Files For Management Cease Trade Order in the Event of a Potential Delay In Filing
SAN JOSE, Calif, March 25, 2022 /CNW/ – TPCO Holding Corp. (“The Parent Company” or the “Company“) (NEO: GRAM) (OTCQX: GRAMF), today announced it plans to hold a conference call on Tuesday, April 5, 2022, at 5:00 p.m. ET following the release of its full year 2021 financial results.
CONFERENCE CALL DETAILS
|DATE:||Tuesday, April 5th, 2022|
|TIME:||5:00 p.m. Eastern Time|
|DIAL-IN NUMBER:||(888) 254-3590 or (647) 794-4605|
|REPLAY:||1 (888) 203-1112 or 1 (647)-436-0148 |
Available until 12:00 midnight Eastern Time Thursday, April 12, 2022Replay Code: 2151082
The Company further announced today that management has determined that additional time may be required to complete its audited annual financial report for the year ended December 31, 2021. The additional time may be required due to challenges related to the Company’s first audit since completing its “qualifying transaction” pursuant to Neo Exchange Listing Manual including, but not limited to, integrating acquired companies, particularly two acquisitions made in the fourth quarter of 2021, complexities in accounting for certain transactions involving third party consultants, the transition from International Financial Reporting Standards (“IFRS“) to U.S. GAAP in the fourth quarter of 2021 and impacts of the COVID-19 pandemic on members of the Company’s financial reporting team.
As a result of the above determination, the Company may not be positioned to file its financial report for the year ended December 31, 2021, or the related management’s discussion and analysis, the related CEO and CFO certificates and the Company’s annual report on Form 10-K (such filings, collectively, the “Required Documents“) before the March 31, 2022deadline. The Company is currently working to facilitate the filing of the financial report at the earliest possible date and currently expects to be in a position to file the Required Documents within five days of the original filing deadline.Management Cease Trade Order
The Company has applied to the Ontario Securities Commission (the “OSC“), as principal regulator for the Company, for the imposition of a management cease trade order (“MCTO“) under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203“) throughout the duration of the default, to the extent the Required Documents are not filed on or before March 31, 2022. The MCTO, if approved, would generally not affect the ability of persons who are not management of the Company to trade in its securities. No assurance can be given that the MCTO will be issued. The OSC may issue a general cease trade order against the Company for failure to file the Required Documents within the prescribed time period or sooner if the Company fails to file its status reports during the prescribed time limits. If a general cease trade order is issued in lieu of an MCTO, securityholders will be precluded from trading in the Company’s securities.
The Company confirms that it will satisfy the provisions of the alternative information guidelines under NP 12-203 by issuing bi-weekly default status reports in the form of news releases for so long as it remains in default of the above-noted filing requirements and further confirms that there are no insolvency proceedings that it is subject to and there is no other material information relating to its affairs that has not been generally disclosed.
Other than as disclosed herein, the Company is up to date in its filing obligations.