Sproutly Announces Filing of Application for Management Cease Trade Order
Sproutly Canada, Inc. (CSE:SPR) (OTCQB:SRUTF) (FSE:38G) (“Sproutly" or the “Company”) will likely miss its filing deadline of August 12, 2020 to file annual consolidated financial statements and accompanying management's discussion and analysis and related CEO and CFO certificates for the financial period ended February 29, 2020 (collectively, the “Annual Filings”), as required under applicable Canadian securities laws.
In connection with the Company's inability to file the Annual Filings on time, the Company has applied for a Management Cease Trade Order (“MCTO”) under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”) and is waiting for the British Columbia Securities Commission approval.
The Company is applying for a MCTO as a result of complexities caused by COVID-19 pandemic, which has impacted the Company’s ability to complete its audit.
The Company expects to file the Annual Filings as soon as they are available, but in any event no later than August 28, 2020 and will issue a news release once the Annual Filings have been filed. Until the Company files the Annual Filings, it will comply with the alternative information guidelines set out in NP 12-203. The guidelines, among other things, require the Company to issue bi-weekly default status reports, in the form of news releases, for so long as the Annual Filings have not been filed.
During the MCTO, the general investing public will continue to be able to trade in the Company's common shares listed on the Canadian Securities Exchange. However, the Company's Chief Executive Officer and Chief Financial Officer and such other directors, officers and persons as determined by the applicable regulatory authorities will not be able to trade in the Company's shares, nor will the Company be able to, directly or indirectly, issue securities to or acquire securities from an insider or employee of the Company except in accordance with legally binding obligations to do so existing as of August 12, 2020, being the date of the Company’s anticipated continuous disclosure default.
The Company is not currently subject to any insolvency proceedings. If the Company provides any information to any of its creditors during the period in which it is in default of filing the Annual Financial Statements, the Company confirms that it will also file material change reports on SEDAR containing such information.
First Quarter Fiscal 2021 Financial Results
The Company also provided an update on the status of the filing of its fiscal 2021 first quarter financial results and accompanying management’s discussion and analysis for the period ended May 30, 2020 (collectively, the "Q1 Disclosure Documents"), which were initially required to be filed by July 30, 2020 under NI 51-102.