Wholly Veggie Inc.

NOI proceeding

^{Page last updated: September 1, 2024}

This page is for information purposes only and you should consult your professional adviser if you have any questions or are uncertain as to your rights or obligations.

Status of File as of August 26, 2024

On August 26, 2024, the Court issued the SISP Approval, Stay Extension and Charges Approval Order which, among other things:

1. Approved an extension to the Stay Period to and including October 27, 2024;
2. Granted a first ranking charge (the “Administration Charge”) on the Property of the Company (as defined in the SISP Approval, Stay Extension and Charges Approval Order), in the amount of $100,000, to secure the professional fees of the Proposal Trustee, legal counsel to the Proposal Trustee and legal counsel to the Company, which charge shall rank in priority to all other security interests, trusts, liens, charges and encumbrances, claims of secured creditors, statutory or otherwise;
3. Authorized the Company to borrow under a credit facility (the “DIP Facility”) from Windermere Investment Corp. (the “DIP Lender”) in order to finance the Company’s working capital requirements and its general corporate purposes, provided that borrowings under the DIP Facility shall not exceed $350,000 unless permitted by further Order of the Court;
4. Granted a second ranking charge in favour of the DIP Lender over the Property of the Company to a maximum amount of $350,000, as security for the DIP Facility (the “DIP Lender’s Charge”), which charge shall rank in priority to all other security interests, trusts, liens, charges and encumbrances, claims of secured creditors, statutory or otherwise;
5. Approved and authorized the Company and the Proposal Trustee to perform the sale and investment solicitation process (the “SISP");
6. Approved the Stalking Horse Agreement for the purposes of constituting the “stalking horse” bid in the SISP between the Company and the DIP Lender; and
7. Approved the First Report of the Proposal Trustee and the activities of the Proposal Trustee as described threrein.

Status of File as of August 22, 2024

On August 22, 2024, the Proposal Trustee filed its First Report with the Court (the “First Report”) to provide the Court with information on:

1. The background of the Company;
2. The Proposal Trustee’s activities since the Filing Date;
3. The Company’s statement of projected cash flows for the 10-week period from August 23, 2024 to October 25, 2024 (the “Cash Flow Forecast”) and the Proposal Trustee’s report on the Cash Flow Forecast;
4. The Proposal Trustee’s review and recommendation of the Interim Financing term sheet;
5. The Proposal Trustee’s recommendation with respect to the Company’s request for an order (the “SISP Approval, Stay Extension and Charges Approval Order").

Status of File as of August 15, 2024

On August 13, 2024, (the "Filing Date"), Wholly Veggie Inc. (the “Company”) filed a Notice of Intention to Make a Proposal (“NOI”) pursuant to Section 50.4(1) of the Bankruptcy and Insolvency Act (Canada) (“BIA”) and PricewaterhouseCoopers Inc., LIT (“PwC”) was named as the Licensed Insolvency Trustee under the NOI (the “Proposal Trustee”).

As a result of the filing of the NOI, all creditors are stayed from commencing or continuing any proceedings against the Company. The Company has a period of 30 days to file their proposal with the Proposal Trustee pursuant to the provisions of the BIA (the “Stay Period”), subject to any extensions of the Stay Period that the Court may grant upon application by the Company.

The Notice of the NOI and the Proposal Trustee’s appointment will be mailed to all known creditors of the Company in accordance with the provisions of the BIA.