MISSISSAUGA, ON, March 26, 2021 /CNW/ - Aegis Brands Inc. ("Aegis"
or the "Company") (TSX: AEG) announced today that it does not
anticipate being in a position to file its audited annual financial
statements, management's discussion and analysis, annual
information form and related certifications for the fiscal year
ended December 26, 2020 (the "Annual
Filings") on or before March 26,
2021, as required by applicable securities laws, due to
unforeseen delays in obtaining certain third-party reports required
in connection with the Company's fiscal 2020 audit.
The Annual Filings had been diligently prepared by the Company
and the audit was commenced in accordance with the Company's
historical practice. A deadline of March 19,
2021 (one week prior to the filing deadline) was
imposed on third parties from whom confirmations were
required. The Company had no reason to expect that these
confirmations would not be forthcoming by this deadline, and the
Company and its auditors have repeatedly followed up with the
relevant third parties following the expiration of the deadline in
order to obtain the required confirmations.
The Company's management is continuing to work diligently with
its auditors to obtain the required third-party reports, and has
received assurances that these reports are forthcoming. The Company
and its auditors are committed to expediting the review of the
materials once received and have sufficient resources to do so. The
Company expects to receive the reports and have the audit of its
financial statements completed and the Annual Filings filed as soon
as they are available and no later than April 5, 2021.
The Company has filed an application with the Ontario Securities
Commission, its principal regulator, for a management cease trade
order ("MCTO"), in accordance with National Policy 12-203 –
Management Cease Trade Orders ("NP 12-203"). The issuance of
a MCTO would not generally affect the ability of persons who are
not officers or directors of the Company to trade in the Company's
securities. If the MCTO is granted, the MCTO will prohibit the
chief executive officer, the chief financial officer, and possibly
the directors or other officers of the Company from trading in
securities of the Company for so long as the Annual Filings are not
filed. There can be no certainty that a MCTO will be granted. The
applicable regulatory authorities may instead determine to issue a
full cease trade order against the Company.
The Company has established a blackout on trading of the
Company's securities by directors and officers and intends to
continue the blackout until two full business days following the
filing of the Annual Filings.
The Company confirms that it intends to satisfy the provisions
of the alternative information guidelines found in NP 12-203 for so
long as it is delayed in filing the Annual Filings. The Company is
not subject to any insolvency proceedings nor is there any other
material information concerning the affairs of the Company that has
not been generally disclosed.
About Aegis Brands Inc.
Founded in 1975, Aegis Brands Inc., formerly The Second Cup
Ltd., is a Canadian specialty coffee retailer operating franchised
and company-owned cafés across Canada. In November
2019, the Company announced its intention to implement a new
operating structure in support of its new strategy. The Company now
owns and operates the existing Second Cup Coffee Co. specialty
coffee business as part of a portfolio of brands that also includes
Bridgehead and Hemisphere Cannabis Co. For more information, please
visit www.aegisbrands.ca or find the Company on Facebook and
Twitter.
Cautionary Note Regarding Forward Looking Information
Certain information set out in this news release constitutes
forward-looking information. Forward looking statements are often,
but not always, identified by the use of words such as "seek",
"anticipate", "plan", "continue", "estimate", "expect", "may",
"will", "intend", "could", "might", "should", "believe" and similar
expressions. In particular, this news release contains
forward-looking statements in respect of among other things, the
filing of the Annual Filings and the timing thereof.
Forward-looking statements are based upon the opinions and
expectations of management of the Company as at the effective date
of such statements and, in certain cases, information provided or
disseminated by third parties. Although the Company believes that
the expectations reflected in such forward-looking statements are
based upon reasonable assumptions, and that information obtained
from third party sources is reliable, they can give no assurance
that those expectations will prove to have been correct. Readers
are cautioned not to place undue reliance on forward-looking
statements included in this document, as there can be no assurance
that the plans, intentions or expectations upon which the
forward-looking statements are based will occur. By their nature,
forward-looking statements involve numerous assumptions, known and
unknown risks and uncertainties that contribute to the possibility
that the predictions, forecasts, projections and other
forward-looking statements will not occur, which may cause actual
results in future periods to differ materially from any estimates
or projections of future performance or results expressed or
implied by such forward-looking statements. These risks and
uncertainties include, among other things, risk factors set forth
in the Company's most recent management's discussion and analysis
under the heading "Risk and Uncertainties", a copy of which is
filed on SEDAR at www.SEDAR.com, and readers are cautioned that the
risk factors disclosed therein should not be construed as
exhaustive. These statements are made as at the date hereof and
unless otherwise required by law, the Company does not intend, or
assume any obligation, to update these forward-looking
statements.
SOURCE Aegis Brands Inc.