Toronto, Ontario–(Newsfile Corp. – December 31, 2021) – High Fusion Inc. (CSE: FUZN) (“High Fusion” or the “Company“) announced that, as requested by the Company, it has been granted a Management Cease Trade Order (“MCTO“) today by the Ontario Securities Commission (“OSC“) as a result of its December 16, 2021 announcement that it would be late in filing its interim financial statements for the three month period ended October 31, 2021 and related Management’s Discussion & Analysis, and CEO and CFO certification of filings (collectively, the “Q1 2022 Filings“).
The late filing is due to the complexity associated with consolidating the purchase of the assets and business of OutCo Labs Inc. completed on August 31, 2021. In order to complete the process, the Issuer will establish a timetable with its audit committee with the aim of completing specific tasks in the process on a daily basis.
As a result of this delay in filing, the OSC, the principal regulator of the Company, today issued a MCTO, which imposed restrictions on all trading in and all acquisitions of securities of the Company, whether direct or indirect, by the Chief Executive Officer and the Chief Financial Officer of the Company. The MCTO will not affect the ability of persons who are not insiders of the Company to trade its securities.
The Company intends to satisfy the provisions of the Alternative Information Guidelines as set out in National Policy 12-203 so long as the Q1 2022 Filings are outstanding. This includes the issuance of further by-weekly default status reports, each of which will be issued in the form of a press release. A general cease trade order may be issued if the Company fails to file such default status reports on a timely basis.
About High Fusion Inc.
High Fusion Inc. (formerly Nutritional High International Inc.) is focused on developing and manufacturing branded products in the cannabis industry with a specific focus on flower, pro-rolls, vapes, edibles and oil extracts for medical and adult recreational use. The Company operates and controls licenses in California, Colorado and Oregon.
High Fusion has manufacturing, retail and grow operations in California through its acquisition of the business of OutCo and owns and operates oil extraction and edible manufacturing facilities in Colorado and Oregon. The Company’s brand portfolio includes its award winning FLÏ™ edibles and vape product, along with a number of new brands including Red Octopus and Dubbi Brothers in addition to the OutCo and Thrive brands recently acquired.
Neural Therapeutics Inc. is a wholly-owned subsidiary of High Fusion focused on ethnobotanical drug-discovery and development company. Neural Therapeutics is focused on developing products and conducting research on the psychoactive cacti plants with the primary objective to find where the historical use in traditional medicine has proven to be effective and capitalize on the opportunities that can be applied in modern medical and natural health product markets.
For updates on the Company’s activities and highlights of the Company’s press releases and other media coverage, please visit www.high-fusion.com.
For further information, please contact:
High Fusion Inc.
Robert Wilson, Chief Financial Officer
Caution Regarding Forward-Looking Information:
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR OTC MARKETS GROUP INC., NOR THEIR REGULATIONS SERVICES PROVIDERS HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
This news release may contain forward-looking statements and information based on current expectations. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Risks that may have an impact on the ability for these events to be achieved include completion of the Q1 2022 Filings. Although such statements are based on management’s reasonable assumptions, there can be no assurance that such assumptions will prove to be correct. We assume no responsibility to update or revise them to reflect new events or circumstances.
The Company’s securities have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or applicable state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or “U.S. Persons”, as such term is defined in Regulation S under the U.S. Securities Act, absent registration or an applicable exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.
Additionally, there are known and unknown risk factors which could cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. All forward-looking information herein is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law. Some of the risks and other factors that could cause actual results to differ materially from those expressed in forward-looking information expressed in this press release include, but are not limited to: obtaining and maintaining regulatory approvals including acquiring and renewing U.S. state, local or other licenses, the uncertainty of existing protection from U.S. federal or other prosecution, regulatory or political change such as changes in applicable laws and regulations, including U.S. state-law legalization, market and general economic conditions of the cannabis sector or otherwise..
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