Ontario · Receivership (court-appointed)

Receiver’s Motion Record, including its First Report to Court (for motion returnable September 17, 2019)

Court officer report · 17 September 2019

Subscribe to read the filing⁠

✨ Summarize · Subscribers

A plain-language read of this filing opens with a subscription.

What we verified from this filing45 verified

financial positionnote: Aerdon held no assets as at the date of the Appointment Order (July 26, 2019). Noreast did not maintain a bookkeeping system to reflect its assets and liabilities, nor its sales and expenses, and neither Noreast nor Aerdon prepared financial statements; both were in significant non-compliance with CRA corporate tax filings (Noreast: 2016-2018 unfiled; Aerdon: appears never to have filed). · page: 26 · as at: 2019-07-26 · basis: Receiver advised (no formal financial statements existed) · scope: Aerdon Continental Corp. only (wholly-owned subsidiary of Noreast); Noreast's own assets/liabilities are not quantified in this document · currency: CAD
secured creditorsnote: Deemed trust class. Of the $86,006.24 total proof of claim, $35,815.24 represents trust funds for employee CPP/EI/income tax deductions, ranking as a priority claim above all other creditors. Receiver believes trust amount will increase once 2019 employee T4's are posted and CRA completes its audit. Earlier Receiver's Notice (Aug 2, 2019) estimated this deemed-trust claim at $100,000 (Debtor's own estimate). · page: 32 · as of: First Report dated September 5, 2019 · amount: 86006.24 · debtor: Noreast Foods Ltd. · creditor: Canada Revenue Agency (payroll source deductions - deemed trust) · currency: CAD · security: Deemed trust claim under BIA for unremitted payroll source deductions
unsecured creditorsnote: Preferred claim: Service Canada has priority up to a maximum of $2,000 per employee over Noreast's current assets under the BIA. Amount is approximate ('approximately $32,000'). Earlier Receiver's Notice (Aug 2, 2019) listed 'Service Canada' in Schedule 'A' without a stated amount. Counsel for 8 former employees (Avvy Yao-Yao Go) has raised discrepancies in T4s/ROEs. · page: 33 · as of: First Report dated September 5, 2019 · basis: Receiver's review of WEPPA schedule completed by Bin Chen for 13 former employees · amount: 32000 · debtor: Noreast Foods Ltd. · creditor: Former employees - wage and vacation pay arrears (Service Canada WEPPA priority claim) · currency: CAD
secured creditorsnote: DISCHARGED: First Report (Sept 5, 2019) states Axiom was paid out from proceeds of TD Bank financing and is no longer a creditor; registration should have been discharged. · page: 34 · debtor: Noreast Foods Ltd. · creditor: Axiom Leasing Inc. · currency: CAD · security: Assignee of Klad Lease; issued PPSA s.63(4) notice April 23, 2018 alleging over $360,000 owing (the 'Axiom Debt')
secured creditorsnote: DISCHARGED: First Report (Sept 5, 2019) states Klad was paid out from proceeds of TD Bank financing and is no longer a creditor; registration should have been discharged. · page: 34 · debtor: Noreast Foods Ltd. · creditor: Klad Rentals Inc. · currency: CAD · security: PPSA registration October 5, 2016 - Inventory, Equipment, Accounts, Other; general security agreement over Klad Equipment; security acknowledged (May 3, 2017) as limited to Klad Equipment
secured creditorsnote: Vehicles subsequently released by Receiver in exchange for a full release/acknowledgement, per First Report (Sept 5, 2019). · page: 81 · as of: Receiver's Notice dated August 2, 2019 · amount: 244480.37 · debtor: Noreast Foods Ltd. · creditor: CWB National Leasing Inc. · currency: CAD · security: PPSA registration June 13, 2019 - Equipment, Motor Vehicles; financed 5 Hino 195 Trucks (2013)
secured creditorsnote: Amount owing unknown per Receiver's Notice. · page: 81 · as of: Receiver's Notice dated August 2, 2019 · debtor: Noreast Foods Ltd. · creditor: Meridian Onecap Credit Corp. · currency: CAD · security: PPSA registration June 28, 2018 - Equipment, Other, Motor Vehicles; leased 2018 Isuzu NRR
secured creditorsnote: Stated as 'total principal owing' plus accrued interest and costs; figure is subject to change per Receiver's Notice. Notice of Motion (Sept 5, 2019) states approx. $3.3 million owed plus interest, fees and costs as at Appointment Order date (Jul 26, 2019). Component dated balances: TD Operating Line (authorized limit $300,000, amended from $200,000) $610,939.00 as of June 6, 2019; First TDEF Loan (original $600,000 loan) $402,838.56 as of May 21, 2019; Second TDEF Loan (original $2,823,510.58 loan) $2,795,003.64 as of May 21, 2019; TD Visa Facility credit limit $25,000 (facility limit only). Demand made May 13, 2019 (Operating Line); BIA s.244 notices/demands issued May 24, 2019 on all facilities. Personal guarantee given by Bin Chen (individual); Noreast and Aerdon cross-guaranteed each other's obligations. Receiver's counsel (A&B) opined TD Bank Security valid and enforceable, subject to standard qualifications. · page: 81 · as of: Receiver's Notice dated August 2, 2019 · amount: 3392032.71 · debtor: Noreast Foods Ltd. and Aerdon Continental Corp. · creditor: The Toronto-Dominion Bank / TD Equipment Finance Canada (a division of TD Bank) · currency: CAD · security: TD Chattel Mortgage (Apr 19, 2017) over Original TD Equipment; TD General Security Agreements (Apr 19, 2017) over all assets/undertaking (except Klad Equipment); First TDEF Chattel Mortgage (May 8, 2017); Second TDEF Chattel Mortgage (Jul 24, 2018); PPSA registrations against Noreast (May 5 2017; Jun 26 2017 x3; Jul 24 2018 - Equipment/Inventory/Accounts/Other/Motor Vehicle) and against Aerdon (Jun 26 2017 x2)
secured creditorsnote: Related party: shareholder holding approx. 18% of Noreast (transferred from Bin Chen in Nov 2017). Receiver's Notice (Aug 2, 2019) states amount owing is unknown at this time. TD Bank did not subordinate its security to Xu. A&B (Receiver's counsel) opined Xu Security valid and enforceable, subject to standard qualifications. · page: 81 · debtor: Noreast Foods Ltd. · creditor: Christine Qun Xu · currency: CAD · security: General security agreement ('Xu GSA') registered under PPSA November 22, 2017 over Inventory, Equipment, Accounts, Other; allegedly securing a debt of $1,000,000 (unconfirmed registered amount)
secured creditorsnote: Amount owing unknown per Receiver's Notice (Aug 2, 2019). Director: Li-Zen Li. TD Bank did not subordinate its security to this creditor. Reviewed together with Xu Security by A&B and opined valid/enforceable, subject to standard qualifications. · page: 81 · debtor: Noreast Foods Ltd. · creditor: 10519219 Canada Corp. · currency: CAD · security: PPSA registration December 12, 2017 over Noreast's 'accounts', re assignment of Christine Qun Xu's debts to Noreast; allegedly securing a debt of $500,000 (unconfirmed registered amount)
secured creditorsnote: Amount owing unknown per Receiver's Notice; leased vehicle (2016 Isuzu NRR) subsequently released by Receiver in exchange for full release, per First Report (Sept 5, 2019). · page: 81 · as of: Receiver's Notice dated August 2, 2019 · debtor: Noreast Foods Ltd. · creditor: Hitachi Capital Canada Corporation · currency: CAD · security: PPSA registration August 20, 2015 - Equipment, Other, Motor Vehicles
secured creditorsnote: Amount owing unknown per Receiver's Notice. · page: 81 · as of: Receiver's Notice dated August 2, 2019 · debtor: Noreast Foods Ltd. · creditor: GM Financial Canada Leasing Ltd. · currency: CAD · security: PPSA registration July 27, 2017 - Consumer Goods, Inventory, Other, Motor Vehicle; leased 2017 Chevrolet Camaro
secured creditorsnote: Amount owing unknown per Receiver's Notice. · page: 81 · as of: Receiver's Notice dated August 2, 2019 · debtor: Noreast Foods Ltd. · creditor: Toyota Industries Commercial Finance Canada, Inc. · currency: CAD · security: PPSA registration September 11, 2017 - Equipment, Other
secured creditorsnote: Amount owing unknown per Receiver's Notice; vehicle subsequently released by Receiver in exchange for full release, per First Report (Sept 5, 2019). · page: 81 · as of: Receiver's Notice dated August 2, 2019 · debtor: Noreast Foods Ltd. · creditor: Oxford Leaseway Ltd. · currency: CAD · security: PPSA registration November 13, 2018 - Consumer Goods, Equipment, Other, Motor Vehicle; leased 2017 Maserati QP GTS
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 10000 · debtor: Noreast Foods Ltd. · creditor: Landry Solutions Inc · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 3000 · debtor: Noreast Foods Ltd. · creditor: Lifttow · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 32000 · debtor: Noreast Foods Ltd. · creditor: Macdonald Sager and Manis LLP · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 120000 · debtor: Noreast Foods Ltd. · creditor: Ontario Specialty Grains · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 50 · debtor: Noreast Foods Ltd. · creditor: Purolator Inc. · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 2500 · debtor: Noreast Foods Ltd. · creditor: RBC Royal Bank / Banque Royale · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1000 · debtor: Noreast Foods Ltd. · creditor: Rogers Retail Proposals c/o FCT Default Solutions · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 909.65 · debtor: Noreast Foods Ltd. · creditor: Technical Standards and Safety Authority · currency: CAD
unsecured creditorsnote: Nominal listing. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1 · debtor: Noreast Foods Ltd. · creditor: Ministry of Finance - ON PST, EHT & Other Taxes · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1000 · debtor: Noreast Foods Ltd. · creditor: Torcan Lift Equipment · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 45000 · debtor: Noreast Foods Ltd. · creditor: Toronto Hydro-Electric Systems Limited · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 7000 · debtor: Noreast Foods Ltd. · creditor: Toyoo International Trading · currency: CAD
unsecured creditorsnote: Nominal listing; separate property/reclamation claim for garbage bins/carts resolved and returned per First Report. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1 · debtor: Noreast Foods Ltd. · creditor: U-Pak Disposals (1989) Limited · currency: CAD
unsecured creditorsnote: Listed as separate line item from 'U-Pak Disposals (1989) Limited' in the same schedule. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1000 · debtor: Noreast Foods Ltd. · creditor: Upak Disposals Ltd. · currency: CAD
unsecured creditorsnote: Nominal listing. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1 · debtor: Noreast Foods Ltd. · creditor: Workplace Safety and Insurance Board · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 7000 · debtor: Noreast Foods Ltd. · creditor: World Food Equipment · currency: CAD
unsecured creditorsnote: Nominal listing; insurer, separate insurance claim being processed. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1 · debtor: Noreast Foods Ltd. · creditor: The Co-Operators · currency: CAD
unsecured creditorsnote: Landlord of Leased Premises; amounts subject to change per Receiver's Notice. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 109462.1 · debtor: Noreast Foods Ltd. · creditor: 1176726 Ontario Limited · currency: CAD
unsecured creditorsnote: Listed as landlord - 1220 Markham Rd. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 100000 · debtor: Noreast Foods Ltd. · creditor: Aldgate Group · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 2800 · debtor: Noreast Foods Ltd. · creditor: Atlantic Packaging Products Ltd · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 28000 · debtor: Noreast Foods Ltd. · creditor: Beechwood Agri Services · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1000 · debtor: Noreast Foods Ltd. · creditor: Bell Canada F-88 - Business · currency: CAD
unsecured creditorsnote: Violation PA743785 · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 67 · debtor: Noreast Foods Ltd. · creditor: City of Toronto · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 3000 · debtor: Noreast Foods Ltd. · creditor: CSP Water Treatment · currency: CAD
unsecured creditorsnote: Nominal listing; ref. X1675366 · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 1 · debtor: Noreast Foods Ltd. · creditor: Desjardins Assurances Générales Inc. Auto & Habitation (AB, ON) · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 20000 · debtor: Noreast Foods Ltd. · creditor: Enbridge Gas Distribution - Ontario · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 5000 · debtor: Noreast Foods Ltd. · creditor: Eurasia Auto Centre · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 5000 · debtor: Noreast Foods Ltd. · creditor: GMEC Lighting · currency: CAD
unsecured creditorsnote: Also asserts a separate reclamation/property claim (Form 74) for a water softening system supplied May 22, 2019, invoiced at $14,466.26; claim disputed as to ownership vs debt. · page: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 10000 · debtor: Noreast Foods Ltd. · creditor: Home Comfort Centre Water · currency: CAD
unsecured creditorspage: 82 · as of: 2019-08-02 · basis: Receiver's Notice and Statement (BIA ss.245(1)/246(1)), Schedule 'A' creditor list · amount: 11000 · debtor: Noreast Foods Ltd. · creditor: Kass Cargo International · currency: CAD
fee scheduleengagements: form: prose · rows: · money: fees: quote: for a total of $66,866 · amount: 66866 · approximate: false · disbursements: quote: plus disbursements of $142.90 prior to applicable taxes · amount: 142.9 · period: end: 2019-08-31 · kind: invoice · quote: An account dated August 31,2019 for the period of July 26 to August 31,2019 of $66,866.00, plus HST thereon. · start: 2019-07-26 · approval: state: unstated · averages: rate: 253.76 · quote: an average hourly rate of approximately $253.76 · currency: · invoices: · firm text: Albert Gelman Inc. · firm quote: Lawyers for Albert Gelman Inc., in its capacity as court-appointed receiver of Nor east Foods Ltd. and Aerdon Continental Corp. · hours total: quote: encompass 263.5 hours · value: 263.5 · context quote: in its capacity as court-appointed receiver of Nor east Foods Ltd. and Aerdon Continental Corp.; form: prose · rows: · money: total: quote: The Receiver's Counsel's fees and disbursements to August 30, 2019 total $18,516.30 inclusive of HST · amount: 18516.3 · includes tax: true · approximate: false · period: end: 2019-08-28 · kind: invoice · quote: an account dated August 30, 2019 in the amount of $18,516.30 (including HST and disbursements) in respect of the period from July 29, 2019 to August 28, 2019. · start: 2019-07-29 · approval: state: unstated · averages: rate: 530.38 · quote: with an average hourly rate of $530.38 · currency: · invoices: · firm text: Aird & Berlis LLP · firm quote: AIRD & BERLIS LLP · context quote: Lawyers for Albert Gelman Inc., in its capacity as court-appointed receiver of Nor east Foods Ltd. and Aerdon Continental Corp.