TORONTO, July 11, 2023 (GLOBE NEWSWIRE) -- Eddy Smart Home Solutions Ltd. ("Eddy" or the "Company") (TSXV: EDY), announces that the Ontario Securities Commission (the “OSC”) has issued a Failure-to-File Cease Trade Order (“FFCTO”) pursuant to National Policy 11-207 – Failure to File Cease Trade Orders and Revocations in Multiple Jurisdictions dated July 7, 2023 in respect of the securities of the Company as a result of the Company’s inability to file its: (i) audited annual financial statements for the year ended December 31, 2022; (ii) management’s discussion and analysis relating to the audited annual financial statements for the year ended December 31, 2022; (iii) CEO and CFO certifications of annual filings for the year ended December 31, 2022 (the “Annual Documents”); (iv) interim financial statements for the period ended March 31, 2023; (v) management’s discussion and analysis for the period ended March 31, 2023; and (vi) CEO and CFO certification of interim filings for the period ended March 31, 2023 (the “Interim Documents”).
As previously disclosed, the Company’s audit has taken longer than anticipated as a result of a number of transactions and other factors in 2022 including the Company’s public listing, growth in contracted revenues and an acquisition.
This evening, the Company filed the Annual Documents on the Company’s SEDAR profile at www.sedar.com. The Company expects to file the Interim Documents on or about August 10, 2023 in accordance with National Instrument 51-102 – Continuous Disclosure Obligations.
The FFCTO prohibits the trading by any person of any securities of the Company in each jurisdiction in Canada in which the Company is a reporting issuer, including trades in the Company’s common shares made through the TSX Venture Exchange (the “TSXV”), for so long as the FFCTO remains in effect. However, the FFCTO provides an exception for beneficial securityholders of the Company who are not currently (and who were not as of July 7, 2023) insiders or control persons of the Company and who sell securities of the Company acquired before July 7, 2023 if both of the following conditions are satisfied: (i) the sale is made through a “foreign organized regulated market”, as defined in section 1.1 of the Universal Market Integrity Rules of the Canadian Investment Industry Regulatory Organization; and (ii) the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation. The FFCTO also revoked the management cease trade order that had been previously issued by the OSC on May 2, 2023, with such revocation being effective as of July 7, 2023.
There is no assurance that the Company will be able to remedy its filing default in respect of the Interim Documents and have the FFCTO lifted in a timely manner or at all.
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.
ABOUT EDDY
Eddy is a North American provider and developer of residential and commercial smart water metering products and monitoring services, helping property owners protect, control, and conserve water usage by combining water sensing devices with behavioural learning software. For more detail on the Company’s products or corporate information please visit www.eddysolutions.com.
For further information on the financial results of the Company, please review the Company’s unaudited condensed consolidated interim financial statements and management’s discussion and analysis of the financial condition and results of operations for the three and nine months ended September 30, 2022, available on Eddy’s SEDAR website at www.sedar.com. In addition, supplemental information is available on Eddy’s website at www.eddysolutions.com/investors.
FORWARD-LOOKING INFORMATION AND STATEMENTS
This news release contains forward-looking statements within the meaning of applicable securities laws including, among others, statements concerning our objectives, our strategies to achieve those objectives, our performance, as well as statements with respect to management’s beliefs, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance, or expectations that are not historical facts. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "outlook", "objective", "may", "will", "expect", "intent", "estimate", "anticipate", "believe", "should", "plans", or "continue", or similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management’s current beliefs and are based on information currently available to management. Forward looking information in this news release include statements related to the Company’s ability to file the Interim Documents; the timing for completion and filing of the Interim Documents if at all; and the approval of the OSC to revoke the FFCTO. These statements are not guarantees of future performance and are based on our estimates and assumptions that are subject to risks and uncertainties, including those described under the heading "Risk Factors" in the Company’s filing statement dated January 6, 2022 (a copy of which can be obtained at www.sedar.com), which could cause our actual results and performance to differ materially from the forward-looking statements contained in this news release.
All forward-looking statements in this news release are qualified by these cautionary statements. Except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information, please contact:
Mark Silver, Executive Chairman and Chief Executive Officer
Tel: 416.221.8998
Email: ir@eddysolutions.com
