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Ramm Pharma Announces Application for Management Cease Trade Order

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RAMM Pharma Corp. (CSE: RAMM) has applied for a temporary management cease trade order (MCTO) due to delays in filing its 2022 financial statements, which include audited financials and certifications. The company is unable to meet the February 28, 2022 deadline due to complexities from an acquisition and a change of auditors. While the company remains confident in its ability to finalize the filings, it anticipates a three-week delay, expecting to complete the necessary preparations within two months. RAMM Pharma is not subject to insolvency proceedings.

Positive
  • None.
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  • Delay in filing 2022 financial statements due to complexities surrounding acquisition and auditor change.
  • Anticipated delay of approximately three additional weeks for completion of financial filings.

TORONTO, Feb. 22, 2022 (GLOBE NEWSWIRE) -- Ramm Pharma Corp. (CSE: RAMM) (the “Company”) announces today that it has made an application to relevant Canadian securities regulators to approve a temporary management cease trade order ("MCTO") under National Policy 12-203 – Management Cease Trade Orders ("NP 12-203"), which, if granted, will prohibit trading in securities of the Company by its Chief Executive Officer, Chief Financial Officer and certain other insiders of the Company, whether direct or indirect, so long as the 2022 Filings (as defined below) remain outstanding. The issuance of an MCTO would generally not affect the ability of persons who are not, or who have not been, directors, officers or other insiders of the Company to trade in the Company's securities.

The Company has determined that it is not able to meet the February 28, 2022 filing deadline (the "Filing Deadline") for its audited financial statements for the year ended October 31, 2021, the management's discussion and analysis and the related CEO and CFO certification relating to the such financial statements (collectively, the "2022 Filings") as a result of the complexity associated with consolidating the acquisition of Canapar Corp. (including its subsidiaries) completed on June 15, 2021 and a change of the Company’s auditors which took effect on October 1, 2021. Although the preparation of the financial statements is progressing, the Company anticipates some delays in finalizing the 2022 Filings, such that the Company is not able to meet the Filing Deadline.

Although the Company remains confident in its ability to complete the 2022 Filings, it requires an extension and has therefore applied for an MCTO. In particular, the Company has prepared a realistic timetable with specific tasks to be completed on a daily basis. The Company will use its best efforts to complete the process within this timeline. The Company anticipates that, subject to current conditions remaining the same, it will require approximately three additional weeks to complete the process of preparing the 2022 Filings and in any event will use its best efforts to complete the process within the next two months.

The Company intends to satisfy the provisions of the alternative information guidelines set out in Sections 9 and 10 of NP 12-203 so long as the 2022 Filings are outstanding. The Company is not subject to any insolvency proceedings.

About RAMM Pharma Corp.

RAMM Pharma is a leader in the field of cannabinoid pharmacology and product formulation for cannabis-based pharmaceuticals and other cannabis-based products with a unique and diversified international production and sales platform. The company operates an established pharmaceutical and medical product business in Uruguay that has developed several medically registered and approved plant-derived cannabinoid pharmaceutical products that have been authorized for sale and/or compassionate use in several Latin American countries. RAMM also has a pipeline of new products, including registered cannabis-based nutrition and specialized veterinary products, in various stages of approval and development, which are produced at the company's state-of-the-art, good-manufacturing-practice-certified cannabis formulation facility in Montevideo, Uruguay.

In Europe, RAMM's vertically integrated operations are based in Ragusa, Italy, and include: a hemp cultivation platform; a large extraction and processing facility (in the final stages of commissioning) to produce an extensive line of cannabidiol formulations, APIs (active pharmaceutical ingredients) and wellness products.

RAMM Pharma includes wholly owned subsidiaries Canapar Corp., Medic Plast SA, Yurelan SA, Glediser SA and RAMM Pharma Holdings Corp.

Additional information about the Company is available at www.rammpharma.com.

For further information, please contact:

Guillermo Delmonte
Chief Operating Officer
+598 92 223 131
info@rammpharma.com

Cautionary Note Regarding Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable securities laws relating to statements regarding the ability of the Company to file the 2022 Filings by the timelines set out in the release, the ability of the Company to obtain a management cease trade order and the ability of the Company to be in compliance of NP 12-203. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance and developments to differ materially from those contemplated by these statements including, among other things, the risks that the Company will not be able to file the Fillings in the required timeframe, or at all, that the Company will not be able to obtain a management cease trade order, that the Company will not be able to comply with NP 12-203, and that the Company's products and plans will vary significantly as a result. Except as required by law, the Company expressly disclaims any obligation and does not intend to update any forward-looking statements or forward-looking information in this news release. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct and makes no reference to profitability based on sales reported. The statements in this news release are made as of the date of this release.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.


FAQ

What is the reason for RAMM Pharma's management cease trade order application?

RAMM Pharma is applying for a management cease trade order due to delays in filing its 2022 financial statements.

When is RAMM Pharma's financial statement filing deadline?

The filing deadline for RAMM Pharma's 2022 financial statements is February 28, 2022.

How long does RAMM Pharma expect to take to complete the 2022 filings?

RAMM Pharma anticipates it will require approximately two months to complete the 2022 filings.

Is RAMM Pharma currently in insolvency proceedings?

No, RAMM Pharma is not subject to any insolvency proceedings.

What challenges is RAMM Pharma facing in completing its financial filings?

The challenges include complexities related to the acquisition of Canapar Corp and a change of auditors.

RAMM PHARMA CORP

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