Pitter Patter Daycare: the sale, and a release the CRA said it would oppose

The building at 2-8 Seabreeze Drive in Holyrood, which Pitter Patter Daycare Inc. says it bought in December 2024, "required extensive repairs which had not been disclosed during the sale process," in the account of Lisa Inkpen, the company's co-founder and a director. The company had been assured by the Department of Education, her affidavit says, that an expansion of about 30 spaces would be permitted, and the renovations ran past $300,000 on that footing. In June 2025 the department said no. On March 23, 2026, it agreed to license the 30 spaces without grant funding, at full parent fees the company projected at about $250,000 a year, and four days later the company filed a notice of intention to make a proposal, per the Affidavit of L. Inkpen, Apr. 1, 2026, paras. 26–31.

RBC had moved the accounts to its Special Loans Group in early March, written on March 10 that it would exit the relationship after emails to ownership went unanswered, and issued s. 244 demands on March 20 for $2,532,123.48 within ten days. It would forbear to April 30 but not suspend the demand period. The company, which says it had missed no scheduled payment to RBC, filed on March 27 to refinance under court supervision, per the Affidavit of L. Inkpen, Apr. 1, 2026, paras. 33–42.

On August 20 Justice Alexander MacDonald of the Supreme Court of Newfoundland and Labrador granted a sale approval and vesting order instead, transferring the Holyrood and Conception Bay South centres, the after-school program at St. George's Elementary, and the equipment, records and names of the business to BelleAn Properties Inc., at a price held in a confidential supplement sealed until closing. The same order releases the company's directors from claims connected to the company, per the Sale Approval and Vesting Order, Aug. 20, 2026, paras. 3–4, 12, 25.

A $10-a-day business, and the payroll account

The company was incorporated in April 2009, started in Paradise and moved to 241 Conception Bay Highway, first on a lease with an option to buy. By 2026 it ran four programs under the provincial Operating Grant Program, which funds $10-a-day care and fixes parent fees, and the April affidavit counted more than 90 childhood educators and more than 270 children, per the Affidavit of L. Inkpen, Apr. 1, 2026, paras. 5–11. Its compiled statements for the year to July 31, 2025 show revenue of $3,898,284, up from $2,345,188, and a net loss of $96,606 in a year that carried $284,045 in repairs and maintenance. Employee deductions payable stood at $535,097, against $232,023 a year earlier, per the Affidavit of L. Inkpen, Apr. 1, 2026, Exh. B (2025 financial statements), pp. 2, 4, 7.

On filing, the company's list of creditors showed $649,671.24 owing on the payroll account, per the List of Creditors, Mar. 27, 2026. In April the proposal trustee, S.R. Stack & Company (2023) Ltd., reported what the CRA had told it: a trust examination covering January to August 2025 "determined that there was no payroll remittance made," producing an assessment of $580,265.39 and a penalty of $58,026.56; a second examination had been ordered for September 2025 to the filing date, because no remittances had been made in that period either; and the CRA estimated the total could reach about $1,000,000, per the Second Report of the Proposal Trustee, Apr. 22, 2026, para. 12. The CRA's proof of claim, dated July 8, came to $1,342,869.69: $1,298,565.86 claimed under s. 60(1.1) of the BIA, of which $219,646.43 is penalty and interest, and $44,303.83 unsecured, per the Affidavit of D. O'Keefe, Aug. 19, 2026, Exh. A. RBC was owed approximately $2,500,000, which both directors had guaranteed, and BOYNECLARKE's August 10 opinion for the trustee concluded that the bank's security is a binding first charge on both owned properties and the company's personal property, per the Third Report of the Proposal Trustee, Aug. 17, 2026, paras. 42–43, App. I.

Libra Finance Company Inc. carried the company through April on a DIP facility raised from $200,000 to $475,000 in four weeks, per the DIP Increase Order, Apr. 29, 2026, recitals. On April 16 provincial officials told the trustee they would not advance funds on the company's cash flows even with a trust agreement in place, per the First Report of the Proposal Trustee, Apr. 16, 2026, paras. 19–22; the trustee then found the company had been "double counting the wage grid funds" in about $1,800,000 of projected April revenue, and the revised forecast carried $635,790 less in grant funding. The province ultimately advanced the grant to the trustee in trust, for release against an approved cash flow, per the Second Report of the Proposal Trustee, Apr. 22, 2026, paras. 11(i), 20–21. The stay was extended six times, the last to September 10, and an administration charge of $100,000 was doubled to $200,000 on July 27, per the Third Report of the Proposal Trustee, Aug. 17, 2026, paras. 3–11.

Twenty-one NDAs

The sale process approved on May 6 went directly to all 260 registered childcare providers in the province and out through paid advertising in AllBusiness and Insolvency Insider, and 21 parties signed confidentiality agreements. At the June 12 bid deadline, the Third Report says, the trustee held three qualified bids; it asked all three for their highest and best offers by June 19, two revised, and on the afternoon of June 19, in consultation with the company and RBC, BelleAn was told it had won. The asset purchase agreement was signed on August 13, per the Third Report of the Proposal Trustee, Aug. 17, 2026, paras. 28–36. The trustee's memorandum of fact and law gives a different count: "While 21 parties signed non-disclosure agreements, only one bidder submitted a Qualified Bid," per the Memorandum of Fact and Law of the Proposal Trustee, Aug. 2026, para. 31(d).

The solicitation letter had targeted a closing by July 10. The public report defers its evaluation of the transaction to the confidential supplement, and the copy of the agreement appended to it leaves the purchase price and the deposit blank, stating only that the deposit is 10% of the price and that the price includes HST. The report and the agreement describe BelleAn only as a Newfoundland and Labrador corporation with a notice address in Mount Pearl, represented by Burgess Law, per the Third Report of the Proposal Trustee, Aug. 17, 2026, para. 37, App. C, App. H, ss. 2.3–2.4, 10.6. The trustee's view is that the process was fair and widely marketed and that the transaction "represents the highest and best going concern offer available in the market," per the Third Report of the Proposal Trustee, Aug. 17, 2026, paras. 38–41, 50.

Two buildings, a lease, and no liabilities

What BelleAn buys is the fee simple in the CBS and Holyrood centres, the St. George's lease, the equipment and furnishings other than motor vehicles, the business records and the names, trademarks and data. It does not take the other contracts, the cash and receivables (including grant money for periods before closing), the trust account, insurance or causes of action. It assumes no liabilities at all, and the excluded list names employee agreements, collective agreements, wages, benefit plans, grievances and pre-closing taxes, including statutory deductions. The childcare licences and grant service agreements are not assignable; BelleAn must obtain its own, and their issue is a condition of closing in its favour, with the deposit returned if it pursues them diligently and fails, per the Third Report of the Proposal Trustee, Aug. 17, 2026, App. H, ss. 1.1(o)–(p), 2.5, 5.2, 7.1, Sched. A. The fourth program, a preschool in Newfoundland and Labrador Hydro's building on Columbus Drive, is carved out; it closed when its contract ended on July 31, per the Third Report of the Proposal Trustee, Aug. 17, 2026, para. 45, App. H, s. 1.1(f).