TORONTO –
Shiny Health & Wellness Corp. (“Shiny Health” or the “Company”) (TSXV: SNYB) announces a delay in the filing of its audited annual financial statements (the “Financial Statements”), management’s discussion and analysis and related chief executive officer (CEO) and chief financial officer (CFO) certifications (collectively, the “Annual Filings”) for the financial year ended January 31, 2023 the deadline for which is today.
As a result, the Company will be noted in default by applicable securities regulatory authorities in Canada, and expects that the Ontario Securities Commission (“OSC”), as principal regulator, will issue a ‘failure-to-file’ cease trade order (“CTO”) in accordance with the principles and guidance set out in National Policy 12-307 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions of the Canadian Securities Administrators (“NP 12-307”). The CTO will prohibit any direct or indirect trading in securities of Shiny Health for so long as it remains in effect, in all Canadian jurisdictions in which the Company is a reporting issuer as well as certain other Canadian jurisdictions based on the provisions of local securities legislation, and will remain in effect until after the Annual Filings have been filed. The CTO will result in a suspension of the Company’s common shares from trading on the TSX Venture Exchange (“TSXV”), and continue until the CTO is revoked and all TSXV requirements are satisfied.
Management is working diligently with the Company’s auditors to complete the audit of the Annual Financial Statements as soon as possible. The Company is currently targeting to have the audit completed, and the Annual Filings filed by June 16, 2023 and in any event on or before June 30, 2023.
The delay in completing the Annual Filings was caused by the change in the Company’s Chief Financial Officer that was announced on April 26, 2023. The Company had made an application to the OSC for a management cease trade order (the “MCTO”) under National Policy 12-203 – Management Cease Trade Orders of the Canadian Securities Administrators (“NP 12-203”), which if granted would have prohibited trading by certain insiders of the Company but not other parties and that application was denied. The OSC did not view the Company as having met all of the eligibility criteria for the MCTO set out in National Policy 12-203 – Management Cease Trade Orders, and in particular the requirement for an “active, liquid market” within the meaning of NP 12-203.
Shiny Health expects that in accordance with NP 12-307, the CTO will be revoked following completion of the outstanding filings, and will issue a further news release after the Annual Filings have been submitted. There is no assurance that the Company will be able to remedy its filing default and have the CTO and TSXV trading suspension revoked in a timely manner or at all.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About Shiny Health & Wellness
Shiny Health & Wellness Corp. is on a mission to help people never settle, live fully by being a trusted source for health and wellness solutions and services. Striving to provide a more diverse and accessible cannabis experience for adult consumers, the Company also operates ShinyBud Cannabis Co., a well-established brand in Ontario strategically located in markets less saturated with cannabis retailers. The Company’s board of directors and management team hold extensive retail operating experience, a key competitive differentiator in leading its growth strategy. Shiny Health trades on the TSX Venture Exchange (TSXV) under the ticker symbol SNYB. For more information, please visit www.shinyhealthandwellness.com.
