Proceedings.

Trees Corporation et al.

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Closed
Proceeding
CCAACompanies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended
Court
Ontario Superior Court of Justice
File
CV-23-00711935-00CL
Filings held42
Last activity28 May 2024
On the record1,004 days
Secured debt$8.6M
OverviewSummary updated

Trees Corporation obtained CCAA protection in the Ontario Superior Court of Justice on December 22, 2023, under court file CV-23-00711935-00CL, filing together with OCH and Ontario Consulting. The proceedings followed enforcement steps by secured debenture holders: Trees received demand letters and Notices of Intention to Enforce Security on December 15, 2023 from PMH Investco Ltd., 606093 Saskatchewan Ltd., Minerva Investments Ltd. and Echo Capital Growth Corporation, and a further demand and NITES on December 21, 2023 from CJ Marketing Ltd. and Arthur Minh Tri Nguyen-Cao in respect of OCH. The proposed Monitor's pre-filing report states secured obligations of $1,657,500 for Trees, $2,210,000 for OCH and $9,500,000 for Ontario Consulting, with no consolidated figure given; $8,600,000 of the Ontario Consulting amount is owed to Trees. The Monitor intends to review the security and advise the Court at the comeback hearing. The case remains active.

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Case updates43 dated entries
#Order

Initial order made Friday, December 22, 2023 brought the six applicants, led by Trees Corporation, under the CCAA and appointed Ernst & Young Inc. as monitor.

Source: Initial Order, dated December 22, 2023

Parties

Debtor

Trees Corporation

Monitor

EY

Monitor

FTI

Bench and counselPer the orders and service lists on the record

Bench

JudgeCourtOn this docketCases on record
Justice OsborneOntario Superior Court of Justice4 orders, Jan 2024 – Apr 2024146 cases on record

Counsel of record

PartyCounselFirst seenSource
MonitorEYTorys LLP2 Jan 2024Factum · 2 Jan 2024
MonitorTorys LLP19 Apr 2024Service list · 19 Apr 2024
ApplicantTrees Corporation et al.Thornton Grout Finnigan LLP22 Dec 2023Order · 22 Dec 2023
Interim lenderFasken Martineau DuMoulin LLP19 Apr 2024Service list · 19 Apr 2024
CreditorCJ Marketing LtdChaitons LLP19 Apr 2024Service list · 19 Apr 2024
CreditorTweed Franchise IncCassels Brock & Blackwell LLP19 Apr 2024Service list · 19 Apr 2024
CreditorUnited Food and Commercial Workers International Union, Local 1518Hastings Labour Law Office LLP19 Apr 2024Service list · 19 Apr 2024
Capital structureAs asserted in the filings
stated amounts, drawn to scale · 1 named without a figure
#Priority classCreditorAmountSource
4SecuredTrees Corporationsecured grid promissory notes, PRINCIPAL $1,300,000 at 8.5% per annum, matured March 1, 2021; outstanding $8,600,000 — INTERCOMPANY, AND BETWEEN TWO APPLICANTS — “The secured note holder is Trees.” This is the largest single secured amount in the group and it is owed by one filing entity to another, so it nets out at the group level while remaining a real charge on Ontario Consulting. Note the outstanding balance is more than six times the principal, the note having matured in March 2021. — debtor: Ontario Consulting$8.6MFirst Report of the Former Monitor (EY)
4SecuredCJ Marketing Ltd. and Arthur Minh Tri Nguyen-Caosecured grid promissory notes, aggregate PRINCIPAL $830,000 at 15% per annum; outstanding $1,310,000; the loan matured January 1, 2023 — MATURED AND ENFORCING: “On December 21, 2023, Trees received a demand letter and NITES from these secured debenture holders”. Security subject to the Monitor's review at the comeback hearing. — debtor: OCH$1.31MFirst Report of the Former Monitor (EY)
4SecuredSecured convertible noteholders (not individually named)secured convertible promissory notes, aggregate PRINCIPAL $1,005,000 at 12% per annum; outstanding $1,144,000 — RELATED PARTY IN PART, on the document's own words: “Some of the noteholders are non-arms length to the Applicants.” The report does not name them. — debtor: Trees$1.14MFirst Report of the Former Monitor (EY)
4SecuredProfit participation counterparty (not named)a profit participation agreement — CONTINGENT SECURED LIABILITY, and contingent on a specific trigger: “Trees owes such amount upon a change of control of Trees.” Stated separately from, and additional to, the $1,657,500 of current secured debt. — debtor: Trees$1MFirst Report of the Former Monitor (EY)
4SecuredTweed Franchise Inc.guarantee of Ontario Consulting's secured convertible promissory note, principal $3,000,000 at 8.5% — THE SAME DEBT AS THE ONTARIO CONSULTING ENTRY BELOW, in a different capacity — OCH is guarantor, Ontario Consulting is primary obligor. Both are recorded because the report states both and a reader of either entity needs it; they are ONE $900,000 obligation, not two. — debtor: OCH (as guarantor)$900KFirst Report of the Former Monitor (EY)
4SecuredPMH Investco Ltd., 606093 Saskatchewan Ltd., Minerva Investments Ltd. and Echo Capital Growth Corporation (secured debenture holders)secured convertible debentures, aggregate PRINCIPAL $210,000 bearing 58.8% per annum — the principal is not the balance; the outstanding amount is $469,500 — ENFORCING: “On December 15, 2023, Trees received demand letters and Notices of Intention to Enforce Security (“NITES”) from these secured debenture holders”. The Monitor “intends to review the security” and advise the Court at the comeback hearing, so the security is not yet confirmed. — debtor: Trees$470KFirst Report of the Former Monitor (EY)
4SecuredMinistry of Finance of British ColumbiaCrown charge pursuant to the Provincial Sales Tax Act (British Columbia) — REGULATORY / CROWN CLAIM in respect of unpaid provincial sales tax — a statutory charge ranking on its own terms, not ordinary security, and a reader sizing the stack needs it named as such. — debtor: Trees$44KFirst Report of the Former Monitor (EY)
8UnsecuredCanada Revenue Agency · in 926 casesdebtor: 2707461 Ontario Inc. · as of 22 Dec 2023$8.65K2707461 Ontario Inc. List of Creditors
8UnsecuredEmployees (various) · in 185 casesAggregate for various employees; individual names not stated — debtor: 2707461 Ontario Inc. · as of 22 Dec 2023$3.39K2707461 Ontario Inc. List of Creditors
8UnsecuredUnsecured creditors (not quantified in this report) · in 532 casesSTATED TO EXIST, NOT QUANTIFIED: “In addition to the foregoing secured obligations, the Applicants are also subject to numerous unsecured obligations, as set out in more detail in the Holmgren Affidavit” — which is not among these pages. The report adds that “certain unsecured creditors … have obtained judgments against one or more of the Applicants.” No figure is given here. — debtor: the Applicants—First Report of the Former Monitor (EY)

“not stated” means the record names the claim without a figure; “—” means not in the extracted record.

RecoveriesAs stated in the filings

Closed · the record states no distribution outcome.

Documents
42 filings
DateDocumentFile
Monitor's CertificatePDF
Service List
  • Counsel Chaitons LLP
PDF
Approval and Reverse Vesting Order
  • Counsel Thornton Grout Finnigan LLP
  • Presiding officer Justice Osborne
PDF
Endorsement of Justice Osborne
  • Presiding officer Justice Osborne
PDF
Stay Extension, Fee Approval and CCAA Termination Order
  • Counsel Thornton Grout Finnigan LLP
  • Presiding officer Justice Osborne
PDF
Factum of the Applicants (Returnable on April 5, 2024)PDF
Second Report of FTI Consulting Canada Inc. as MonitorPDF
Motion Record of the Applicants (Stay Extension and Approval and Vesting Orders) (Returnable on April 5, 2024)PDF
Cease Trade OrderPDF
SISP Approval Order
  • Presiding officer Justice Osborne
PDF
SISP ProceduresPDF
Second Amended and Restated Initial OrderPDF
Factum of the Applicants (Returnable January 29, 2024)PDF
First Report of FTI Consulting Canada Inc. as MonitorPDF
Motion Record of the Applicants (Motion for SISP Approval and Second Amended and Restated Initial Order) (Returnable January 29, 2024)PDF
Endorsement of Chief Justice Morawetz regarding the Amended and Restated Initial OrderPDF
Amended and Restated Initial OrderPDF
Factum of the ApplicantsPDF
Factum of the Monitor
  • Counsel Torys LLP
PDF
Motion Record of the ApplicantPDF
EndorsementPDF
First Report of the Former Monitor (EY)
  • Financial position per Pre-Filing Report of the Proposed Monitor, “as at the date of this Pre-Filing Report”; each entity's component amounts are stated as approximations and sum EXACTLY to the total the report states for that entity · three filing entities stated separately — Trees, OCH and Ontario Consulting; the report gives no consolidated figure and none is computed here — NO BALANCE SHEET IS STATED. What the report gives are per-entity secured totals, each of which its own components sum to exactly: Trees $1,657,500 ($469,500 + $44,000 + $1,144,000), OCH $2,210,000 ($900,000 + $1,310,000), Ontario Consulting $9,500,000 ($900,000 + $8,600,000). Those totals are NOT added together here — $900,000 of OCH's is a guarantee of Ontario Consulting's own $900,000, and $8,600,000 of Ontario Consulting's is owed to Trees, a co-applicant. EXCLUDED AS POST-FILING: the DIP Lender's Charge of $60,000 (sought to be increased to an $800,000 borrowing limit), the Administration Charge of up to $100,000 plus a Subsequent Administration Charge of $350,000, and the Directors' Charge sought at $483,000 — $100,000 of it super-priority, representing outstanding vacation pay, with $383,000 ranking behind the secured creditors. Court-ordered charges are not pre-filing capital structure.
  • Secured creditors $8.6M · Note: INTERCOMPANY, AND BETWEEN TWO APPLICANTS — “The secured note holder is Trees.” This is the largest single secured amount in the group and it is owed by one filing entity to another, so it nets out at the group level while remaining a real charge on Ontario Consulting. Note the outstanding balance is more than six times the principal, the note having matured in March 2021. · Page: 31 · Debtor: Ontario Consulting · Creditor: Trees Corporation · Security: secured grid promissory notes, PRINCIPAL $1,300,000 at 8.5% per annum, matured March 1, 2021; outstanding $8,600,000
  • Unsecured creditors per Pre-Filing Report of the Proposed Monitor, “as at the date of this Pre-Filing Report”; each entity's component amounts are stated as approximations and sum EXACTLY to the total the report states for that entity — STATED TO EXIST, NOT QUANTIFIED: “In addition to the foregoing secured obligations, the Applicants are also subject to numerous unsecured obligations, as set out in more detail in the Holmgren Affidavit” — which is not among these pages. The report adds that “certain unsecured creditors … have obtained judgments against one or more of the Applicants.” No figure is given here.
PDF
Service List as at December 29, 2023PDF
11819496 Canada Inc. List of CreditorsPDF
2707461 Ontario Inc. List of CreditorsPDF
CCAA FAQsPDF
Initial CCAA NoticePDF
Initial Order
  • Applicant TREES CORPORATION, ONTARIO CANNABIS HOLDINGS CORP., MIRACULO INC., 2707461 ONTARIO LTD., OCH ONTARIO CONSULTING CORP., AND 11819496 CANADA INC.
  • Appointee Ernst & Young Inc.
  • Appointee role monitor
  • Commencement date 22 December 2023
  • + 6 more extracted facts
PDF
OCH Ontario Consulting Corp. - List of CreditorsPDF
Ontario Cannabis Holdings Corp. - List of CreditorsPDF
Trees Corporation - List of CreditoPDF
Application Record (Pages 1-284)PDF
Application Record (Pages 1189-1688)PDF
Application Record (Pages 285-356)PDF
Application Record (Pages 357-410)PDF
Application Record (Pages 411-497)PDF
Application Record (Pages 498-607)PDF
Application Record (Pages 608-697)PDF
Application Record (Pages 698-891)PDF
Application Record (Pages 892-1188)PDF
Factum ApplicantsPDF
Prefiling Report of the Proposed Monitor (EY)PDF

Filing titles, dates, and extracted key facts are public.

CiteProceedings., “Trees Corporation et al.” (CCAA), Ontario Superior Court of Justice. Retrieved 20 September 2026, https://proceedings.ca/case/trees-corporation

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Sources last checked · summary updated 14 August 2026 · Report a correction · Printed from proceedings.ca/case/trees-corporation

Facts and summaries are extracted automatically from the court filings linked on each page; the filings remain the authoritative record. Suggested corrections are reviewed against the source filings.