Overview
Court: Ontario Superior Court of Justice
Ticker Symbol: CSE: WAYL, FSE: 75M, OTC: MRRCF
CUSIP: 944204106
Table of Contents
Wayland Group Corp. (“Wayland”) was a Canadian cannabis producer which at all times relevant to this action was in the process of expanding its main production facility in Langton, Ontario (the “Langton Facility”). This shareholder class action relates to Wayland conducting multiple offerings thereby raising tens of millions of dollars from investors, and making alleged misrepresentations concerning:
- How the proceeds from those public offerings would be used;
- Regarding when each phase of the expansion of the Langton Facility would be completed and how much each phase would cost;
- That the expansion of the Langton Facility was fully-funded from prior public offerings; and
- About the increase in the pro forma output and revenues that would be achieved from the additional cannabis that would be produced beginning in 2019 as a result of the expansion of the Langton Facility.
The investors allege that in a serious of storm-warning type public corrections, Wayland release information about its business, operations, and finances that conflicted with its prior statements. MNP LLP, the auditor, agreed and refused to “sign-off” on Wayland’s F/2018 financial statements.
On May 4, 2019, Wayland’s securities in Canada were subject to a halt-trading order issued by the Securities Commission. The securities never traded again and investors holding the shares suffered a complete loss.
On December 2, 2019 (the “Filing Date”), Wayland Group Corp., (“Wayland”), Maricann Inc. (“Maricann”) and Nanoleaf Technologies Inc. (“Nanoleaf”, and collectively with Wayland and Maricann the “Companies” or the “Applicants”) applied for and received an order (the “Initial Order”) for protection pursuant to the Companies’ Creditors Arrangement Act (“CCAA”).
A Stay of Litigation was Ordered and it expired on February 20, 2022. Thereafter, Class Counsel have made substantial progress for investors as referenced below and within the court documents available on this website and by contacting us.
The Causes of Action.
Common law misrepresentations relating to the primary markets of when Maricann sold securities into the markets with the assistance of investment banks
Common law misrepresentations relating to the secondary markets of when Maricann/Wayland published news releases and quarterly reports containing misrepresentations
Part XXIII.1, s. 138.3 of the Ontario Securities Act, if s. 138.8 is granted against Wayland and the former directors and officers
UPDATES
The Ontario Class Proceeding
On June 26, 2024, the parties participated in a case management conference with the Honourable Justice E.D. Morgan to resolve many outstanding issues and to schedule important court hearing dates relating to Class Certification and receiving discovery from MNP LLP, Wayland’s estate (hard-drives), and former employees and consultants. The Court ordered that the parties return on October 2, and December 3, 2024, to resolve certain disputes with Wayland’s former investment banks and a conflicts motion lodged against the law firm that is currently representing Wayland’s former directors and officers’ in this Proceeding, i.e., the same law firm that represented Wayland when on February 28, 2018, published a news release reporting that Benjamin A. Ward was fit to serve as the CEO despite being investigated for fraud by the Ontario Securities Commission.
On January 11, 2024, pursuant to the Court’s Direction/Order of April 13, 2023, the parties engaged in a mediation in hopes to resolve the claims between the investors and Wayland Group Corp., the former directors and officers, excluding Benjamin A. Ward, and the Company’s former investment banks. On February 26, 2024, the mediation period ceased without reaching a resolution.
On April 13, 2023, the parties engaged in an extensive case management conference with the Honourable Justice E.D. Morgan to resolve disputes about the Insurance Companies attempting to intervene and overturn the default, enforcing an order requiring MNP LLP to produce records about Wayland and Benjamin A. Ward, and determining whether the former directors and officers of Wayland should be forbidden to rely upon Wayland’s former Special Counsel to defend them in the Class Actions.
On September 12, 2022, the Plaintiffs were to make submissions to the Court seeking authority from the Court to advance the statutory cause of action known as section 138.3 of the Ontario Securities Act. The Plaintiffs’ factum (formal submissions) and associated evidence can be reviewed by former shareholders of Maricann/Wayland by downloading the Submissions to Court and Compendium of Evidence documents (see Documents section). Despite being fully prepared to make submissions, Wayland’s insurance company intervened to adjourn the submissions to a future date. Reluctantly, the Court accepted the insurance company’s proposal as reflected by the Endorsement (see Documents).
On June 13, 2022, Defendants Wayland and Benjamin Ward were noted in default.
The Quebec Class Proceeding
On July 4, 2024, the Quebec Court authorized Class Counsel to cease advancing the Quebec pleading because the members of the Quebec class are represented in the Ontario Class Proceeding.
On May 4, 2022, the Quebec Court authorized the cause of action for Article 575(2) to be certified as a class action defined as all Québécois who acquired Wayland’s securities on or after January 24, 2018 through April 23, 2019, and held some or all of those securities until after the release of at least one of the Public Corrective Disclosures.
