TORONTO, April 18, 2024 – Glow LifeTech Corp. (CSE: GLOW) (OTCQB: GLWLF) (“Glow” or the “Company“) announces that the Company is currently seeking a new auditor to perform its audit because the Company’s auditor (the “Auditor“) has advised that it is under investigation by the Professional Conduct Committee of the Chartered Professional Accountants of Ontario for professional misconduct (the “Investigation“). As a result of the Investigation, the Auditor advised the Company that it is unable to continue to perform public company audits.
As a result, the Company applied to the Ontario Securities Commission (the “OSC“) for a management cease trade order (“MCTO“) with respect to its audited consolidated financial statements for the year ended December 31, 2023, the annual management’s discussion and analysis for the same period and management certifications of the annual filings (collectively, the “Annual Filings“). The OSC is of the view that there is not sufficient liquidity in the market for the Company’s securities and the MCTO was denied. As a result, the Company anticipates that the Annual Filings will not be filed by the prescribed deadline of April 29, 2024, and the Company anticipates that on or about April 29, 2024, the OSC will issue a failure to file cease trade order against the Company (“CTO“) which orders that general trading, whether direct or indirect, of the securities of the Company cease.
Despite the CTO, a beneficial holder of a security of the Company who is not, and was not as of the date of the CTO, an insider or control person of the Company may sell securities of the Company acquired before the date of the CTO if: (a) the sale is made through a “foreign organized regulated market”, as defined in section 1.1 of the Universal Market Integrity Rules of the Investment Industry Regulatory Organization of Canada; and (b) the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation. Holders of the Company’s securities are urged to consult with their own investment advisors or legal counsel about the implications of the CTO.
The Company does not expect an interruption of the operations of the Company during the CTO. Revocation of the CTO is expected to occur within a few days after the Annual Filings are made.
Until the Company has filed the Annual Filings, members of the Company’s management and other insiders are subject to an insider trading black-out. The Company confirms that, other than as disclosed in prior press releases and material change reports, there have been no material business developments since the filing of the Company’s latest interim financial report.
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About Glow LifeTech Corp.
Glow LifeTech is a Canadian-based biotechnology company focused on producing nutraceutical and cannabinoid-based products with dramatically enhanced bioavailability, absorption and effectiveness. Glow has rights to the groundbreaking, plant-based MyCell Technology® delivery system, which transforms poorly absorbed natural compounds into enhanced water-compatible concentrates that unlock the full healing potential of the valuable compounds.
Website: www.glowlifetech.com
Contact:
James Van Staveren
Glow LifeTech Corp.
TF. 855-442-GLOW (4569)
ir@glowlifetech.com
Forward-looking Information Cautionary Statement
Except for statements of historic fact, this news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” or “will” occur. Forward-looking statements are based on the opinions and estimates at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements including, but not limited to delays or uncertainties with regulatory approvals, including that of the CSE. There are uncertainties inherent in forward-looking information, including factors beyond the Company’s control. There are no assurances that the commercialization plans for the technology described in this news release will come into effect on the terms or time frame described herein. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company’s filings with Canadian securities regulators, which filings are available at www.sedar.com
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