The Ontario Securities Commission (OSC) issued a partial revocation of a failure-to-file cease trade order (FFCTO) against Humble & Fume Inc. The FFCTO was originally imposed due to the company’s failure to file interim financial statements, management’s discussion and analysis, and related certifications for the periods ending September 30, 2023, and December 31, 2023. Humble & Fume Inc., a distributor of cannabis accessories, sought the partial revocation to facilitate a court-approved transaction under the Companies’ Creditors Arrangement Act (CCAA).
The transaction involves the sale of shares to 1000760498 Ontario Inc. (the Purchaser) in exchange for the assumption of certain secured debts. This transaction was approved by the Ontario Superior Court of Justice and is necessary for the company’s restructuring efforts. The partial revocation allows the necessary trades in securities to complete the transaction, subject to conditions including the Purchaser’s acknowledgment of the ongoing FFCTO.
The decision was made under section 144 of the Securities Act, R.S.O. 1990, c. S.5, as amended, and National Policy 11-207 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. The partial revocation is valid until the completion of the transaction or 60 days from the order date, whichever comes first.