Refilings and Errors List

On October 25, 2002, we introduced the Refilings and Errors List (the List) on the Commission's web site. The purpose of the List is to provide transparency to the market when, during a staff review, an issuer has amended its CD record, website or social media.

The List identifies issuers and investment funds with deficiencies identified during a staff review and that leads to Corrective Disclosure and will result in the issuer or investment fund being placed on the List. Please note that we will add the name of an issuer or investment fund to the List irrespective of whether the deficiency was identified by staff, by the issuer or investment fund or their advisors during the review process. We will also add the issuer or investment fund to the List regardless of whether the Commission ordered the filing or refiling, or the issuer or investment fund took this step voluntarily.

An issuer or investment fund’s name will be kept on the List for a period of three years from the date the Corrective Disclosure is made to the Continuous Disclosure record or website, or on social media. After the three-year period, the issuer or investment fund’s name will be archived.

For additional information and examples regarding Corrective Disclosure, please refer to OSC Staff Notice 51-711 (Revised) Refilings and Corrections of Errors

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Description of Deficiency
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Jushi Holdings Inc.

The Issuer filed an amended and restated material change report (the Amended MCR) in respect of its material change report originally filed on December 16, 2022 (the December 2022 MCR). The December 2022 MCR was filed in connection with the offering by the Issuer of 12% Second Lien Notes and detached warrants, including to certain related parties of the Issuer. The December 2022 MCR did not include the required disclosure regarding insider participation or disclosure in accordance with Multilateral Instrument 61-101 Protection of Minority Securityholders in Special Transactions (MI 61-101) with respect to the offering. At the request of Staff, the Issuer filed the Amended MCR, which Amended MCR includes the previously omitted related party disclosure required under MI 61-101.

P2Earn Inc.

In connection with the Commission’s review of the Issuer’s continuous disclosure record, the Issuer filed (i) a notice of change of auditor relating to the appointment of a successor auditor effective February 22, 2023, and (ii) letters from the former and successor auditors relating to the notice of change of auditor pursuant to section 4.11 of National Instrument 51-102, which were required to be filed at an earlier date.

Wallbridge Mining Company Limited

The Issuer filed an amended technical report to remove certain disclosure with respect to a “Blue Sky Scenario” regarding the Detour-Fenelon Gold Trend Property’s potential as well as certain appendices providing additional disclosure regarding the electrical and ventilation infrastructure of the Fenelon Gold project.

Healwell AI Inc.

The Issuer did not previously file its Strategic Alliance Agreement as a material contract as required by National Instrument 51-102 Continuous Disclosure Obligations.

Predictiv AI Inc. (formerly, Internet of Things Inc.)

The Issuer re-filed management’s discussion and analysis for year ended January 31, 2023 to include corporate governance disclosures in accordance with National Instrument 58-101 Disclosure of Corporate Governance Practices and executive compensation disclosures in accordance with Form 51-102F6V Statement of Executive Compensation – Venture Issuers for the periods ended January 31, 2023, 2022 and 2021, which were required to be filed at an earlier date.

First Phosphate Corp.

The Issuer re-filed an: (a) amended and restated management's discussion and analysis (the "A&R MD&As") related to its annual consolidated financial statements for the years ended February 28, 2023 and February 28, 2022, and the interim period ended May 31, 2023, (b) amended and restated annual information form for the year ended February 28, 2023 (the "A&R AIF"), and (c) amended and restated Form 51-102F6V Statement of Executive Compensation for the year ended February 28, 2023 (the "A&R Form51-102F6V" and together, the "A&R Annual Filings").

In the A&R MD&As, the Company has made certain corrective disclosures in respect of the Company's business, operations, projects, the impact of COVID-19 on the Company, related party transactions, capital expenditure commitments and known trends or expected fluctuations in the Issuer's financial resources and sources of financing that have been arranged but not yet used, breakdown of material expenses, including consulting fees and share based compensation, objectives and milestones as required under Form 51-102F1 Management's Discussion and Analysis.

The A&R AIF has been amended to reflect the Company's September 11, 2023 technical report with respect to its material property, the Lac a L'Orignal project. Finally, the A&R Form 51-102F6V was amended to correct share based compensation made to certain directors and officers that was previously omitted in the management information circular dated July 25, 2023 to include corrective disclosure providing additional details and clarifications with respect to the Issuer’s current business operations, prior news releases, revenues and direct costs, variations in financial reporting, and liquidity as required under Form 51-102F1 Management’s Discussion and Analysis.

DataMetrex AI Limited

The Issuer re-filed its management’s discussion and analysis (“MD&A”) for the year ended December 31, 2022, and for the period ended March 31, 2023, to include corrective disclosure providing additional details and clarifications with respect to the Issuer’s current business operations, prior news releases, revenues and direct costs, variations in financial reporting, and liquidity as required under Form 51-102F1 Management’s Discussion and Analysis. As a result of the corrective disclosure re-filings the Issuer also re-filed certifications of interim and annual filings for each MD&A in compliance with National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings.

Kuya Silver Corporation

The Issuer filed an amended technical report on the Bethania property to address several disclosure compliance issues as described in the October 20, 2023 news release.  

Eloro Resources Ltd.

The Issuer filed a news release related to filing of the technical report on the Iska Iska Project which also included clarification regarding previous disclosure of equivalent silver grades and in-situ metal value.

Tantalex Lithium Resources Corp.

The issuer’s technical report did not support disclosures of forward-looking economic projections and had other deficiencies (deficiency 2d). The issuer retracted unsupported information via news release on March 16, 2023.

Northern Graphite Corporation

The Issuer filed an amended technical report on the Okanjande property to address disclosure compliance issues. The Issuer also revised its investor materials to remove aspirational production targets for its mineral projects not yet supported by technical reports.

Highvista Gold Inc.

 A news release was issued to indicate that the Issuer refiled its unaudited financial statements (Financial Statements) and management’s discussion and analysis (MD&A) for the interim period ended December 31, 2022 to include corrective disclosure and to address certain deficiencies identified by Staff in connection with a continuous disclosure review.

Specifically, corrective disclosure addresses various deficiencies identified under Form 51-102 F1, Management’s Discussion & Analysis, including: the reference to the Issuer’s expired letter of intent with Highvista Capital Corp. and the liquidity and capital resources disclosure throughout the MD&A and the Financial Statements.

NextSource Materials Inc.

In connection with the Issuer’s previously announced public offering of common shares (the “Offering”) and the review by the Ontario Securities Commission (the “OSC”) of the amended and restated preliminary short form prospectus of the Company dated July 13, 2023, and including the documents incorporated by reference therein (collectively, the “Prospectus”), the Issuer has issued a clarifying press release regarding retraction of certain technical disclosures and removal of non-IFRS measures.

Specifically, the technical report entitled “Molo Phase 2 Preliminary Economic Assessment, National Instrument 43- 101 Technical Report on the Molo Graphite Project located near the village of Fotadrevo, in the Province of Toliara, Madagascar” with an effective date of April 27, 2022 (the “PEA”), as incorporated by reference into the Prospectus, incorrectly included the previously delineated mineral reserve estimate for Phase 1 of the Molo Graphite Mine into the preliminary economic assessment for Phase 2 expansion of the Molo Graphite Mine, in contravention of National Instrument 43-101 – Standards of Disclosure for Mineral Projects. To correct such error, the Issuer retracted the mineral reserve estimate from the PEA and from any other continuous disclosure documents filed by the Issuer and accordingly such mineral reserve statements will not form part of the final prospectus related to the Offering.\

Further, the Issuer is refiling the annual management's discussion and analysis for the years ended June 30, 2022 and 2021 as well as the interim management's discussion and analysis for the period ended March 31, 2023, to remove the references to the mineral reserve statements noted above, and additionally to adjust certain disclosures and remove certain non-IFRS measures previously included relating to the Mauritius BAF.

Tony G Co-Investment Holdings Ltd. (formerly Braingrid Limited)

The Issuer has included enhanced disclosure in its management’s discussion & analysis (MD&A) for the year ended January 31, 2022 and the periods ended April 30, 2022 and July 31, 2022. Corrective disclosure was requested by OSC staff in connection with a review of the Issuer’s application to revoke the failure-to-file cease trade order issued by the OSC on June 6, 2022. Corrective disclosure addresses various deficiencies identified under Form 51-102F1 Management’s Discussion & Analysis, including: investment and fair value disclosures, description of business and discussion of operations, overall performance, summary of quarterly results, liquidity and capital resources, transactions between related parties, investments in emerging markets, and cryptocurrency risks.

Churchill Resources Inc.

The Issuer filed an amended technical report on the Florence Lake property to remove several supplementary and excessive appendices.  

Spruce Ridge Resources Ltd.

In connection with the Commission’s review of the Issuer’s continuous disclosure record, the Issuer filed (i) the letter from its former auditor related to the September 22, 2022 notice of change of auditor filed in accordance with section 4.11(6) of National Instrument 51-102, and (ii) the statement of executive compensation for the year ended April 30, 2022 in accordance with section 11.6 of National Instrument 51-102, both of which were required to be filed at earlier dates.

Axis Auto Finance Inc.

The Issuer retroactively restated its reporting of non-GAAP financial measures for the years ended June 30, 2022 and interims period ending September 30, 2022 and December 30, 2022 along with comparatives.  Previously, adjusted earnings (loss) and adjusted equity included adjustments to exclude the estimated allowance for credit losses pursuant to IFRS 9 Financial Instruments and include actual credit losses occurred during the period. Other corrective disclosures were also made to comply with National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure.

Rapid Dose Therapeutics Corp.

The Issuer amended and refiled its Management’s Discussion & Analysis for the year ended February 28, 2022 and the three and nine months ended November 30, 2022 to provide enhanced disclosures of the following: analysis of revenues and expenses, discussion of liquidity and capital resources, disclosure about significant projects in progress, an update on the status of an application with Health Canada and details about the composition of the audit committee and corporate governance practices.

AbraSilver Resource Corp.

The Company has made certain corrective disclosures in accounting for the consideration payable under the second amended and restated share purchase agreement among SSR Mining Inc., Huayra Minerals Corporation, AbraSilver and Fitzcarraldo Ventures Inc. dated as of March 21, 2017, as amended on December 31, 2017, and as further amended on September 11, 2019 (the “Diablillos SPA”) which previously resulted in an understatement of mineral property interests, consideration payable, accumulated deficit and accumulated other comprehensive loss as at January 1, 2021, and December 31, 2021. The Company previously disclosed the unpaid remaining consideration of US$7,000,000 as a commitment. The Company has now remedied this by recognizing the remaining consideration payable as at January 1, 2021 of US$7,000,000, discounted at 15% discount rate per annum, with an estimated payment date of July 31, 2025. The Company has also recognized a corresponding addition to mineral property interests since the date of the Diablillos SPA, considering the hyperinflation impact in the Company’s subsidiary. The consideration payable has been accreted.