TORONTO, April 23, 2024 (GLOBE NEWSWIRE) — AnalytixInsight Inc. (“AnalytixInsight”, or the “Company”) (TSX-V: ALY) announced today an anticipated delay in the filing of its audited financial statements for the year ended December 31, 2023, its 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 Company also announced that, in connection with recently disclosed legal proceedings filed in the Ontario Superior Court of Justice (Commercial List) (the “Court Proceedings”), the Court has directed that an expedited hearing be held on April 26, 2024 (the “April 26 Hearing”) to address two main issues: (a) the question of the authority and standing of applicants’ counsel to represent the Company for purposes of these proceedings and otherwise, and (b) the related question as to the applicants’ counsel’s standing and authority to bring a derivative action on behalf of the Company. Pending the disposition of the April 26 Hearing, the Court directed a standstill, with certain specified exceptions, regarding matters in dispute related to resolutions approved by the Company’s board of directors (the “Board”) on April 5, 11 and 17, 2024, the validity of which resolutions is contested.
Pending the disposition of the April 26 Hearing, there is uncertainty regarding the Company’s decision-making. Such uncertainty has rendered the Company and its 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.
Subject to the Court’s determination of the April 26 Hearing, the Company currently anticipates that it will be in a position to file the Required Filings within one month of such determination being made by the Court.
In the circumstances, the Company has applied to the Ontario Securities Commission (the “OSC”), as principal regulator, to approve a temporary management cease trade order (“MCTO”) under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”). If granted, the MCTO will prohibit trading in securities of the Company by certain insiders of the Company. There is no certainty that an MCTO will be granted. The issuance of an 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 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 Company will provide a further announcement if the OSC determines not to accept the Company’s application for an MCTO.
The issuance of this news release has been approved by the Board. This news release is available under the Company’s SEDAR+ profile at www.sedarplus.ca.
Contact Information:
Jonathan Dwek
Chief Financial Officer
AnalytixInsight Inc.
jonathan.dwek@analytixinsight.com
Tel: 647-955-2933
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 filing of the Company’s annual financial statements for the year ended December 31, 2023, the accompanying Management’s Discussion and Analysis and the certifications related to such filings required from the Company’s chief executive officer and chief financial officer, (b) the disposition of the Court hearing to be held on April 26, 2024 and the anticipated consequences thereof, and (c) 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 at the Court hearing to be held on April 26, 2024 are not resolved in a timely manner, the risk that the audit may uncover additional issues, and the risk that the Company may not be able to file the annual filings referred to above within the anticipated timeframe. 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.
