Calgary, Alberta--(Newsfile Corp. - May 9, 2022) - Discover Wellness Solutions Inc. (CSE: WLNS) ("Discover Wellness", or the "Company") announces that the Company has been issued a cease trade order ("CTO") by the Alberta Securities Commission ("ASC") for not filing the following periodic disclosure documents (collectively "Annual Filings") by the filing deadline of May 2, 2022, namely:
the audited annual financial statements for the year ended December 31, 2021;
the management's discussion and analysis relating to the audited annual financial statements for the year ended 31 December 2021; and
the certification of the foregoing filings as required by National Instrument 52-109 - Certification of Disclosure in Issuers' Annual and Interim Filings.
As announced on April 11, 2022, the Company is facing a very challenging liquidity situation and is paying only crucial vendors; the Company does not have the funds to pay for the audit of its 2021 financial statements. The Company has started the process of selling its Newell property and the proceeds will be used to repay debts and fund the audit of its 2021 financial statements and complete its Annual Filings. The Company will seek to have the ASC CTO revoked once the audit and filings are completed.
Despite the CTO, a beneficial security holder of the Company who is not, and was not at the date of the CTO, an insider or control person of the Company, may sell securities of the Company acquired before the date of the CTO if the following apply: (a) the sale is made through a "foreign organized regulated market", as defined in section 1.1 of the Universal Market Integrity Rules of the Investment Industry Regulatory Organization of Canada; and (b) the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation. Holders of the Company's securities are urged to consult with their own investment advisors or legal counsel about the implications of the CTO.
The Company is not currently subject to any insolvency proceedings. The Company also confirms that there is no other material information concerning the affairs of the Company that has not been generally disclosed as of the date of this press release.
Discover Wellness Solutions Inc.
Discover Wellness is a Canadian company licensed, through its subsidiary, to cultivate, produce, process and sell cannabis in various forms. The Company intends to exit the cannabis industry and seek new business opportunities.
Peter Cheung, Chief Financial Officer
Certain information set forth in this news release contains forward-looking statements or information ("forward-looking statements"). By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond the Company's control, including the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, environmental risks, operational risks, competition from other industry participants, stock market volatility, and the ability to access sufficient capital from internal and external sources. Although the Company believes that the expectations in its forward-looking statements are reasonable, its forward-looking statements have been based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future results, levels of activity or achievements. Risks, uncertainties, material assumptions and other factors that could affect actual results are discussed in our public disclosure documents available at www.sedar.com. Furthermore, the forward-looking statements contained in this document are made as of the date of this document and, except as required by applicable law, the Company does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
Trading in the securities of WLNS should be considered highly speculative.
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