Nuage Foam: the Delta plant sells for $4.41 million

When Crowe MacKay & Company Ltd. went to 6455 64th Street in Delta on November 4, 2025, four days after its appointment as receiver, it toured the building with one of the companies' principals, called a locksmith, and found that "most, if not all, of the personal property used in relation to the Nuage business operations had been removed," it understood immediately before the receivership, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 25–26. There was no power. Management told the receiver that the companies' former electrical contractor, unpaid for its work, had purportedly come in and taken out the whole electrical distribution system, transformers, panels and cabling included. There were no security cameras, no alarm, no apparent fire alarm, and scrap foam everywhere, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 27–28.

Six days later the receiver's statutory notice to Nuage Foam Inc.'s creditors listed what the operating company had been understood to own: two Edge Sweet horizontal saws, four vertical saws, a contour cutting saw, a vacuum compressing line, a cotton carding machine, a feather and cotton mixer built in-house, five sewing machines, a Toyota forklift, two Hino delivery trucks and an electrical distribution system, every value marked unknown, and $327,532 in accounts receivable, per the Notice and Statement of the Receiver of Nuage Foam Inc., Nov. 10, 2025, Sched. A. The receiver says its investigation into the removal of the equipment and of the electrical system is ongoing and that it will report on it separately, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 16, 26, 28.

What was left to sell was the land and the building. On September 17, 2026, Justice Weatherill of the Supreme Court of British Columbia approved their sale to 1586115 B.C. Ltd. for $4,410,000, per the Order Made After Application (Approval of Sale), Sept. 17, 2026, para. 1.

A bank, a mortgage and a one-acre lot

Nuage Foam Inc. made foam mattresses; 1324236 B.C. Ltd. owned the ground it made them on. Both list the same registered office on Kingsway in Burnaby and give their line of business as "Foam Mattress Manufacturer," per the Notice and Statement of the Receiver of 1324236 B.C. Ltd., Nov. 10, 2025, para. 3. The property is a one-acre, I-1 zoned industrial yard with a two-storey, 12,780 sq. ft. warehouse built in 1975; the occupant before Nuage repaired and maintained vehicles, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 19–20. The title carries a notation that it may be affected by the Agricultural Land Commission Act, and the lot sits within the Agricultural Land Reserve, per the Receiver's First Report to Court, Sept. 2, 2026, App. A, p. 18; para. 24(a).

National Bank of Canada, which absorbed Canadian Western Bank on March 1, 2025, holds a mortgage and assignment of rents over the land, registered on April 26, 2024, and general security agreements over Nuage's personal property. The receiver puts the debt at approximately $5,646,516.76 as of October 9, 2025. The bank petitioned on October 14, 2025, and on October 31 the court appointed Crowe MacKay receiver of all the assets of both companies under s. 243(1) of the BIA and s. 39 of the Law and Equity Act, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 1–3. The order was granted by Justice Kirchner, per the Notice of Application, Sept. 3, 2026, p. 1. It let the receiver borrow up to $150,000 on a court-ordered charge and required court approval for any sale over $150,000 alone or $350,000 in aggregate, per the Receivership Order, Oct. 31, 2025, paras. 2(l), 23.

The notices to creditors fill in the rest of the balance sheet as far as it was known in November 2025. Beside the bank, Toyota Credit Canada Inc., Royal Bank of Canada and Vancity are listed as claiming security over Nuage's property, each for an unknown amount, and the Canada Revenue Agency over the land company's. Nuage's schedule of unsecured creditors runs to 29 names, 14 of them with amounts; the largest are Carpenter Canada at $185,000 and VPC Group Inc. (Vitafoam Products) at $97,000, followed by Brookes & Co at $29,500 and Goetz & Sons Inc at $20,000, per the Notice and Statement of the Receiver of Nuage Foam Inc., Nov. 10, 2025, para. 3(d), Sched. B. Nuage had let several employees go before the receivership still owed wages, vacation or termination pay; the receiver found enough payroll records to help four of them apply to the Wage Earner Protection Program, per the Receiver's First Report to Court, Sept. 2, 2026, para. 12.

Making the building showable

The receiver's first months went into getting the building to a state in which anyone could walk through it. Unlimited Electric Inc. installed a new transformer and breakers and repaired the panels for $11,655; Executive Facility Services Inc. cleared the scrap foam and debris for $8,563.80; Five Rivers Plumbing and Heating winterized the building for $4,326, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 29–31. The receiver then learned that an electrical fire had started in a mezzanine suite before the receivership and damaged the floor and ceiling on the north side of the building; management told it no repairs had been made, per the Receiver's First Report to Court, Sept. 2, 2026, para. 34.

At the broker's suggestion, and with the bank's support, the receiver commissioned a building condition assessment from EngiPro Consulting Ltd. Its report, delivered on or about February 27, 2026, called the building in "generally fair condition" and listed the fire damage, no fire protection system, untested plumbing and HVAC, and "significant site drainage and pavement failures," with remediation estimated at approximately $476,000 over five years. NAI advised against fixing anything in advance, because the work would depend on each buyer's intended use; the building stayed on the market "as is, where is," with the report handed to bidders, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 35–38. The broker's own list of what weighed on value adds a loading dock cut through the exterior and interior walls, an unpermitted mezzanine, a paved-over septic system and some electrical work, all done without permits, per the Receiver's First Report to Court, Sept. 2, 2026, para. 24.

The empty building was broken into three times: an exterior door forced on December 14, 2025, entry through an unsecured window on June 2, 2026, and office equipment scattered on June 8. Nothing was reported missing. Security, first 72-hour patrols by Safecor, went to 24 hours a day for a week, then 12, then eight once a temporary alarm and CCTV system went in on August 1, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 40–43.

Seven offers, three list prices

Avison Young had marketed the property exclusively for about four months before the receivership without finding a buyer. Both it and NAI Commercial pitched for the receivership listing at a 3% commission with list prices between $5.65 million and $5.795 million; the receiver chose NAI for "a fresh perspective" and a different pool of buyers, and signed a six-month listing on November 27, 2025, since extended to November 27, 2026, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 44–46. The list price started at $5.795 million, fell to $5,175,000 on February 6, 2026 and to $4,495,000 on June 26. The campaign recorded 4,941 online views, emails to more than 900 commercial brokers, 20 direct inquiries and eight tours, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 47–52.

Five of the seven written offers opened between $3 million and $3.85 million. A4M Holdings Ltd. offered $3 million on February 3 and never answered a counter at $4.841 million. 12955990 B.C. Ltd. and 1584132 B.C. Ltd. each opened at $3 million in March and dropped away after countering at $3.25 million and $3.15 million against the receiver's final $4.365 million. Orbis Group Inc. opened at $3.6 million on April 29 and, after four rounds, settled at $4 million, which the receiver accepted on May 26; Orbis did not waive its conditions and the deal collapsed on June 24. Lohian Holding Ltd., at $3.85 million, wanted possession before court approval, and the receiver chose Orbis instead, per the Receiver's First Report to Court, Sept. 2, 2026, para. 53(a)–(e).

On June 26, the day of the second price cut, 1586115 B.C. Ltd. offered $4.1 million. The receiver countered at $4.25 million, the buyer came back at $4.15 million, and the receiver, with the bank's support, accepted on July 21. On July 7, while that negotiation was running, 1584132 B.C. Ltd. returned with $4.03 million; the receiver did not pursue it, and that company told NAI it wanted to hear of the court hearing so that it could submit a competing offer, per the Receiver's First Report to Court, Sept. 2, 2026, para. 53(f)–(g). The July agreement carried a $400,000 deposit, since paid in full and held in trust by NAI, completion 30 days after court approval, and vacant possession, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 54–56.

The case for the price

The receiver's report set the price against three higher figures. A forced-sale appraisal by Ryan, obtained by the bank's counsel before the receivership, valued the property at $5,175,000 as at August 28, 2025; the 2026 BC Assessment put it at $6.07 million as of July 1, 2025; and NAI's two comparable sales, in Delta and Surrey, averaged $453 a square foot against about $325 for this deal, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 21–23, 58. The receiver's answer is that the appraiser never went inside, that the assessment predates the receivership, and that the building's reserve designation, fire damage and unpermitted work set it apart from the comparables. "All offers received, ranging from $3 million to $4.15 million, fell below the appraised, assessed values, and comparable values," it wrote, adding that it agreed with NAI that the province's industrial market had softened since 2025, per the Receiver's First Report to Court, Sept. 2, 2026, para. 58(a)–(e).

The notice of application, filed by Lawson Lundell for the receiver, put the argument in Soundair terms and closed with a line from Romspen Mortgage Corporation v. Lantzville Foothills Estates Inc., 2013 BCSC 2222: "the market has spoken, and so appraisals are relegated to professional best estimates," per the Notice of Application, Sept. 3, 2026, paras. 36–40. It asked for approval of the sale at $4,150,000 and of the receiver's activities, for a ten-minute hearing on September 17, per the Notice of Application, Sept. 3, 2026, p. 1, Part 1. The receiver's report had asked for the order "unless there are any superior offers presented to this Honourable Court at the time of the hearing," per the Receiver's First Report to Court, Sept. 2, 2026, para. 4.

The order of September 17

The order that Justice Weatherill made approves a purchase and sale agreement dated September 17, 2026 between the receiver and the same buyer, 1586115 B.C. Ltd., "for the sum of $4,410,000," and declares it commercially reasonable; the date, the buyer's name and the figure are written by hand into the blanks of the typed form. Counsel for the receiver appeared, and the list of parties appearing adds National Bank, per the Order Made After Application (Approval of Sale), Sept. 17, 2026, p. 1, para. 1, Sched. A. The order does not say how the price rose from the $4,150,000 in the application.

On delivery of the receiver's certificate, 1324236 B.C. Ltd.'s title vests in the buyer free of the bank's mortgage, assignment of rents and certificate of pending litigation, of a certificate of pending litigation registered by Falcon Roofing Ltd. on June 1, 2026, and of everything registered after it; the agricultural reserve notation stays on title. The net proceeds stand in the place of the land, with every claim attaching to them in its prior priority, and the vesting binds any future trustee in bankruptcy and is declared not to be a reviewable transaction under the BIA, per the Order Made After Application (Approval of Sale), Sept. 17, 2026, paras. 2–4, 8, Scheds. D–E. Vacant possession passes at noon on the closing date, which the receiver and buyer may push back by agreement without returning to court, per the Order Made After Application (Approval of Sale), Sept. 17, 2026, paras. 6–7.

The receiver's inquiry into what went missing before its first day remains open. It has told the court it is investigating the removal of Nuage's equipment and of the building's electrical system, has sent demand letters to parties it identified as owing Nuage money, and will report on its findings and the wider administration in a later report, per the Receiver's First Report to Court, Sept. 2, 2026, paras. 6, 13, 16.