TUT Fitness Group Inc (C:GYM)
Shares Issued 30,715,461
Last Close 1/31/2022 $0.14
Monday January 31 2022 - News Release

Mr. Robert Smith reports

TUT FITNESS GROUP APPLIES FOR MANAGEMENT CEASE TRADE ORDER

TUT Fitness Group Inc. has requested a temporary management cease trade order (MCTO) from the British Columbia Securities Commission (BCSC) in connection with the company's filing of its audited annual financial statements and MD&A (management's discussion and analysis) for the financial year ended Sept. 30, 2021.

The company is requesting the MCTO in order to secure additional time to finalize its audited financial statements, the related MD&A, and the applicable CEO (chief executive officer) and CFO (chief financial officer) certifications. The delay in filing the annual filings is a result of the unexpected delays experienced by the company and auditor in completing the first audited financials since the company's completion of a reverse takeover in September, 2021, as disclosed in the company's continuous disclosure filings and TSX Venture Exchange form of filing statement filed on Sept. 21, 2021. However, it is the company's reasonable expectation that the annual filings will be finalized by Feb. 11, 2022, at the latest.

By way of background and as required by the BCSC, the company notes the following:

1. The company is required to file its annual filings all in accordance with IFRS (international financial reporting standards) within 120 days after the end of its completed financial year, such date being Jan. 28, 2022, as required by National Instrument 51-102 -- Continuous Disclosure Obligations. The company does not anticipate that it will be able to complete the annual filings on or before the annual filing deadline.
2. The company and its auditor are working diligently to prepare and file the annual filings on or before Feb. 11, 2022.
3. The company confirms that it intends to issue a status report on a biweekly basis for as long as it remains in default of the annual filing deadline in respect of the annual filings.
4. The company is not subject to any insolvency proceeds.
5. There is no other material information concerning the affairs of the company that has not been generally disclosed.

The company has imposed an insider trading blackout pending the filing of the annual filings, and will comply with the alternative information guidelines described in National Policy 12-203 -- Management Cease Trade Orders during such period.

We seek Safe Harbor.

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