AnalytixInsight Inc. (“AnalytixInsight”, or the
“Company”) (TSX-V: ALY) today provides a default status
report in accordance with the alternative information guidelines
set out in National Policy 12-203 – Management Cease Trade Orders
(“NP 12-203”).
As disclosed by the Company in a press release dated May 3,
2024, the Company failed to file its audited financial statements
for the year ended December 31, 2023 and the related Management’s
Discussion and Analysis and the certifications related to such
filings required from the Company’s chief executive officer and
chief financial officer (collectively, the “Required
Filings”) by the filing deadline of April 29, 2024 (the
“Default”).
In anticipation of the Default, the Company previously applied
to the Ontario Securities Commission (the “OSC”), as the
Company’s principal regulator, for a temporary management cease
trade order (“MCTO”) under NP 12-203. As stated in the
Company’s press release dated April 23, 2024 (the “Default
Announcement”), there was uncertainty regarding the Company’s
decision-making, and such uncertainty had rendered the Company and
its board of directors (the “Board”) unable to make the
determinations necessary to complete the preparation of its
financial statements for the year ended December 31, 2023,
including in relation to certain disputed expense items, and to
take the other actions necessary to finalize, approve and file the
Required Filings by the filing deadline of April 29, 2024. The MCTO
was issued by the OSC on May 1, 2024, and is expected to remain in
effect until two business days after the Default is remedied. The
MCTO prohibits trading in securities of the Company, whether direct
or indirect, by certain specified parties including each of the
Company’s directors and officers. The issuance of the MCTO does not
generally affect the ability of persons who are not directors,
officers or other insiders of AnalytixInsight to trade in
securities of the Company.
The Company intends to continue to make every effort to complete
the Required Filings as soon as possible. In that regard, a meeting
of the Board was held on May 7, 2024 (the “May 7 Board
Meeting”), at which matters necessitating approval of the Board
related to the Required Filings were discussed, including in
respect of the disputed expense items. At this meeting, it was also
reported by the Company’s management that the Company faced a
number of near-term liquidity issues, including that: (a) the
Company’s cash reserves had been significantly depleted due to
several unexpected payments, (b) the Company had been unable to pay
certain of its employees and consultants for the month of May in
accordance with their contracts, and (c) the Company’s revenues had
declined significantly over the past year and an anticipated
payment from MarketWall S.R.L. had not been received in early 2024
as expected, while its accrued payables had increased markedly. The
Company learned that the payment from MarketWall S.R.L. would not
be received at a shareholder meeting of MarketWall S.R.L. held on
March 21, 2024.
In light of the Company’s financial condition as of the May 7
Board Meeting, and the restrictions imposed on the Board pursuant
to the intended interim orders (the “Interim Orders”) of the
Court made in connection with legal proceedings disclosed in the
Company’s May 3, 2024 press release, the Board determined at its
May 7, 2024 meeting to seek approval of the Court to pursue funding
options as an activity that might be characterized as outside of
the ordinary course of business. A Court appearance respecting such
matter was held today and the Court authorized the Company to
explore funding options, provided that any proposed steps arising
from the exercise will be subject to Board and Court approval.
There is no assurance that new funding will be available to the
Company, on reasonable terms or at all. In the absence of new
funding, the Company may not be able to continue as a going
concern.
Earlier this week, the Company collected certain account
receivables early and used a portion thereof to pay the final
outstanding invoice of its auditor and other outstanding amounts
due to its employees and consultants. Subject to the work of the
Court-ordered inspector and any further determinations of the
Court, the Company will continue to make every effort to be in a
position to make the Required Filings on or prior to June 28,
2024.
The Company cautions that, if the Required Filings are not made
by May 30, 2024, the Company may be unable to confirm its 2024
opening balances and, as a result, unable to file its interim
financial statements for the three-month period ended March 31,
2024, and the related Management’s Discussion and Analysis and the
certifications related to such filings required from the Company’s
chief executive officer and chief financial officer, by the
applicable filing deadline for the Q1 2024 financial reporting of
May 30, 2024.
Other than as set out herein, the Company confirms that (a)
there have been no changes to the information contained in the
Default Announcement that would reasonably be expected to be
material to an investor, (b) the Company believes that there has
been no failure by the Company in fulfilling its stated intentions
with respect to satisfying the provisions of the alternative
information guidelines under NP 12-203, (c) there is no anticipated
specified default (as such term is defined in NP 12-203) subsequent
to the Default, and (d) there is no other material information
concerning the affairs of the Company that has not been generally
disclosed.
Should the Company fail to make the Required Filings on or
before June 28, 2024, the OSC may impose a cease trade order that
all trading in securities of the Company cease for such period of
time as the OSC may deem appropriate.
For more information about the Interim Orders, please refer to
the Company’s press release dated May 3, 2024, which is available
under the Company’s SEDAR+ profile at www.sedarplus.ca.
The Company intends to continue to comply with the alternative
information guidelines set out in NP 12‑203 until the Required
Filings are made, including by issuing bi-weekly default status
reports in the form of further news releases.
The issuance of this news release has been approved by the
Board, and more specifically Messrs. Veeravalli (independent),
Kadar (independent), and Gardner (independent).
About AnalytixInsight Inc.
AnalytixInsight is a data analytics and enterprise software
solutions provider. AnalytixInsight develops and markets
cloud-based platforms providing financial content, company analysis
and stock research solutions to the financial services industry.
AnalytixInsight holds a 49% interest in MarketWall S.R.L., a
developer of fintech solutions for financial institutions in
Italy.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this news release constitute
“forward-looking information” within the meaning of applicable
securities laws and the respective policies, regulations and rules
under such laws (“forward-looking statements”). These
forward-looking statements generally are identified by words such
as “anticipate”, “expect”, “intend”, “will” and similar
expressions, although not all forward-looking statements contain
these identifying words. Specific forward-looking statements in
this news release include, but are not limited to, statements
regarding: (a) the completion and filing of the Required Filings
and the expected timeframe for doing so; (b) the Interim Orders and
the anticipated consequences thereof; (c) the duration of the MCTO
and the potential imposition of a cease trade order that all
trading in securities of the Company cease for such period of time
as the OSC may deem appropriate; (d) the availability or
suitability of potential funding options to address the Company’s
funding needs and the intention to seek Court approval to pursue
funding options; and (e) the timeframe for the completion of the
audit of the Company’s annual financial statements for the year
ended December 31, 2023. Although the Company believes that the
expectations and assumptions on which such forward-looking
statements are based are reasonable, undue reliance should not be
placed on the forward-looking statements because the Company can
give no assurance that they will prove to be correct. Since
forward-looking statements and information address future events
and conditions, by their very nature they involve inherent risks
and uncertainties. Many factors could cause actual future events to
differ materially from the forward-looking statements in this news
release including, without limitation, the risk that the issues to
be addressed by the Interim Orders and the Court-ordered inspector
are not resolved in a timely manner or at all, the risk that the
Company may not be able to make the Required Filings within the
anticipated timeframe or at all, the risk that the Court-ordered
inspector, or the audit of the Company’s 2023 financial statements,
may uncover additional issues and/or may not be completed in a
timely manner or at all, the risk that funding options are not
available to the Company, on reasonable terms or at all, to address
its funding needs, the risk that the OSC imposes a cease trade
order that all trading in securities of the Company cease for such
period of time as the OSC may deem appropriate and the risk of
further Court proceedings and the impact thereof. Additionally,
there are uncertainties inherent in forward-looking information,
including factors beyond the Company’s control. Readers are
cautioned that the foregoing list of factors is not exhaustive. The
forward-looking statements included in this news release are
expressly qualified by this cautionary note. The forward-looking
statements contained in this news release are made as of the date
hereof and the Company undertakes no obligation to update publicly
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise, unless so required by
applicable laws.
Regulatory Statements
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.
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version on businesswire.com: https://www.businesswire.com/news/home/20240517140195/en/
Natalie Hirsch Interim CEO AnalytixInsight Inc.
natalie.hirsch@analytixinsight.com Tel: 647-955-2933
AnalytixInsight (TSXV:ALY)
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