LAVAL, QC, June 29, 2022 /PRNewswire/ - Neptune Wellness Solutions Inc. ("Neptune" or the "Company") (NASDAQ: NEPT) (TSX: NEPT), a diversified and fully integrated health and wellness company focused on plant-based, sustainable and purpose-driven lifestyle brands, today announced a delay of the filing of its annual financial statements (the "2022 Financial Statements") and related management's discussion and analysis beyond the prescribed deadline of June 29, 2022.
The delay in the completion of the Company's financial statements relates principally to the complexity of the conversion of the Company's financial statements from IFRS to U.S. GAAP. Neptune expects to file its fourth quarter and full-year 2022 financial results in the coming days, with filing timing to be provided once confirmed by auditors. Following the release of its financial results, the Company will host a conference call to discuss financials and provide a business update. Details of the time and date for the rescheduled earnings call will be announced in due course.
Management and the audit committee, will continue to work towards the completion of the annual financial statements, and cooperate with its auditors to provide all necessary information to complete the audit as soon as possible.
In addition to the foregoing, pursuant to National Instrument 51-102 – Continuous Disclosure Obligations ("NI 51-102"), namely Part 4 of NI 51-102, as an "SEC Issuer", given that Neptune will be filing the 2022 Financial Statements which will, for the first time, be prepared in accordance with U.S. GAAP as a result of the Company having lost its foreign private issuer status, the Company is required to re-file its previously filed interim financial reports that have been filed since its last filing of annual financial statements for its fiscal year ended March 31, 2021, which include: (i) the three-month periods ended June 30, 2021 and 2020, (ii) the three and six-month periods ended September 30, 2021 and 2020; and (iii) the three and nine-month periods ended December 31, 2021 and 2020 (collectively, the "Restated Filings"), with such Restated Filings to be prepared and refiled in accordance with U.S. GAAP. The Restated Filings are required to be refiled at the same time as the filing of the 2022 Annual Financial Statements. Despite substantial efforts, the Company is also currently not in a position to file the Restated Filings by the prescribed filing date of June 29, 2022 as a result of the longer than anticipated time required to restate the Restated Filings under U.S. GAAP.
As a result of the foregoing, being the delay in filing of the 2022 Financial Statements and the refiling of the Restated Filings, the Company has applied to the applicable Canadian securities regulatory authorities for a temporary management cease trade order ("MCTO"), but such order has not yet been obtained as of the date hereof and there are no assurances such order will be obtained in a timely manner, or at all. The Company intends to satisfy the provisions of the alternative information guidelines in accordance with National Policy 12-203 – Management Cease Trade Orders by issuing bi-weekly status reports in the form of news releases. The applicable Canadian securities regulatory authorities may issue a general cease trade order against the Company for failure to file the 2022 Financial Statements and/or the Restated Filings within the prescribed time period or sooner if the Company fails to file its status reports during the prescribed time limits. If the MCTO is not obtained, a general cease trade order may also be issued.
The 2022 Annual Statements and the Restated Filings are expected to be filed as soon as practicable within the coming days, but no later than on or before July 13, 2022. With respect to the Restated Filings, other than the conversion into U.S. GAAP, the Company does not expect any other changes to be made to the previously filed interim financial reports, which were previously prepared in accordance with IFRS and are all currently available under the Company's SEDAR and EDGAR profiles at www.sedar.com and www.sec.gov, respectively.
About Neptune Wellness Solutions Inc.
Headquartered in Laval, Quebec, Neptune is a diversified health and wellness company with a mission to redefine health and wellness. Neptune is focused on building a portfolio of high quality, affordable consumer products in response to long-term secular trends and market demand for natural, plant-based, sustainable and purpose-driven lifestyle brands. The Company utilizes a highly flexible, cost-efficient manufacturing and supply chain infrastructure that can be scaled to quickly adapt to consumer demand and bring new products to market through its mass retail partners and e-commerce channels. For additional information, please visit: https://neptunewellness.com/.
Disclaimer – Safe Harbor Forward–Looking Statements
Forward-looking statements contained in this press release involve known and unknown risks, uncertainties and other factors that may cause actual results, performance and achievements of Neptune Wellness Solutions to be materially different from any future results, performance or achievements expressed or implied by the said forward-looking statements.
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SOURCE Neptune Wellness Solutions Inc.
