Refilings and Errors List
On October 25, 2002, we introduced the Refilings and Errors List (the List) on the Commission's web site. The purpose of the List is to provide transparency to the market when, during a staff review, an issuer has amended its CD record, website or social media.
The List identifies issuers and investment funds with deficiencies identified during a staff review and that leads to Corrective Disclosure and will result in the issuer or investment fund being placed on the List. Please note that we will add the name of an issuer or investment fund to the List irrespective of whether the deficiency was identified by staff, by the issuer or investment fund or their advisors during the review process. We will also add the issuer or investment fund to the List regardless of whether the Commission ordered the filing or refiling, or the issuer or investment fund took this step voluntarily.
An issuer or investment fund’s name will be kept on the List for a period of three years from the date the Corrective Disclosure is made to the Continuous Disclosure record or website, or on social media. After the three-year period, the issuer or investment fund’s name will be archived.
For additional information and examples regarding Corrective Disclosure, please refer to OSC Staff Notice 51-711 (Revised) Refilings and Corrections of Errors
Reasons for refiling: The Issuer amended and restated, its management discussion and analysis for the year ended December 31, 2020 (the 2020 Annual MD&A). The 2020 Annual MD&A was refiled to clarify the following: (i) the Issuer’s e-Commerce business is currently its main revenue source (ii) provide disclosures by segment of gross profit, cost of sales and other relevant factors for the e-Commerce and Artificial Intelligence segments as well as the Issuer’s future business plans in respects to both segments. Additionally, the Issuer issued a clarifying press release to update previously disclosed forward looking revenue forecasts set forth in its press releases dated January 12 and 15 of 2021 and February 16, 2021. As noted in the clarifying press release, the Issuer’s previously disclosed revenue projection of $50-$60 million for fiscal 2021 is now expected to be $26 million.
The Issuer filed a material contract, which was required to have been filed at an earlier date.
The Issuer has included enhanced disclosure in its Management’s Discussion & Analysis (MD&A) for the three months ended September 30, 2021. These enhancements relate to, among other things, its liquidity and cash resources, discussion of operations, its projects, expenditures made, the timing and costs anticipated to advance the Issuer’s projects to the next stage, and the regulatory framework relating to psychedelic substances in each jurisdiction where the Issuer operates. In addition, the Issuer filed its management information circular on November 18, 2021, which included the statement of executive compensation disclosure required by Form 51-102F6V that was previously omitted. This disclosure was required to be filed in accordance with subsection 9.3.1(2.2) of NI 51-102.
The Issuer had amended and restated its management’s discussion and analysis (the “MD&A”) for the three and six months ended June 30, 2021 and included disclosure in the MD&A for the for the three and nine-months ended September 30, 2021 in respect of the following: (1) provide the required discussion and analysis of operations, including description of projects that have not yet generated revenue; (2) provide enhanced discussion and analysis contained in the Liquidity and Capital Resources section; (3) provide discussion of the material factors and assumptions underlying previously disclosed forward-looking information, as well as updates to and withdrawals of certain previously disclosed forward-looking statements.
The Issuer amended and restated, its management discussion and analysis for the three and six months ended June 30, 2021 (the Q2 Interim MD&A) as well as its condensed consolidated interim financial statements for the six months ended June 30, 2021 (the Q2 Interim Financial Statements). The Q2 Interim MD&A was refiled to correct certain deficiencies including disclosures relating to: (i) the Issuer's operations, business objectives, and relationships with third parties, (ii) the marketing expenditures incurred by the Issuer during the three and six month period ended June 30, 2021, (iii) the regulatory framework governing the Issuer's operations in Canada and the United States, (iv) the Issuer's revenue, liquidity, and working capital, and (v) the impact of the COVID-19 pandemic on the Issuer. The Q2 Interim Financial Statements were amended and restated to: (i) recognize approximately USD $83,000 in share based compensation payable to certain consultants of the Issuer, accrued during the six months ended June 30, 2021, and (ii) correct certain incorrect disclosure in respect of the consideration paid by the Issuer in connection with the reverse takeover transaction completed by the Issuer with Potbotics Inc., in April 2021.
The Issuer amended and refiled its Management’s Discussion & Analysis for the year ended June 30, 2021 and the three and nine months ended March 31, 2021 to provide enhanced disclosures of the following: status of the Issuer’s business, analysis of revenues and expenses, discussion of liquidity and capital resources, disclosure about projects that have not yet generated revenue and risk factor disclosure.
| Filed a material change report related to the previously disclosed determination made by Centerra on August 9, 2021, that a number of coordinated actions taken by the Kyrgyz Republic had ultimately resulted in the seizure of the Kumtor Mine by the Kyrgyz Republic and a loss of control of the mine by Centerra. The material change report were required to have been filed at an earlier date. |
The management reports of fund performance for the annual period ended December 31, 2014 and interim period ended June 30, 2015 were restated to correct the trading expense ratio for the periods ended December 31, 2014 and June 30, 2015.