Glossary

A toxic nitrogen compound produced by shrimp waste; helpful microbes convert it to safer forms.

Total Ammonia Nitrogen (TAN) is measured colorimetrically or via ion-selective electrode (±0.1 mg/L); North 49 holds TAN <1.5 mg/L per CCP-2. The biofloc microbial community converts ammonia to nitrite then nitrate.

Farming fish or shellfish in tanks or pens, on land or in the ocean.

Aquaculture is the practice of raising aquatic animals or plants for food. North 49 does indoor aquaculture in tanks, not in the ocean.

Tiny helpful microbes that live in the tank with the shrimp and keep the water clean.

Biofloc is a microbial community grown intentionally in the culture tank; it consumes shrimp waste and ammonia, recycles nutrients, and reduces the need for water exchange.

Dissolved oxygen — the amount of oxygen gas in the water for the shrimp to breathe.

Dissolved oxygen is measured in mg/L; North 49 holds tanks at ≥5 mg/L under the HACCP CCP-2 water-quality envelope using dual-redundant optical DO probes (±0.1 mg/L).

A microsporidian parasite that stunts shrimp growth.

Enterocytozoon hepatopenaei is a chronic-impact parasite that reduces growth rates; screened via PCR on every PL lot.

A bacterial shrimp disease that causes early mortality in juveniles.

Early Mortality Syndrome (also called AHPND — Acute Hepatopancreatic Necrosis Disease) is a bacterial pathogen that has caused multi-billion-dollar losses in Asian shrimp farming since 2009; included in our PCR pre-stock panel.

How many pounds of feed it takes to grow one pound of shrimp.

Feed Conversion Ratio = feed delivered ÷ biomass gained; North 49’s target is FCR 1.3–1.5; lower is better.

An inanimate object or surface that can carry and transfer infectious pathogens between hosts.

In aquaculture biosecurity, fomite vectors include totes, nets, water pumps, vehicles, and footwear that can transfer pathogens between water bodies. A documented risk: returning delivery equipment from a retail live tank (T&T / H-Mart) re-entering the farm creates a fomite pathway for pathogens picked up at the retail end-point. Mitigated by one-way delivery protocol and off-site wash-bay disinfection.

Catching the grown shrimp from the tank.

Harvest occurs every 16 weeks per box at North 49; chilling to ≤4°C core within 60 minutes is a HACCP critical control point.

A shrimp with the head removed but the shell on (Head-Less Shell-On).

HLSO is a common format for grilling.

A whole shrimp with the head and shell still on (Head-On Shell-On).

HOSO is the live or fresh format preferred by Cantonese banquet restaurants and Asian retail live-tank programs.

A shrimp virus that triggered the 2019 Berezan closure; CFIA bans import from affected US states.

Infectious Hypodermal and Hematopoietic Necrosis Virus is the pathogen that closed Berezan Shrimp Co. in 2019 after a Texas-PL import. North 49 screens every PL shipment via PCR before stocking.

Diseases that can kill farmed shrimp; we test for them on every shipment.

IHHNV (Infectious Hypodermal and Hematopoietic Necrosis Virus), WSSV (White Spot Syndrome Virus), and EHP (Enterocytozoon hepatopenaei) are the three primary disease threats North 49 screens for via PCR before stocking.

A way of freezing each shrimp on its own so they do not stick together.

Individually Quick Frozen preserves quality during freezing; required for cooked, frozen, retail SKUs.

The end product of the nitrogen cycle in the tank — much less toxic than ammonia or nitrite.

Nitrate (NO3) accumulates in the recirculating water; biofloc microbial activity and partial water exchange keep concentrations in check.

An intermediate nitrogen compound — toxic to shrimp at high levels, removed by helpful microbes.

Nitrite (NO2) is the intermediate step between ammonia and nitrate in the nitrogen cycle. North 49 holds NO2 <5 mg/L per CCP-2 envelope.

A shrimp with the shell removed and the dark vein cleaned out (Peeled & Deveined).

P&D is the format Costco-frozen consumers expect; requires processing infrastructure.

A common, fast-growing shrimp species (Latin name Litopenaeus vannamei) farmed worldwide.

Pacific White Shrimp (L. vannamei) is the dominant farmed shrimp species globally; it grows quickly, tolerates a wide salinity range, and is the species North 49 grows indoors in Langley.

A lab test that finds tiny amounts of a virus or bacteria in a water or tissue sample.

Polymerase Chain Reaction is the molecular-biology method North 49 uses to screen every PL shipment for IHHNV, WSSV, EHP, and EMS before stocking. Pre-stock PCR clearance is a standard biosecurity control.

Postlarvae — baby shrimp ready to be moved from a hatchery into a grow-out tank.

PL are juvenile shrimp at the stage where they can be transferred from a specialist hatchery to a farm. North 49 imports specific-pathogen-free PL under CFIA Form 5670 from a USDA-accredited hatchery.

Baby shrimp ready to be moved from a hatchery into a grow-out tank.

PL are juvenile shrimp at the stage where they can be transferred from a specialist hatchery to a farm. North 49 imports specific-pathogen-free PL from a USDA-accredited hatchery.

A separate tank where new shrimp wait while we test them.

A dedicated on-site holding tank where each PL shipment is held for PCR-clearance before moving to production tanks.

A closed-loop fish farm where the water is filtered and reused, not flushed out.

Recirculating Aquaculture System (RAS) uses mechanical and biological filtration to recycle water; North 49’s modular Atarraya Air Shrimp Boxes are a biofloc-RAS hybrid.

How salty the water is — measured in parts per thousand (ppt).

Salinity is measured by inductive conductivity probe (±0.5 ppt); North 49 holds 15–30 ppt per CCP-2 envelope. Pacific White Shrimp tolerate a wide salinity range, which is part of why they are the dominant farmed species.

Lab-tested shrimp confirmed to be free of named viruses and parasites.

Specific-pathogen-free certification covers IHHNV, WSSV, EHP, and Vibrio species; North 49’s hatchery source must hold SPF status.

Putting the baby shrimp into the grow-out tank.

Stocking density and lot management determine biosecurity outcomes; North 49 stocks each tank from a single PCR-verified PL lot.

A group of marine bacteria — some species can cause shrimp disease or human foodborne illness.

Vibrio parahaemolyticus and V. vulnificus are surveillance targets for live-product handling. North 49 runs a Vibrio surveillance cadence on the live-channel branch of the HACCP plan distinct from frozen-product controls.

A highly contagious shrimp virus that can wipe out a tank in days.

White Spot Syndrome Virus is one of the most economically destructive shrimp pathogens worldwide; PCR-screened on every PL lot before stocking.

A non-fiduciary panel of subject-matter experts who advise the company without sitting on the statutory board.

North 49’s advisory board sits alongside the three-director statutory board. Advisors hold no voting rights and no fiduciary duty; they convene quarterly and review production, biosecurity, channel, and capital plan progress against published gates.

A federal cost-share grant for food-safety and traceability certifications.

AgriAssurance SME stream (AAFC) reimburses 50% of BAP/ASC/BRCGS/HACCP certification costs up to $100K. Stacks cleanly with BCSRIF on different expenditure categories.

A federal Agriculture and Agri-Food Canada program for new-technology food businesses (currently closed).

AgriInnovate (AAFC) was the original anchor grant; closed to new applications as of 2026-05-25; status WATCH.

Average selling price — the blended price we receive per pound across channels.

Average Selling Price is the weighted blend of live HOSO ($14–22), Asian retail ($11–14), restaurant fresh ($14–18), DTC ($20–23), and any commodity-frozen volume. The site-wide Expected case uses $13.50/lb Y2 rising to $13.25/lb Y5 (volume mix dilutes per-lb price).

Assets Under Management — the total dollar value a fund or firm manages on behalf of its investors.

Assets Under Management is the most common scale measure for investment firms, family offices, and venture funds. North 49 uses AUM band ranges on the investor intake form to help triage ticket-size fit; a $50M AUM family office and a $5B institutional allocator engage at very different cheque sizes and process depth.

The provincial law that sets the minimum standards for working in British Columbia.

British Columbia Employment Standards Act sets minimum wage, overtime, vacation, statutory holidays, leaves, and termination rules; every North 49 offer letter and policy is built above the BC ESA floor.

BC Hydro’s "Large General Service" electricity rate schedule for industrial users.

Large General Service is the BC Hydro rate class applied to commercial/industrial users with demand above ~150 kW. North 49’s site classification (LGS vs MGS) is V-08; mech-eng confirms before LOI.

British Columbia Business Corporations Act — the statute under which North 49 is incorporated.

The Business Corporations Act (SBC 2002, c.57) governs every BC corporation. Special shareholder resolutions require 66⅔% under the BCBCA; sections 147–153 govern director conflicts of interest.

British Columbia Institute of Technology — runs the Fish, Wildlife and Recreation Diploma.

BCIT in Burnaby runs the Fish, Wildlife and Recreation Diploma — approximately forty graduates per year, and a primary adjacent-skillset recruitment channel into Aquaculture Technician I roles.

A joint Canada-BC fund supporting BC seafood-sector innovation (current anchor grant candidate).

BC Salmon Restoration and Innovation Fund — joint DFO + BC program; 90% cost-share for commercial recipients <20 FTE; current cycle ends 2026-03-31; renewal expected.

How wide the damage spreads when something fails — measured in dollars, time, and reputation.

Blast radius is the total estimated impact of a failure event: direct revenue loss, restart cost, downstream financing damage, customer attrition, and reputation hit. Used to rank risks by what they actually cost, not just probability.

A legal arrangement where a person owns something but cannot see or control it day-to-day.

A revocable blind trust with an independent corporate trustee holds Class B shares; the beneficiary has no contemporaneous knowledge of holdings beyond audited annuals.

A federal program that helps farms borrow up to $500K for equipment.

Canadian Agricultural Loans Act Program guarantees lender loans for agricultural CAPEX; aquaculture explicitly eligible.

Capital expenditure — money spent on physical assets like tanks, pumps, and buildings.

Capital expenditure covers long-lived assets (Atarraya boxes, tenant improvements, IQF freezers, lab gear). Depreciated over their useful life rather than expensed immediately.

Insurance that pays out if a key supplier or customer cannot deliver and your business is interrupted as a result.

Contingent Business Interruption coverage is a specialty Lloyd’s-syndicate placement that responds when an upstream dependency (American Penaeid hatchery, Atarraya cloud, Albion toll processor) cannot fulfil its role.

A private Canadian company controlled by Canadian residents — gets tax benefits.

Canadian-Controlled Private Corporation status requires >50% voting control held by Canadian residents; unlocks the small-business deduction (11% combined rate on first $500K active income) and 35% enhanced refundable SR&ED.

Canadian Intellectual Property Office — handles federal trademark and patent filings.

CIPO is the federal authority for Canadian trademark and patent registrations. North 49 will file the corporate mark in Nice Classes 29 (preserved fish/shellfish), 31 (live fish/shellfish), and 40 (custom production).

Different types of stock in the same company, with different rights.

Class A = voting common (Founder + Investor); Class B = non-voting common (held in blind trust for the conflicted investor, currently SUSPENDED in favour of VANTEC); Class C = founders’ restricted (4-yr vesting).

A minimum tenure before any of a grant vests — leave before the cliff, get nothing.

A vesting cliff requires a minimum period of service before any portion of an equity grant vests; one-year cliff is the Canadian-private-company employee standard, three-month cliff is the North 49 advisory standard.

Cost of goods sold — the direct cost of producing each pound of shrimp.

Cost of Goods Sold covers feed, postlarvae, packaging, and outbound cold-chain. Distinct from labour and facility overhead, which sit in OPEX.

Canada Pension Plan contributions — taken off pay up to a yearly maximum called the YMPE.

CPP is the federal contributory retirement-income program; employer and employee each pay 5.95 percent on pensionable earnings between the basic exemption and the Yearly Maximum Pensionable Earnings (seventy-four thousand six hundred dollars in 2026), plus 4.00 percent CPP2 between YMPE and YAMPE (eighty-five thousand dollars).

Insurance that protects company directors and officers if they are sued for their decisions.

Directors & Officers liability insurance covers legal defence and settlements when directors or executives are personally named in claims; required by FCC and AgriInnovate underwriting and by most outside investors.

A secure online folder of confidential documents shared with investors and lenders during due diligence.

A virtual data room is a controlled-access repository of corporate, financial, legal, regulatory, and operational documents required for due diligence. North 49 grants data-room access only after an initial 30-minute call and a signed mutual NDA; access is per-named-individual and is logged.

BC Declaration on the Rights of Indigenous Peoples Act (SBC 2019, c.44) — provincial implementation of UNDRIP.

The Declaration on the Rights of Indigenous Peoples Act aligns BC laws with the UN Declaration on the Rights of Indigenous Peoples. DRIPA does not by itself create a private-sector duty to consult on private leased land — the duty rests on the Crown when issuing permits, and the Crown may delegate procedural consultation steps to project proponents. Post-Cowichan (2024) BC Supreme Court ruling raises real-world political risk that motivates voluntary early engagement. Verified 2026-05-25 against BC consulting-with-first-nations + McMillan LLP DRIPA analysis.

How easily a company can pay its loans from operating cash.

Debt-Service Coverage Ratio = EBITDA ÷ annual debt service; FCC requires ≥1.20× by Y3.

A loan rule that says EBITDA must cover loan payments at least 1.2×.

FCC requires DSCR ≥1.20× by Year 3; covenant-holiday is the standard structure during ramp.

A company’s profit before subtracting interest, tax, depreciation, and equipment wear-and-tear.

Earnings Before Interest, Tax, Depreciation, Amortization; standard operating-profitability measure.

BC Employer Health Tax — a payroll tax employers pay on remuneration above a threshold.

BC Employer Health Tax is 1.95 percent on BC remuneration above one million dollars; under five hundred thousand dollars is exempt; Phase 1 loaded payroll is below the threshold and Phase 2 crosses it.

Employment Insurance — federal premiums that fund unemployment, parental, and sickness benefits.

EI premiums are 1.66 percent of insurable earnings for the employee, and 1.4 times that rate for the employer, up to the Maximum Insurable Earnings; required for every hire in Canada.

Insurance that covers wage-and-hour, harassment, and wrongful-dismissal claims from employees.

Employment Practices Liability insurance covers employer-employee disputes including wrongful dismissal, discrimination, and harassment; usually bundled with D&O at this size.

A federal Crown corporation that lends to Canadian farms and food businesses.

Farm Credit Canada is Canada’s largest agricultural lender; only Canadian lender with a dedicated aquaculture team.

Free cash flow — cash left over after operating costs and capital spending.

Free Cash Flow = operating cash flow minus capital expenditure. Cumulative FCF is the running total — the chart on this page tracks it across Years 1 through 5.

British Columbia’s natural-gas distribution utility — typically 8–15× cheaper per kWh-equivalent than electric resistance heat.

FortisBC operates the BC natural-gas distribution network; split-fuel heating design uses FortisBC gas for radiant heat and BC Hydro electricity only for pumps, blowers, and lighting.

Full-Time Equivalent — one full-time job, or several part-time jobs that add up to one.

Full-Time Equivalent is a way to count staff regardless of part-time or full-time status; North 49 is staffed at 5.0 FTE in Phase 1 and 24.5 FTE in Phase 2.

A financial contract that locks in today’s exchange rate so future US-dollar payments cannot get more expensive if the loonie drops.

A rolling forward contract — typically arranged through FCC or a Schedule I commercial bank — locks USD payable cost. North 49’s USD exposure: American Penaeid PL invoices + Atarraya royalty + sensor spare parts. Policy: 70% coverage on next-12-month forecast payables.

Internal rate of return — the annualized return an investor earns over a holding period.

Internal Rate of Return is the discount rate that makes the net present value of cash flows zero. North 49 explicitly does not promise a target IRR at Phase 1 — see "Why we are not promising 24% ROI" on this page.

Life insurance that pays the company if a critical employee dies.

Key Person Life insurance funds the cost of replacing a critical operator. FCC typically requires Key Person coverage on the founder and Farm Manager as a condition of senior debt.

A pre-defined stop point: if the answer is "no," we halt the project.

KILL-1 (CFIA pre-clearance), KILL-2 (Costco Compliance accepts disclosure — see Section A.10 contradiction-2), KILL-3 (BC MWR pre-screen positive).

The London insurance market that writes specialty policies no Canadian carrier wants on its own.

Lloyd’s of London is a specialist insurance marketplace; aquaculture stock mortality, Contingent Business Interruption for hatchery loss, and first-party cyber-biomass coverage are typical Lloyd’s placements via a Canadian retail broker (BFL Canada or HUB International).

A short pre-contract document that signals serious intent to lease, license, or buy — usually with binding exclusivity and confidentiality clauses.

A Letter of Intent frames principal terms of a deal so the parties can incur due-diligence cost in good faith. Typically non-binding overall, with a few binding clauses (exclusivity, confidentiality, deposit). North 49 expects to sign a 30-day exclusivity LOI on its lead lease site at Day 120, and an LOI on its Phase 2 footprint as one of the P2-5 gating conditions.

A written understanding between two parties on how they will work together — above a handshake but below a full contract.

A Memorandum of Understanding scopes a working relationship at a level above a verbal handshake but below a binding contract. North 49 uses MOUs with Albion Fisheries (toll-pack processing), Vancouver Island University (paid co-op pipeline), and Walcan Seafood (secondary processor).

British Columbia Medical Services Plan — the provincial public health insurance.

BC MSP has been premium-free for residents since January 1, 2020 (replaced by the Employer Health Tax); no employer payroll deduction beyond EHT.

Non-Disclosure Agreement — a contract protecting confidential information shared during diligence.

A Non-Disclosure Agreement is the standard confidentiality contract executed before North 49 shares the investor data room. North 49 uses a mutual NDA (both parties covered) drafted by BC corporate counsel; the term is two years from execution unless the recipient invests, in which case the Shareholders’ Agreement supersedes.

Operating expense — the recurring cost of running the business each year.

Operating expense includes labour, energy, feed, postlarvae, packaging, cold-chain, lease, maintenance, insurance, and G&A. Distinct from CAPEX.

US tax-code categories that can trap a Canadian company holding US-resident investors.

Passive Foreign Investment Company and Controlled Foreign Corporation rules under the US Internal Revenue Code create punitive tax treatment for US-resident shareholders of foreign corporations. The Costco-Manager firewall design needs dual-qualified Canadian-US tax counsel before any structure involving a US LLC.

The five-criterion test (P2-1 through P2-5) that must all be met before Phase 2 capex is committed.

Phase 2 expansion to 100 boxes is gated on five criteria: P2-1 Phase 1 EBITDA positive 2 consecutive quarters; P2-2 Costco signed PO; P2-3 Energy actual within ±15% of Expected; P2-4 Atarraya yield ≥1,300 kg/box/yr; P2-5 Phase 2 site secured. If any one gate fails, Phase 2 is deferred 12 months and re-evaluated against Future B (cap-and-license) economics. Optional gates P2-6 (building-permit pre-app) and P2-7 (2+ restaurant anchors) are advisory.

The federal Canadian privacy law that governs how businesses handle personal information.

The Personal Information Protection and Electronic Documents Act (S.C. 2000, c. 5) governs commercial collection, use, and disclosure of personal information in Canada. North 49 collects intake-form data under PIPEDA; data is retained for 24 months, never sold or shared with third parties, and may be deleted on written request to hello@north49shrimp.ca.

A pre-negotiated reduction in licence royalty as volume scales — 8% → 5% → 3%.

Atarraya Master Licence Agreement charges 8% royalty on revenue by default; North 49 negotiates step-down to 5% at 50 boxes and 3% at 100 boxes. Phase 2 NPV swing ≈ $959K (per CFO §2). Non-negotiable term-sheet ask.

Registered Retirement Savings Plan — a Canadian tax-deferred retirement account.

RRSP contributions are deductible against current income and grow tax-deferred until withdrawal; North 49 matches employee contributions at three percent of base, escalating to four percent at twenty-four months of tenure.

Small Business Deduction — the reduced corporate tax rate for CCPCs on the first $500K of active income.

The Small Business Deduction reduces the combined federal + BC tax rate on the first $500K of CCPC active business income to roughly 11%. Tied to CCPC status; lost if voting control flips non-resident.

The contract between investors that sets out their rights and duties.

The ShA governs share transfers, board composition, reserved matters, drag-along, tag-along, and the Costco-Manager firewall (Clause 14).

A Canadian tax credit for science and engineering work that explores new things.

Scientific Research and Experimental Development: 35% federal refundable + 10% BC for CCPCs; 2026 enhanced expenditure limit $6M (up from $3M) per Bill C-15.

The dollar amount a single investor commits in one investment.

Ticket size is the per-investor commitment amount, expressed as a range (e.g. $50–250K, $250K–$1M). North 49 collects ticket-size range on the investor intake form to match incoming enquiries to the active Phase 1 raise structure (CAD $3.5M base / $4.5M stretch).

Tier-2 backup brand name for North 49 Shrimp Co. — only remaining backup after Salish Sea Shrimp was eliminated 2026-05-25 due to K'ómoks First Nation brand conflict.

Tidemark is the sole Tier-2 backup brand following the 2026-05-25 verification that K'ómoks First Nation has operated Salish Sea Foods (HACCP-certified seafood processing, 7,000 sq ft, 20+ staff, Thrifty Foods retail distribution) since January 2013. Salish Sea Shrimp was eliminated due to direct trademark / consumer-confusion conflict plus cultural-appropriation reputational risk.

University of British Columbia — runs a sixteen-credit Aquaculture Graduate Certificate.

UBC Faculty of Land and Food Systems runs a sixteen-credit Aquaculture Graduate Certificate (small cohort, oversized credibility); North 49 targets graduates for the Lead Aquaculture Technician and Aquaculture Technician II hybrid roles.

The exchange rate between US and Canadian dollars — affects US-channel revenue and feed costs.

CFO model uses 1 USD = 1.36 CAD. Every 5% CAD strengthening costs roughly $0.65/lb on Costco Sumner WA depot sales. Hedge at Y3 via forward contracts when US channel volume exceeds 20,000 lb/yr.

United States Patent and Trademark Office — handles US trademark and patent filings.

USPTO handles US trademark registrations under the Lanham Act. North 49 plans a Section 1(b) intent-to-use filing in Classes 29 and 31 to preserve US-channel optionality under USMCA; US-licensed counsel required.

A numbered verification gate from the cross-module risk register — open items that must be closed before downstream commitments.

V-01 through V-10+ are the cross-module verification gates flagged by the integration architect. Each names a specific empirical question (energy load, royalty negotiation, CFIA pre-clearance, restaurant volume) whose answer must land before the corresponding capital or operational commitment is made. V-01 (mech-eng heat-load) gates LOI on any site; V-02 (Atarraya term sheet) gates equipment commitment; V-03 (CFIA Form 5670 dry-run) is KILL-1.

The schedule by which an employee or advisor earns ownership of their equity grant.

Vesting is the period over which restricted shares or options become non-forfeitable; North 49 uses four-year monthly vesting with a one-year cliff for employees, and two-year monthly vesting with a three-month cliff for advisors.

Vancouver Island University — runs a Fisheries and Aquaculture Diploma program.

Vancouver Island University in Nanaimo runs a Fisheries and Aquaculture Diploma plus the Centre for Shellfish Research; the biennial intake next opens Fall 2027, and North 49 is negotiating a paid co-op pipeline Memorandum of Understanding.

Cash held to fund day-to-day operations between revenue and expense cycles.

Working capital is current assets minus current liabilities. AgriInnovate-style reimbursement grants require working-capital cushions of $400–500K to bridge 60–90-day reimbursement cycles.

The British Columbia workers compensation board — handles workplace injuries and safety rules.

WorkSafeBC administers the Workers Compensation Act and OHS Regulation in British Columbia; North 49 must register before the first hire and pays an experience-rated premium against assessable payroll.

WorkSafeBC — British Columbia’s workplace-injury insurer; every BC employer must register and pay premiums.

WorkSafeBC (WSBC) is the provincial workers’-compensation insurer; aquaculture employers pay roughly $2.21–2.50 per $100 of payroll. Mandatory for every BC business with employees.

The mix of equity, debt, and grants that funds a company.

North 49’s Phase 1 stack: BCSRIF (anchor) + FCC + CALAP + VANTEC + grants + founder.

The percentage of a project the government pays; the company pays the rest.

BCSRIF 90% cost-share = company pays 10%; AgriInnovate 50%; AgriAssurance 50%.

Dilutive = giving up ownership for money. Non-dilutive = grant or loan with no ownership change.

Grants (BCSRIF, AgriAssurance) and loans (FCC, CALAP) are non-dilutive; equity (VANTEC, founder) is dilutive.

Combining multiple grants and loans on the same project.

Some programs stack cleanly (BCSRIF + FCC + CALAP); some reduce each other (grants reduce SR&ED-eligible expenditures under ITA s.127(18)).