On March 5, 2025, a court approved the stalking horse transaction first contemplated in November 2024 between Noya Holdings Inc (NHI) and its purchaser, Lending Stream.

NHI is the holding company, and through its wholly-owned subsidiary, NCI, it operates a cannabis manufacturing and production business.

NHI is the parent company of NCI and 2675383 Ontario Limited (267). NCI holds the grow and sales cannabis license, and 267 holds a micro-cultivation cannabis license.

The order also added 1001155163 Ontario Inc. (ResidualCo) as an applicant to the CCAA proceedings in order to carry out the transaction, transferring and vesting all of Nova Cannabis Inc’s (NCI) right, title, and interest in and to the excluded assets, excluded contracts, and excluded liabilities to ResidualCo.

Residualco was recently formed to take on specific contracts, assets, and liabilities from Delta9 in its recent deal with Simply Solventless Concentrates Ltd.

The March 5 court order for Noya, part of its CCAA proceedings, also extended the stay of proceedings up to and including April 11, 2025.

Noya filed for creditor protection in 2024 after its senior secured creditor, Lending Stream Inc., demanded payment and issued BIA notices regarding these debts in September. The owner of Lending Stream is the brother of the owner of the applicants.

Another secured creditor that provided loans to Noya Holdings is 1955185 Ontario Inc. As of September 30, 2024, 195 had loaned approximately $3.8 million to NHI, the approximate dollar figure associated with the proposed stalking horse deal. The numbered company is owned or controlled by the parents or relatives of the owner of the applicants.

On or about September 23, 2024, Lending Stream made a formal written demand for payment to NHI in the approximate amount of $1,850,000 and NCI in the approximate amount of $3,360,000 and issued to each of them a NITES notice.

In a Statement of Claim dated September 9, 2024, Pure Sunfarms Corp. began an arbitration claim in British Columbia against NCI pursuant to a production, supply and revenue sharing agreement from 2021. NCI refutes the claim. 

Pure Sunfarms is seeking a monetary award of damages in the approximate amount of $2.8 million against NCI for unsold inventory under the agreement. 

Two other companies, Ignite International Brands and Mauve & Herbes, have also raised claims against NHI and NCI, the first for $2 million and the second for $360,000. Ignite International Brands’ CEO, Dan Bilzerian, said the company was leaving the Canadian cannabis market in 2021.

All three are unsecured claims and are at different stages of litigation, arbitration, or mediation.

Another secured creditor is Gage Growth Corp. or TerrAscend Corp. As of September 30, 2024, NHI was indebted to TerrAscend or Gage under a limited guarantee, supported by a general security agreement, of approximately $1.3 million.

The court also ordered that the Canada Revenue Agency’s right of set-off is preserved to the extent that any amounts that are, or become, due to an Applicant or ResidualCo with respect to obligations arising prior to the CCAA filing date of November 6, 2024 are applied against any amounts that are, or become due, from an Applicant or ResidualCo with respect to obligations arising prior to that date on a consolidated basis, or any amounts that are, or become, due to an applicant or ResidualCo with respect to obligations arising on or after the CCAA filing date of November 6, 2024 are applied against any amounts that are, or become due, from an applicant or ResidualCo with respect to obligations arising on or after that date.

As of October 2, 2024, the Company owes the CRA approximately $346,000 for excise tax remittances and/or HST remittances.

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