TORONTO, April 3,
2024 /CNW/ - Payfare Inc. ("Payfare" or the
"Company") (TSX: PAY) (OTCQX: PYFRF) announces that
further to its application to the Ontario Securities Commission
("OSC") for a management cease trade order ("MCTO")
to be imposed in respect of its delay in filing its audited annual
financial statements, management's discussion and analysis, annual
information form, and related certifications, all for the year
ended December 31, 2023
(collectively, the "Annual Filings"), the OSC has today
granted the MCTO. The MCTO prohibits the chief executive officer
and the chief financial officer of the Company from trading in
securities of the Company for so long as the Annual Filings are not
filed, including the disposition or acquisition of securities of
the Company under any automatic plan. During this period, the
Company will cease any share buy-back activities under its normal
course issuer bid, and has undertaken not to, directly or
indirectly, issue or acquire securities from an insider or employee
of the Company.
The MCTO does not affect the ability of shareholders who are not
insiders of the Company to trade their securities of the
Company.
The Company will issue a news release announcing completion of
filing of the Annual Filings at such time as they are completed and
filed. Until the Company files the Annual Filings, it will comply
with the alternative information guidelines set out in under
National Policy 12-203 – Cease Trade Orders for Continuous
Disclosure Defaults, including issuing bi-weekly default status
reports by way of news releases, which will be filed on SEDAR+.
Payfare reaffirms its previously issued fourth quarter and full
year 2023 guidance on its revenues and earnings. The delay in the
Annual Filings is due solely to the delay in receiving the System
and Organization Controls ("SOC 1") auditor's report from
its material vendor and has no impact on the Company's financial
outlook. The Company remains in constant communications with its
vendor as it relates to such vendor's progress towards the
completion of its SOC 1 audit.
About Payfare
Payfare is a global financial technology company powering
digital banking and instant payment solutions for today's gig
workforce. Payfare partners with leading platforms and
marketplaces, such as Uber, Lyft and DoorDash, to provide financial
health for their workforce.
Cautionary Statement Regarding
Forward Looking Information
Information and statements contained in this news release that
are not historical facts are "forward-looking information" within
the meaning of applicable securities legislation that involve risks
and uncertainties relating, but not limited, to Payfare's current
expectations, intentions, plans, and beliefs. Forward-looking
information can often be identified by forward-looking words such
as "anticipate", "believe", "expect", "goal", "plan", "target",
"intend", "estimate", "could", "should", "may" and "will" or the
negative of these terms or similar words suggesting future
outcomes, or other expectations, beliefs, plans, objectives,
assumptions, intentions or statements about future events or
performance. Examples of forward-looking information in this news
release include, without limitation: the timing of filing of
Payfare's Annual Filings, and Payfare's compliance with the MCTO
and NP 12-203. This forward-looking information is based, in part,
on assumptions and factors that may change or prove to be
incorrect, thus causing actual results, performance or achievements
to be materially different from those expressed or implied by
forward-looking information.
Security holders, potential security holders and other
prospective investors should be aware that these statements are
subject to known and unknown risks, uncertainties and other factors
that could cause actual results to differ materially from those
suggested by the forward-looking statements. Such risks include the
factors discussed from time to time in Payfare's filings with the
Canadian Securities Authorities, copies of which can be found under
Payfare's profile on the SEDAR+ website at www.sedarplus.ca.
Security holders, potential security holders and other prospective
investors are cautioned not to place undue reliance on
forward-looking information. By its nature, forward-looking
information involves numerous assumptions, inherent risks and
uncertainties, both general and specific, that contribute to the
possibility that the predictions, forecasts, projections and
various future events will not occur. Payfare undertakes no
obligation to update publicly or otherwise revise any
forward-looking information whether as a result of new information,
future events or other such factors which affect this information,
except as required by law.
SOURCE Payfare