Moatfield Drive: after the sale, the bank short and the owner bankrupt

In September 2022 a company incorporated that April, 13995291 Canada Inc., bought two office towers at 95 to 105 Moatfield Drive, in the Don Mills neighbourhood of north Toronto, for approximately $96,000,000, "substantially with financing provided by BOCC," according to the affidavit Bank of China (Canada) filed to open this receivership, per the Application Record, Affidavit of Donald Bridge, Aug. 1, 2024, paras. 20, 23, 25. The bank's affiant understood from a press release of the parent, Visionary Holdings Inc., that the towers were bought to establish its "Visionary University Town," and most tenants by number, though not by square footage, appeared to be private vocational colleges and schools. By square footage the largest tenant was Hitachi Rail GTS Canada Inc., with about 53% of the rentable area, per the Bridge Affidavit, paras. 20, 29.

The bank lent $60,000,000 of the price on or about September 22, 2022, repayable on October 15, 2024, with unlimited guarantees from Visionary and from Fan Zhou, whom the bank described as the borrower's directing mind, per the Bridge Affidavit, paras. 18, 42, 44–45. On July 23, 2026, Justice J. Dietrich of the Ontario Superior Court of Justice (Commercial List) signed two orders: one authorizing and directing the receiver, Ernst & Young Inc., to pay the sale proceeds to the bank, and one adjudging 13995291 Canada Inc. bankrupt on the bank's motion, per the Distribution and Ancillary Relief Order, July 23, 2026, para. 4 and the Bankruptcy Assignment Order, July 23, 2026, para. 2. The statement of affairs EY swore on August 21 lists the company's assets at $1.00, per the Creditors' Package, Aug. 26, 2026, p. 2.

Seven defaults and a receiver

The bank's account of the default is a calendar: a first late payment in March 2023, more in August and November, then every month from March 2024 until the July 15 instalment did not arrive. A $5 million second charge in favour of 1000386642 Ontario Inc., registered in February 2023 without the bank's consent, counted among its seven defaults, as did a CRA lien of $1,182,173 and a construction lien of $1,503,168 registered by Arguson Projects Inc., per the Bridge Affidavit, paras. 7, 53, 57. A Colliers appraisal as of July 3, 2024 "indicates that the Real Property has declined in value as compared to the purchase price," the affiant wrote; the appraisal itself went in as a confidential exhibit, per the Bridge Affidavit, paras. 26–28.

Justice Penny appointed EY as receiver on August 27, 2024 over the company's opposition. "The Respondent admits it is in default and that it has insufficient funds to meet its obligations as they come due," his reasons say, per the Written Reasons of Justice Penny, Aug. 30, 2024, p. 3, para. 5. In his summary, the company relied on allegations of collusion between the bank and Hitachi, which both denied, and on a loan maturing in under two months, which it said should leave it time to refinance or sell. "The problem with these arguments is that they are utterly untethered to any evidence. There is no evidence of collusion," per the Written Reasons, p. 3, paras. 5–6. The Court of Appeal refused leave to appeal the appointment on February 4, 2025. The company had offered a term sheet as evidence of a near-term refinancing; a year later the receiver reported no further update on it, per the Third Report of the Receiver, Feb. 10, 2026, paras. 19–21.

A joint venture in euros, and tenants in arrears

When the receiver moved for a sale process in February 2025, the company asked for more time. Instead of evidence that its term sheet's conditions were met, Justice Steele wrote, it produced "a 1 billion Euro joint venture agreement between Visionary Holdings Inc. (parent company of 139) and Ozturk Holding LLC, signed on February 20, 2025, without adequate supporting documentation." She found it "not sufficient evidence that financing is imminent" and approved the process on February 24, leaving the company free to move to redeem if the first instalments arrived by May 15, 2025 and were sufficient, or to bid on the same terms as any other bidder, per the Endorsement of Steele J., Feb. 24, 2025, paras. 2–3.

On March 3 she authorized the receiver to terminate the leases of four tenants whose arrears were uncured, one of them Visionary Education Technology Holdings Group Inc., per the Endorsement of Steele J., Mar. 3, 2025, paras. 1, 3–4, 7. That is the former name of Visionary Holdings Inc., the company's sole shareholder. After weeks of talks over a licence to cover its occupancy costs and arrears, Visionary "abruptly vacated its unit on or around April 4, 2025," the receiver reported, and by December had made no payment toward its arrears, per the Second Report of the Receiver, Dec. 3, 2025, paras. 13, 19–20.

Hitachi's lease dated from 2009, and its space at 105 Moatfield held two laboratories supporting rail signal testing around the clock. In April 2025 it told the receiver it had signed a long-term lease elsewhere; an amendment of October 23, 2025 cut its premises from 218,529 square feet to 29,175, mostly laboratory space, from February 1, 2026 to the end of September, per the Second Report, paras. 24, 27–28. By February 2026 the property was "now mostly vacant," the receiver wrote, and expected to incur cash outflows of approximately $100,000 a month before capital spending and property tax; a 2024 building condition assessment put near-term capital needs at more than $6 million, per the Third Report, paras. 46–49.

Six offers, one buyer

In October 2024 the receiver entered the towers in Infrastructure Ontario's program to buy Toronto office buildings; they reached the program's third phase, and on June 3, 2025 the receiver was told they had not been selected, per the Second Report, paras. 42–45. Cushman & Wakefield ULC sent marketing material to more than 7,000 contacts and listed the property on MLS on April 2, 2025. Twenty-three parties signed confidentiality agreements and 10 toured; six offers came in by the July 17 bid deadline, and four bidders revised theirs by August 11. The second mortgagee told the receiver early that it meant to bid, after which the receiver stopped sharing sensitive sale information with it, and the receiver reports that it is affiliated with one of the unsuccessful bidders, per the Second Report, paras. 47–52.

The buyer was 1001198779 Ontario Inc., under an agreement dated November 4 and accepted November 6, 2025, per the Fourth Report of the Receiver, July 14, 2026, para. 4. It was all cash, with a 10% deposit, "as is, where is," and not conditional on financing; the receiver asked that the price stay sealed until closing, and reported that the bank supported the deal even though it would face a shortfall, per the Second Report, paras. 57–58, 62. On December 11, 2025, with no representative of the company in attendance, Justice W.D. Black approved it. Cushman had run "a robust and thoroughgoing Sale Process," he wrote, and "it is evident that the Purchase Price is fair and provident," per the Endorsement of Black J., Dec. 11, 2025, paras. 7, 10 and the Third Report, para. 42.

An appeal that could not stop the closing

On December 22, 2025, the company and Ms. Zhou served a notice of appeal, alleging they had not been properly served during the sale process and had been kept out of it. The receiver answered that it had copied Visionary's representatives and Ms. Zhou on the important communications, and that the only proposal the company and Visionary made during the process, on August 8, 2025, sought an extension of the bank's loan, which the receiver understood the bank was not prepared to consider, per the Third Report, paras. 37, 43–44, 54.