UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM 40-F



| |  ̈ | REGISTRATION
                                         STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | -----------------------------------------------------------------------------------------------------------------------------



| | x | ANNUAL
                                         REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | --------------------------------------------------------------------------------------------------------------------------------



|For the fiscal year ended December 31, 2016 | Commission File Number 333-105024
|------------------------------------------- | ---------------------------------



CASCADES
INC.

(Exact name of Registrant as specified in
its charter)



Quebec,
Canada

(Province or other jurisdiction of incorporation
or organization)



2600

(Primary Standard Industrial Classification
Code Number)



98-0140192

(I.R.S. Employer Identification Number)



404 Marie-Victorin
Blvd.

Kingsey
Falls, Quebec

Canada
J0A 1B0

(819)
363-5100

(Address and telephone number of Registrant’s
principal executive offices)



Cascades
USA Inc.

148 Hudson
River Road

Waterford,
NY 12188

(518)
238-1900

(Name, address (including zip code) and
telephone number (including area code)
of agent for service in the United States)



Securities registered or to be registered pursuant to Section
12(b) of the Act:

None.



Securities registered or to be registered pursuant to Section
12(g) of the Act:

None.



Securities for which there is a reporting obligation pursuant
to Section 15(d) of the Act

None.



For annual reports, indicate by check mark the information
filed with this Form:



|xAnnual information form |  | xAudited annual financial statements
|------------------------ |  | ------------------------------------



Indicate the number of outstanding shares of each of the issuer’s
classes of capital or common stock as of the close of the period covered by the annual report:



94,526,516 shares of common stock outstanding as of December
31, 2016



Indicate by check mark whether the Registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past
90 days.*



|Yes ̈ |  | Nox
|---- |  | ---



Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the Registrant was required to submit and post such files).



|Yes ̈ |  | No ̈
|---- |  | ---



* The registrant is currently not required
to file reports, including this report, under Section 13 or 15(d) of the Securities Exchange Act of 1934 but is voluntarily
filing this report with the Securities and Exchange Commission.


















Annual Audited Consolidated Financial
Statements



For the Annual Audited Consolidated
Financial Statements for the year ended December 31, 2016, including the Independent Auditor’s Report with respect thereto,
of Cascades Inc. (the “Registrant” or “Cascades” or the “Corporation”), see the excerpt of
Cascades’ 2016 Annual Report attached hereto as Exhibit 13.2.



Management’s Discussion and
Analysis



For management’s discussion and analysis
of the operating results and financial position of Cascades for the years ended December 31, 2016 and 2015 (“Management’s
Discussion and Analysis”), see the excerpt of Cascades’ 2016 Annual Report attached hereto as Exhibit 13.3.



Disclosure Controls and Procedures



Disclosure controls and procedures means
controls and other procedures that are designed to ensure that information required to be disclosed by the Registrant in the reports
that the Registrant files or submits under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is
recorded, processed, summarized and reported within the time periods specified under Canadian securities laws and specified in
the United States Securities and Exchange Commission’s (the “SEC”) rules and forms and that such information
required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to
management, including the President and Chief Executive Officer and the Vice-President and Chief Financial Officer, to allow timely
decisions regarding required disclosure.



Evaluation of Disclosure Controls and
Procedures



The Registrant conducted an evaluation
(under the supervision and with the participation of the Registrant’s management, including the Chief Executive Officer and
Chief Financial Officer) as of December 31, 2016, pursuant to Rule 13a-15 promulgated under the Exchange Act and under National
Instrument 52-109 adopted by the Canadian Securities regulatory authorities, of the effectiveness of the design and operation of
the Registrant’s disclosure controls and procedures. Based on this evaluation, the Registrant’s Chief Executive Officer
and Chief Financial Officer concluded that such disclosure controls and procedures were effective as of December 31, 2016.



It should be noted that while the Registrant’s
Chief Executive Officer and Chief Financial Officer believe that the Registrant’s disclosure controls and procedures provide
a reasonable level of assurance that they are effective, they do not expect that the Registrant’s disclosure controls and
procedures will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide only reasonable,
not absolute, assurance that the objectives of the control system are met.



Management’s Report on Internal
Control over Financial Reporting



Management’s Report to the shareholders
of Cascades Inc. on internal control over financial reporting for the fiscal year ended December 31, 2016 is included in Exhibit
13.2 to this Annual Report on Form 40-F.



Management conducted an assessment of the
effectiveness of the Corporation’s internal control over financial reporting, as at December 31, 2016 based on the framework
and criteria established in Internal Control-Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway
Commission (2013 COSO Framework). Based on this evaluation, management has concluded that the Corporation’s internal control
over financial reporting was effective as at December 31, 2016.



It should be noted that while the Registrant’s
Chief Executive Officer and Chief Financial Officer believe that the Registrant’s internal control over financial reporting
provide a reasonable level of assurance that they are effective, they do not expect that the Registrant’s internal control
over financial reporting will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide
only reasonable, not absolute, assurance that the objectives of the control system are met.











Changes in Internal Controls Over Financial
Reporting



There was no change in the Registrant’s
internal controls over financial reporting that occurred during the period covered by this report that has materially affected,
or is reasonably likely to materially affect its internal controls over financial reporting.



Code of Ethics



The Corporation has adopted a Code of Ethics
that applies to all directors, officers and employees, including the Corporation’s principal executive officer, principal
financial officer, principal accounting officer or controller, or persons performing similar functions. For a discussion of the
Corporation’s Code of Ethics, see page 10 of Cascades’ Annual Information Form for the year ended December 31, 2016
(“AIF”) attached hereto as Exhibit 13.1. There were neither amendments to nor waivers, including implicit waivers,
from any provision of the Code of Ethics during the year ended December 31, 2016 that applied to the Corporation’s principal
executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.
The Code of Ethics is available on the Corporation’s website at www.cascades.com.



Audit Committee



The Registrant has a separately designated
standing audit committee (the “Audit and Finance Committee”) as defined in Section 3(a)(58) (A) of the Exchange Act.
The Audit and Finance Committee is composed entirely of directors who are “independent”, as such term is defined in
the listing standards of the New York Stock Exchange. All members of the Audit and Finance Committee are financially literate and
there are two “audit committee financial experts”. In considering criteria for the determination of financial literacy,
the Board of Directors considers the ability to read and understand a set of financial statements that present a breadth and level
of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can reasonably
be expected to be raised by the Registrant’s financial statements. In determining whether Audit and Finance Committee members
are “audit committee financial experts”, the Board of Directors and the Audit and Finance Committee have considered
the attributes set forth in Form 40-F. The “audit committee financial experts” are Laurence G. Sellyn and Michelle
Cormier. The other members of the Audit and Finance Committee are Georges Kobrynsky, Sylvie Vachon and Martin Couture.



Principal Accountant Fees and Services



The aggregate fees for professional services
rendered by our Independent Auditor, PricewaterhouseCoopers LLP, for the Corporation for the 2016 and 2015 fiscal years are shown
in the table below:



|Fees in Canadian dollars |  | Year ended
    December 31, 2016 |           |  | Year ended
    December 31, 2015 |  
|------------------------ |  | -------------------------------- | --------- |  | -------------------------------- | -
|Audit Fees               |  | $                                | 1,607,759 |  |                                  | $
|Audit-Related Fees       |  | $                                | 445,473   |  |                                  | $
|Tax Fees                 |  | $                                | 210,741   |  |                                  | $
|All Other Fees           |  |                                  | N/A       |  |                                  |  
|Total                    |  | $                                | 2,263,973 |  |                                  | $



The nature of each category of fees is
described below:



Audit Fees: Includes professional services
provided by the Independent Auditor in connection with statutory and regulatory filings and audit of the annual financial statements
of the Corporation.



Audit Related Fees: Includes professional
services provided by the Independent Auditor in connection with auditing as well as consultations on accounting and regulatory
matters.



Tax Fees: Includes professional services
rendered by the Independent Auditor for compliance with income tax laws.



All Other Fees: None.











Audit and Non-Audit Services Pre-Approval
Policy



The Corporation’s Audit and Finance
Committee has adopted a Pre-approval Policy and Procedures for services provided by the Corporation’s Independent Auditor,
PricewaterhouseCoopers LLP, which sets forth the procedures and the conditions pursuant to which permissible services proposed
to be performed by the Independent Auditor are pre-approved. Under the terms of the policy, services that involve annual fees of
less than $25,000 up to an annual limit of $50,000 are pre-approved. The Audit and Finance Committee has delegated to the Chairman
of the Audit and Finance Committee pre-approval authority for any services not previously approved by the Audit and Finance Committee
that involve the payment of unbudgeted fees up to a maximum of $100,000 per mandate. Services that involve fees of more than $100,000
require pre-approval of all the members of the Audit and Finance Committee. All of the non-audit services set forth above were
approved under this pre-approval policy.



Services Approved by the Audit and Finance
Committee



For the year ended December 31, 2016, the
services described above requiring pre-approval were approved by the Audit and Finance Committee pursuant to paragraph (c)(7)(i)
of Rule 2-01 of Regulation S-X.



Off-Balance Sheet Arrangements



There were no off-balance sheet arrangements
as of December 31, 2016.



Tabular Disclosure of Contractual Obligations



For a tabular disclosure and discussion
of contractual obligations, see the section entitled “Contractual Obligations and other commitments” on page 67 of
Management’s Discussion and Analysis attached hereto as Exhibit 13.3.



Forward-Looking Statements



Certain statements in this Annual Report
on Form 40-F or in documents incorporated by reference herein including statements regarding future results and performance, are
forward-looking statements (as such term is defined, under the United States Private Securities Litigation Reform Act of 1995)
based on current expectations. The accuracy of such statements is subject to a number of risks, uncertainties and assumptions that
may cause actual results to differ materially from those projected, including, but not limited to, the effect of general economic
conditions, decreases in demand for Cascades’ products, the prices and availability of raw materials and energy costs, Cascades’
exposure to significant competition, including competition with firms that may enjoy cost advantages or economies of scale, political,
social and exchange rate risks due to its international operations, compliance costs associated with environmental laws and regulations,
including unforeseen expenditures as a result of environmental liabilities, casualty of other losses that are not fully covered
by insurance, labor disputes, work stoppages or increased labor costs, difficulty recouping its investments in joint ventures of
other companies that Cascades does not control, difficulties associated with acquiring companies, or integrating acquired companies,
as part of Cascades’ growth strategy, the impairment of Cascades’ goodwill or other intangible assets, changes in the
control of Cascades‘ equity capital, changes in strategy or management brought about by its existing shareholders or similar
changes relating to its control and management, Cascades’ inability to retain key personnel or attract and retain other talented
employees, and fluctuations in currency exchange rates. Reference is made to the section entitled “Risk Factors” on
page 10 of the AIF and to the section entitled “Risk Factors” on page 72 in Management’s Discussion and Analysis
(which is incorporated by reference in the AIF), each of which are attached hereto as Exhibits 13.1 and 13.3, respectively.



Consequently, all of the forward-looking
statements made herein are qualified by these cautionary statements and there can be no assurance that the actual results on developments
anticipated by the Corporation will be realized. The Corporation undertakes no obligation to update or revise any forward-looking
statements.











Website Information



Notwithstanding any reference to the Registrant’s website
in the AIF or in the documents attached as Exhibits hereto, the information contained in the Registrant’s website or any
other website referred to in the Registrant’s website is not a part of this Form 40-F and, therefore, is not filed with the
SEC.



Undertaking



The Registrant undertakes to make available,
in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when
requested to do so by the Commission staff, information relating to: the securities registered pursuant to Form 40-F; the securities
in relation to which the obligation to file an Annual Report on Form 40-F arises; or transactions in said securities.



Consent to Service of ProcessAny
change to the name or address of the Registrant and/or to the name or address of the Registrant’s agent for service shall
be communicated promptly to the Commission by amendment to the Form F-X referencing the file number of the Registrant.











Signatures



Pursuant to the requirements of the Exchange
Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report
to be signed on its behalf by the undersigned, thereto duly authorized.



CASCADES INC.



|By:    | /s/ Allan Hogg                             | 
|------ | ------------------------------------------ | 
|Name:  | Allan Hogg                                 | 
|Title: | Vice President and Chief Financial Officer | 
|Date:  | March 30, 2017                             | 











Exhibit
Index



|Exhibit
Number |  | Description
    of Exhibit (and document fromwhich incorporated by reference, if applicable)                                                                                                                                       |  | Note
|-------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----
|               |  |                                                                                                                                                                                                                                    |  |     
|3.1            |  | Articles of Amalgamation of Cascades Inc. filed with the Inspector General of Financial Institutions of Quebec on January 10, 2004                                                                                                 |  | (A) 
|               |  |                                                                                                                                                                                                                                    |  |     
|3.2            |  | Articles of Amendment of Cascades Inc. filed with the Registrar of Companies of Quebec on July 27, 2011                                                                                                                            |  | (B) 
|               |  |                                                                                                                                                                                                                                    |  |     
|3.3            |  | By-law No. 2011-1 of Cascades Inc., adopted by the Board of Directors of Cascades Inc. on March 14, 2011 and ratified by the Shareholders on May 12, 2011                                                                          |  | (B) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.1            |  | Indenture, dated as of June 19, 2014, among Cascades Inc., the Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee                                                                          |  | (C) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.2            |  | First Supplemental Indenture, dated as of March 16, 2015, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee      |  | (C) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.3            |  | Second Supplemental Indenture, dated as of September 23, 2015, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.4            |  | Third Supplemental Indenture, dated December 9, 2015, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee          |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.5            |  | Fourth Supplemental Indenture, dated September 30, 2016, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee       |  | (E) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.6            |  | Indenture, dated as of June 19, 2014, among Cascades Inc., the Subsidiary Guarantors named therein and Computershare Trust Company of Canada, as Trustee                                                                           |  | (C) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.7            |  | First Supplemental Indenture, dated as of March 16, 2015, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Computershare Trust Company of Canada, as Trustee       |  | (C) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.8            |  | Second Supplemental Indenture, dated as of September 23, 2015, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Computershare Trust Company of Canada, as Trustee  |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.9            |  | Third Supplemental Indenture, dated as of December 9, 2015, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Computershare Trust Company of Canada, as Trustee     |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.10           |  | Fourth Supplemental Indenture, dated as of September 30, 2016, to the Indenture dated as of June 19, 2014, among Cascades Inc., the New Subsidiary Guarantors named therein and Computershare Trust Company of Canada, as Trustee  |  | (E) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.11           |  | Indenture dated May 19, 2015, among Cascades Inc., the Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee                                                                                  |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.12           |  | First Supplemental Indenture, dated September 23, 2015, to the Indenture dated May 19, 2015, among Cascades Inc., the Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee                   |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.13           |  | Second Supplemental Indenture, dated December 9, 2015, to the Indenture dated May 19, 2015, among Cascades Inc., the Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee                    |  | (D) 
|               |  |                                                                                                                                                                                                                                    |  |     
|4.14           |  | Third Supplemental Indenture, dated September 30, 2016, to the Indenture dated May 19, 2015, among Cascades Inc., the Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, as Trustee                   |  | (E) 
|               |  |                                                                                                                                                                                                                                    |  |     
|10.1           |  | Second Amended and Restated Credit Agreement, dated July 7, 2015, among Cascades Inc., Cascades USA Inc. and Cascades Europe SAS, National Bank of Canada, as administrative agent, The Bank of Nova Scotia, as collateral         |  | (D) 











|     |  | agent and syndication agent, and a syndicate of lenders named therein, as lenders                                                                               |  |    
|---- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---
|     |  |                                                                                                                                                                 |  |    
|13.1 |  | Annual Information Form for the year ended December 31, 2016                                                                                                    |  | (E)
|     |  |                                                                                                                                                                 |  |    
|13.2 |  | Audited Consolidated Financial Statements for the year ended December 31, 2016 together with Management’s Report and the Independent Auditor’s Report           |  | (E)
|     |  |                                                                                                                                                                 |  |    
|13.3 |  | Management’s Discussion and Analysis for the year ended December 31, 2016                                                                                       |  | (E)
|     |  |                                                                                                                                                                 |  |    
|23.1 |  | Consent of Independent Auditor                                                                                                                                  |  | (E)
|     |  |                                                                                                                                                                 |  |    
|31.1 |  | CEO Section 302 Certification                                                                                                                                   |  | (E)
|     |  |                                                                                                                                                                 |  |    
|31.2 |  | CFO Section 302 Certification                                                                                                                                   |  | (E)
|     |  |                                                                                                                                                                 |  |    
|32.1 |  | CEO and CFO Certification pursuant to Rule 13(a)-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350). |  | (E)








| | (A) | Previously filed as an exhibit to Cascades Inc.’s Annual Report on Form 40-F, filed on March
24, 2005 and incorporated herein by reference.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------



| | (B) | Previously filed as an exhibit to Cascades Inc.’s Annual Report on Form 40-F, filed on March
29, 2012 and incorporated herein by reference.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------



| | (C) | Previously filed as an exhibit to Cascades Inc.’s Annual Report on Form 40-F, filed on March
27, 2015 and incorporated herein by reference.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------



| | (D) | Previously filed as an exhibit to Cascades Inc.’s Annual Report on Form 40-F, filed on March
30, 2016 and incorporated herein by reference.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------



| | (E) | Filed herewith.
| | --- | ---------------