co-op wrote down $3.7 million in goodwill and $10.1 million in property impairments in 2024, further confirming asset overvaluation .

      6. Sharp Increase in Interest Expense
      • Interest costs surged from $3.5 million in 2023 to $21.3 million in 2024, worsening financial pressure .

      7. Operational Losses
      • Co-op posted a $10 million net loss in 2024, swinging from a $16.7 million profit the year prior.
      • This is despite significant capital investments

      Also the Minutes from the May 2025 AGM were never published to the Members.Why? This would have explained a lot.

    • KPM, you could not be more wrong. I’m Joe Colangelo a 45 year long Calgarian and local business person that is trying desperately to save the iconic Calgary Coop brand and its 4,400 employees. If you want to help. let me know.
      joeco@repurposesolutions.com

    • I do agree that this sounds suspicious. While some of the concerns raised may be warranted, no way am I believing that a few wealthy private investors want to restructure Coop in order to “save the institution”, save jobs, and out of the goodness of their heart. There must be some serious money to be made, thus they are applying this pressure on the board, to get what they want.

  5. It’s concerning that instead of responding directly to the specific examples Fiducia mentions (such as the seemingly exorbitant purchase price of Care Pharmacies, the performance of Willow Park Wines & Spirits vs. its purchase price, and the high cost of the Oakridge store in light of its sales), Calgary Co-op has apparently chosen to essentially claim it’s not as bad as all that, just read our annual report.

    When a business or a government fails to respond to specific allegations with hard evidence to refute them, and instead complains about negativity or urges the public to “look at the big picture” that usually means there’s validity to the allegations.

  6. Hold on. So many errors in this article. Forget the real estate for a moment. The inventory alone in 50+ pharmacy’s is worth more the $6million.

    Is there an typo in the article?

    • Robert, I respectfully disagree I’ve had 2, not 1, reputable Accounting professionals review the 2024 Coop Annual Report. The Care Pharmacy purchase amounted to over $300,000,000 . That number is correct. And Brad Krizan was TERMINATED he did not resign. Why do I know that? I personally presented the violation of Calgary Coop violations to Ken White. I’m member number 683509. And there is a lot more reform coming to Calgary Coop. Stay tuned.

      PS-$6 M more for inventory. Deals are done on 3 times EBITDA plus inventory plus assets. So they own no land just FFE equipment of no real value + $6 M inventory + EBITDA of maximum $7 M /yr time 3 multiple industry stand = $21 M and Coop paid $300 M. Thats an OVERPAYMENT of $271,000,000. That is bizarre.

      • My uncle sold his single BC pharmacy on a ebitda of $250 k for a multiple of 6 times plus inventory and assets.

        If he had packaged his 2nd location, the multiple went up to 7.

        Anyway, good luck and hope you are doing well.

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