Toronto, Canada, March 18, 2019 – Namaste Technologies Inc. (“Namaste” or the “Company”) (TSXV: N) (FRANKFURT: M5BQ) (OTCMKTS: NXTTF) wishes to announce the appointment of Baker Tilly WM LLP (“Baker Tilly”) as its auditor. This follows Namaste’s prior announcement on March 5, 2019, announcing the resignation of PricewaterhouseCoopers, LLP as its former auditor. The Company’s audit committee and board have approved the appointment of Baker Tilly effective March 15, 2019.
Baker Tilly is a full-service accounting, tax and advisory firm with offices in Vancouver and Toronto. Baker Tilly is an independent member of Baker Tilly International, a worldwide network of independent accounting and business advisory firms in 147 territories, with 33,600 professionals.
The filings required under Section 4.11(6) of National Instrument 51-102- Continuous Disclosure Obligations will be made publicly available at www.sedar.com. The Company confirms that there were no “reportable events” (as such term is defined in NI 51-102) with respect to the Company since the appointment of its former auditor. Namaste also announces that it will not be in a position to file its audited annual financial statements for the fiscal year ended November 30, 2018 and the related management’s discussions and analysis (the “Annual Filings”) by the filing deadline of April 1, 2019, in order to permit sufficient time for Baker Tilly to complete its audit.
Accordingly, the Company has made an application to the applicable regulatory authorities under National Policy 12-203 requesting that a management cease trade order (the “MCTO”) be granted in respect of the anticipated late filing of the Annual Filings. If the Company receives the MCTO, it is anticipated that the general investing public will continue to be able to trade in the Company’s listed common shares. However, it is anticipated that for the duration of the MCTO, the Company’s Chief Executive Officer, Chief Financial Officer and such other directors, officers and persons as determined by the applicable regulatory authorities will not be able to trade the Company’s shares. There is no guarantee that a MCTO will be granted. If the MCTO is granted, the Company intends to comply with the provisions of the alternative information guidelines as set out in National Policy 12-203 – Management Cease Trade Orders for so long as it remains in default due to the late filing of the Annual Filings, including the issuance of bi-weekly default status reports, in the form of a news release.
The Company and its management are committed to working closely with Baker Tilley to complete the year-end audit as soon as possible.
About Namaste Technologies Inc.
Namaste Technologies powers the ultimate online customer experience for medicinal cannabis and related products. Beginning with NamasteMD.com, the Company’s integrated telemedicine application, we connect medical clients with health care practitioners to more readily issue and renew cannabis prescriptions online. Featuring the first Canadian Medical Sales-Only Licence, the Company’s own Cannmart.com is your ‘everything cannabis store’ offering clients a large variety of strains to fill their prescription needs. Namaste’s unique artificial intelligence (AI) engine incorporated in its platforms and related Uppy App, completes our ecosystem by identifying the right product and pairing to address specific medical cannabis requirements. Namaste also provides vaporizers and accessories across several platforms operating in more than 20 countries. Namaste’s global technology addresses local needs in a burgeoning cannabis industry requiring smart solutions. For more information about Namaste, please visit www.Namastetechnologies.com
For more information please contact:
Incite Capital Markets
Darren Seed / Eric Negraeff
Email: [email protected]
Further information on the Company and its products can be accessed through the links below:
FORWARD-LOOKING INFORMATION – This news release contains “forward-looking information” within the meaning of applicable securities laws. All statements contained herein that are not historical in nature contain forward-looking information. Forward-looking information can be identified by words or phrases such as “may”, “expect”, “likely”, “should”, “would”, “plan”, “anticipate”, “intend”, “potential”, “proposed”, “estimate”, “believe” or the negative of these terms, or other similar words, expressions and grammatical variations thereof, or statements that certain events or conditions “may” or “will” happen.
The forward-looking information contained in this press release, includes, but is not limited to, statements related to Namaste’s filing of annual financial statements for the fiscal year ended November 30, 2018 and the related management’s discussion and analysis and the MCTO. The forward-looking information contained herein is made as of the date of this press release and is based on assumptions management believed to be reasonable at the time such statements were made, including management’s perceptions of the anticipated timeline in which the Annual Filings can be completed and filed, results of operations, operational matters, historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. While we consider these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct. By their nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking information in this press release. Such factors include, without limitation: risks relating to the Company’s ability to execute its business strategy and the benefits realizable therefrom, risks specifically related to the Company’s international operations, and risks relating to the market price of the Common Shares. Additional risk factors can also be found in the Company’s current MD&A and annual information form, both of which have been filed under the Company’s SEDAR profile at www.sedar.com. Readers are cautioned not to put undue reliance on forward-looking information. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release or has in any way approved or disapproved of the contents of this press release.