Sundial Growers Inc. (NASDAQ:SNDL) expects to file its audited consolidated financial statements for the year ended December 31, 2021, annual management’s discussion and analysis for the same period, annual information form for the same period and management certifications of annual filings, on or before April 29, 2022, which will be within the applicable U.S. filing deadline.
The principal reason for the delay is the significant amount of additional work and in-depth procedures required to be performed by the company and its external auditor as 2021 is the first year that the company is required to have an auditor attestation report on its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act of 2002. The company becoming subject to the requirement to obtain an auditor attestation report on internal control over financial reporting is a function of the rapid growth in scale and level of corporate activity Sundial has achieved over the last two years.
The company’s auditor has confirmed it will not seek reappointment at the company’s 2022 annual shareholder meeting, but will complete the review of the company’s 2022 first quarter financial statements in order to assist the company with transition to a new auditor, at Sundial’s request. There have been no disagreements between the company and the auditor regarding any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures. Sundial believes that there will be no restatement of previously released financial statements of Sundial.
MCTO Status Update
Sundial also provided bi-weekly update on the status of the management cease trade order granted on April 1, 2022 by its principal Canadian regulator, the Alberta Securities Commission, under National Policy 12-203 – Management Cease Trade Orders. The company has requested an extension of the MCTO from the ASC.
The MCTO restricts the CEO and CFO from all trading in securities of Sundial until such time as the Filings have been filed by the company and the MCTO has been lifted. The MCTO does not affect the ability of other shareholders to trade in securities of the company.
Sundial confirmed that since its April 1st
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There has been no material change to the information set out in the April 1, 2022 press release that has not been generally disclosed other than as set forth herein;
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The company is satisfying and confirms that it intends to continue to satisfy the provisions of the “alternative information guidelines” under NP 12-203 and issue bi-weekly default status reports for so long as the delay in filing the filings is continuing, each of which will be issued in the form of a news release;
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There has not been any other specified default by the company under NP 12-203;
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The company is not subject to any insolvency proceedings;
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There is no material information concerning the affairs of the company that has not been generally disclosed.
