XTM Inc. ("XTM" or the "Corporation") (QB: XTMIF / CSE: PAID / FSE: 7XT) announced today that a management cease trade order ("MCTO") has been granted by the Ontario Securities Commission (the "OSC") related to it not meeting its filing deadline for its audited annual financial statements, management's discussion and analysis and related certifications for the financial year ended December 31, 2022 (collectively, the "Issuer Statements"), as required under applicable Canadian securities laws.
In connection with the Corporation's expectation that it would be unable to file the Issuer Statements on time, the Corporation applied for an MCTO under National Policy 12-203 – Management Cease Trade Orders ("NP 12-203") as disclosed in the Corporation's news release dated April 25, 2023.
As previously announced, the Corporation applied for the MCTO due to a recent change of auditor for the Corporation and audit requirements resulting from increased transaction volume experienced by the Corporation, and has now determined that it will not be able to file Issuer Statements on time.
On May 2, 2023, the OSC, as the Corporation's principal regulator, granted the Corporation's application for the MCTO.
The MCTO restricts trading in securities of the Corporation by management of the Corporation until such time as the Issuer Statements have been filed by the Corporation and the MCTO is no longer in effect. The MCTO does not affect the ability of shareholders to trade their securities and the general investing public will continue to be able to trade in the Corporation's common shares. However, the Corporation's CEO and CFO will not be able to trade the Corporation's common shares until such time as the Issuer Statements have been filed and all continuous disclosure requirements have been satisfied by the Corporation, and the MCTO has been revoked by the OSC.
The Corporation's finance and accounting teams are working diligently with its auditors and the Corporation expects to have the audit of the Issuer Statements completed on or before May 19, 2023. The Corporation will issue a news release once the Issuer Statements have been filed. Until the Corporation files the Issuer Statements, it will comply with the alternative information guidelines set out in NP 12-203 by issuing bi-weekly default status reports, in the form of news releases, for so long as the Issuer Statements have not been filed.
XTM, www.xtminc.com, is a Miami and Toronto-based fintech innovator in the neo-banking space, helping businesses and service workers in the hospitality and personal care space disseminate and access earned wages and gratuities. XTM's Today™ Solution, comprised of a free mobile app and a Visa or Mastercard debit card with free banking features, is used by thousands of restaurants, salons and staff across Canada and the United States. XTM is a global card issuer and real-time payment specialist. Our technology is used by Restaurants, Salons and service staff at no charge to automate and expedite Earned Wage and Gratuity Access, increasing time and attendance and eliminating cash from ecosystems. XTM's Today solution drives operational efficiencies and delivers a bespoke user experience designed specifically for service workers.
The CSE has not approved nor disapproved the contents of this press release, and the CSE does not accept responsibility for the adequacy or accuracy of this release.
Disclaimer for Forward-Looking Statements
This press release contains "forward-looking information" within the meaning of applicable Canadian securities laws. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect", "likely" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. Forward-looking information in this press release includes, without limitation, statements relating to the date of filing of the Issuer Statements and the satisfaction of the provisions of NP 12- 203.
By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future and there are many factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.
The forward-looking information contained herein is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward looking information is made. The Corporation undertakes no obligation to update or revise any forward looking information, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward looking information, except as required by applicable law.