NorthStar Gaming hit with cease trade order by Ontario Securities Commission after auditor withdraws report

The Ontario Securities Commission has issued a failure-to-file cease trade order against NorthStar Gaming Holdings Inc., stopping trading of the company’s securities in Canada after it failed to submit its audited annual financial statements for 2025, the related management discussion and analysis, and required executive certifications.

The order affects NorthStar’s securities, including trading on the TSX Venture Exchange, where the company has been listed since 2023. It does not stop the operation of NorthStar Bets, the company’s online casino and sports betting platform, which continues to accept wagers.

NorthStar Bets was launched in May 2022, one month after NorthStar Gaming Holdings Inc. secured its Ontario iGaming license. The company now faces a regulatory halt linked not to its betting operations, but to unresolved audit and filing issues.

The delay followed a decision by the company’s independent auditor to withdraw its audit report. As of May 6, 2026, the auditor withdrew its report dated May 14, 2025, covering the 2024 period. The auditor said it could no longer rely on controls connected to a key vendor’s player account management software, which also affected its confidence in the company’s 2025 figures.

NorthStar has disputed the auditor’s position and maintains that the previous systems report provided by the vendor was reliable and showed that appropriate processes and controls were in place regarding data integrity. The auditor has requested a new report on the systems, contributing to the delay in the company’s filings. There is no allegation of impropriety.

Before the cease trade order was issued, NorthStar applied for a management cease trade order, a less restrictive measure that would have limited trading by management rather than freezing all securities trading. The OSC rejected the application, saying it was not convinced the company would be able to complete the required filings within two months.

The FFCTO prohibits trading of NorthStar securities across Canadian jurisdictions, with limited exceptions for individuals who are not considered insiders or control persons and who wish to sell securities through foreign organized regulated markets. The order will remain in effect until the required filings are submitted.

If NorthStar files the required documents within 90 days of the FFCTO, the filings would constitute an application to the OSC for revocation of the order. The company has not provided a detailed timeline for when the filings will be completed, but has said it will update the market at that time.

The company’s annual meeting, previously scheduled for May 25, 2026, has also been postponed. The cease trade order comes after a period of management change at NorthStar.

Michael Moskowitz, who had served as Chief Executive Officer when the company received its Ontario license, resigned in December after four years in the role. Corey Goodman was appointed Interim CEO. Barry Shafran, who served as chair of the audit committee, also resigned during the leadership reshuffle.

In March, the company set out strategic priorities focused on disciplined execution, capital allocation, and improving its profitability profile. It said these priorities included improving advertising productivity through more return-driven media deployment and enhancing the player experience to support customer retention.

“We are focused on taking deliberate, measured steps to position the company for profitability. The expected annualized G&A savings reflect measures that have largely been implemented,” said Goodman.

“Building on these reductions, management is actively deploying additional efficiency and operating leverage initiatives across services, marketing spend, and cost of goods sold that are expected to materially enhance the Company’s EBITDA profile."

The statement added that NorthStar is also making focused product-related investments aimed at improving customer retention and making revenue more stable and predictable over time.

The filing dispute has also drawn attention to NorthStar’s earlier cash flow and liquidity concerns, including suggestions that the company may not have had sufficient resources to meet operating expenditures.