Ontario · NOI
Application Record - Applicant - 06-MAY -2025
Application / notice of application · 6 May 2025
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What we verified from this filing4 verified
- secured creditorsnote: Subordination: Acknowledgement and Postponement executed by Agricultural Credit Corporation dated as of November 21, 2023, postponing its security interest in favour of the Bank of Nova Scotia; underlying ACC security instrument and amount not described in the pages reviewed. · page: 3 · debtor: Upper Canada Growers Ltd. · creditor: Agricultural Credit Corporation · currency: CAD
- secured creditorsnote: Pre-Filing Indebtedness stated as $24,894,903.52 CAD plus US$45,436.12, inclusive of accrued and unpaid interest but exclusive of enforcement costs, as of May 5, 2025 (confirmed in both Notice of Application, p.11, and Affidavit of James Cook, p.21). Credit Agreement facility limits (not balances): demand operating facility (UCG) $7,500,000; Scotia Visa Business Card (UCG) $250,000; Scotia Visa Business Card (UCG) US$50,000; revolving term facility (UCG & UCG Land) $20,000,000 (includes RBC Letter of Credit sub-limit of $5,800,000). $20,000,000 charge/mortgage amount is registered principal, not outstanding balance. Companies executed cross-guarantees (each an unlimited amount) of the other's obligations to the Bank (related-party guarantees, not separate creditors). Includes $4,800,000 added to indebtedness following a March 2025 draw by RBC on a Letter of Credit the Bank issued as replacement security for discharged RBC mortgages. Separately, a DIP Facility (DIP Term Sheet dated January 28, 2025) with indebtedness of $2,107,479.45 as of May 5, 2025 is post-filing financing and excluded from this pre-filing figure. · page: 21 · as of: 2025-05-05 · amount: 24894903.52 · debtor: Upper Canada Growers Ltd. and UCG Land Inc. · creditor: The Bank of Nova Scotia · currency: CAD · security: General security agreements (UCG GSA and UCG Land GSA) over all present and after-acquired personal property of each Company, in each Company's capacity as principal and surety; Bank Act s.427 security (notices of intention to give security, promises to give security, security agreements, and agreements as to loans and advances) against both UCG and UCG Land; first-ranking charge/mortgage (Instrument CE1161676), registered November 30, 2023, in the principal amount of $20,000,000 against UCG Land's five Real Property PINs in Essex, Ontario; general assignment of rents and leases (Instrument CE1161677); assignments of insurance proceeds by both Companies
- secured creditorsnote: PINs for the Real Property disclose discharged mortgage registrations in favour of RBC. As replacement security, the Bank of Nova Scotia provided a Letter of Credit in favour of RBC in the amount of $4,808,387. In March 2025, RBC drew on the Letter of Credit, and $4,800,000 was added to the Bank's Pre-Filing Indebtedness. RBC itself holds no current secured position. · page: 32 · debtor: UCG Land Inc. · creditor: Royal Bank of Canada · currency: CAD · security: Mortgage registrations against the Real Property (the "RBC Mortgages") - DISCHARGED
- secured creditorsnote: Per Ontario PPSA search results (currency date April 27, 2025), Oya Solar Inc. has an active registration against UCG Land made subsequent to the Bank of Nova Scotia's registration. · page: 32 · debtor: UCG Land Inc. · creditor: Oya Solar Inc. · currency: CAD · security: Active PPSA registration against UCG Land (nature of collateral not specified in reviewed pages)