NorthStar Gaming Hit With Failure‑to‑File Cease Trade Order
NorthStar Gaming Holdings Inc. has confirmed that the Ontario Securities Commission (OSC) has issued a failure‑to‑file cease trade order (FFCTO) against the company.
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The order comes after NorthStar failed to submit its audited annual financial statements for 2025, along with related management discussion and CEO/CFO certifications. The company’s auditor also withdrew its report on earlier financial statements, saying it could not rely on testing procedures without a new system controls report from a key technology vendor.
NorthStar disputes this view, insisting that the vendor’s report is reliable and that its financial statements remain accurate. The FFCTO halts trading of NorthStar securities across Canada, with limited exceptions for non‑insiders selling shares through foreign regulated markets.
Auditor withdrawal and leadership changes
The filing delays stem from the auditor’s demand for a new System and Organization Controls (SOC) report from one of NorthStar’s technology vendors.
The auditor argued that without this assessment, it could not rely on independent testing of the systems supporting player account management. NorthStar rejected this position, maintaining that the vendor’s SOC report is valid and that its financial statements fairly present the company’s financial position.
While the company works with the vendor to resolve the issue, the auditor formally withdrew its report on financial statements covering 2023 and 2024. This development followed concerns about NorthStar’s cash flow and liquidity, which some suggested may not be sufficient to cover operating expenses.
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The leadership reshuffle added further pressure. CEO Michael Moskowitz stepped down in December, and Barry Shafran resigned as chair of the audit committee. Corey Goodman has since taken over as interim CEO, tasked with steering the company through the crisis.
Cease trade order impact and next steps
The FFCTO prohibits trading of NorthStar securities in all Canadian jurisdictions until the required filings are submitted.
Exceptions apply only to beneficial holders who are not insiders or control persons, provided sales are made through foreign regulated markets and Canadian‑registered dealers. NorthStar has not given a clear timeline for when the filings will be completed, but has pledged to update the market once progress is made.
If the filings are submitted within 90 days, they would serve as an application to revoke the cease trade order, assuming the audit issues are resolved. In the meantime, the company has postponed its annual general and special meeting, originally scheduled for May 25, until the filings are complete and the order lifted.
NorthStar has said it will announce a new meeting date once the financial statements are refiled and the OSC revokes the FFCTO. The company continues to stress that it is working to address the auditor’s concerns and restore investor confidence.
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