The Ontario Securities Commission (OSC) granted a partial revocation of a cease trade order (CTO) that had been imposed on Advantex Marketing International Inc. due to the company’s failure to file required financial documents. The CTO was originally issued on November 1, 2019, after Advantex did not file its audited annual financial statements, management’s discussion and analysis, and related certifications for the year ended June 30, 2019.
Advantex applied for a partial revocation of the CTO to allow it to complete a private placement to accredited investors, with the intention of using the proceeds to update its continuous disclosure obligations, retire existing debt, and fund operational expenses.
The OSC’s decision was based on several representations by Advantex, including its current financial difficulties, the nature of its business, and its plans to remedy its continuous disclosure defaults. The company also indicated that it would use the financing to pay late filing fees and legal fees associated with the revocation of the CTO and the private placement, as well as to provide working capital.
The partial revocation was granted under certain conditions, including the dissemination of a press release and the filing of a material change report by Advantex. Participants in the private placement were to receive copies of the CTO, the partial revocation order, and a written notice about the limitations of the partial revocation. They were also required to acknowledge in writing their understanding of these documents and the conditions.
The partial revocation was based on Section 144 of the Securities Act (Ontario) and was subject to the provisions of National Policy 11-207 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. The decision was made on February 25, 2021, and the order would expire 60 days from the date of issuance or upon the closing of the Financing, whichever came first.