Benjamin Ward (Wayland Group Corp.)

UPDATE

On March 26, 2026, the Court issued a decision and granted an Order for leave to proceed pursuant to Part XXIII.1 of the Securities Act, class certification of the causes of action, and default judgment against Benjamin Ward for an amount of $53 million. Class Counsel will now transition from litigation to asset recovery efforts to enforce this judgment against Ward.

On March 19, 2026, the Court issued a decision and granted an Order approving the Settlement Agreement between investors and Wayland Group Corp. (“Wayland”), certain former directors and officers, and Wayland’s investment banks. The Settlement Agreement does not include Benjamin Ward. See here for more information on the settlement.

BACKGROUND

Wayland was a Canadian cannabis producer that, 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 series of storm-warning-type public corrections, Wayland released 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 6, 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 August 2, 2019, Wayland announced that MNP LLP was resigning as its auditor, effective immediately, and that it was unable to complete the audit of its F/2018 financial statements, and by extension its 1Q and 2Q 2019 financial statements and MD&A because Mr. Ward had hindered MNP’s ability to conduct an audit. 

Subsequently, Wayland applied for and received an order for protection pursuant to the Companies’ Creditors Arrangement Act (“CCAA”). Wayland’s securities became worthless.

CERTIFICATION, LEAVE TO PROCEED AND DEFAULT JUDGMENT

Read this notice carefully as it may affect your rights

This Notice is directed to all persons, other than Excluded Persons, who acquired Wayland’s common shares, and other securities sold by Wayland to purchase common shares, during the Class Period and who held some or all of those common shares until after the release of at least one of the Public Corrective Disclosures

PURPOSE OF THIS NOTICE

A class action brought on behalf of a class of investors of Wayland Group Corp. (“Wayland”) has been certified as against the Defendant Benjamin Allan Ward (“Ward”). This Notice provides Class Members with information about the Action.

THIS ACTION

This Notice provides Class Members with information about the action: Marco Stajic, Mordecai Bobrowsky, and Kyle Yamamura v. Wayland Group Corp. and Benjamin Ward, Court File No. CV-21-00665194-00CP (the “Wayland Action”), as against Benjamin Allan Ward.

THE RELATED ACTIONS

On March 9, 2026, the Ontario Superior Court of Justice approved a Settlement in three related securities class actions: (i) the Wayland Action (excluding Ward); (ii) Marko Stajic v. Scott Langille, Gerhard Muller, Paul Pathak, Eric Silver, Michael Stein, and John Does 1-3, Court File No. CV-22-00687490-00CP (the “Stajic Action”); and (iii) Michaël Bordeleau-Tassile v. Canaccord Genuity Corp., and GMP Securities L.P., Court File No. CV-23-00693650-00CP (the “Bordeleau-Tassile Action”), collectively, the “Actions”).

The Settlement does not include Ward. Berger Montague (Canada) PC (“Class Counsel”) represents the proposed Class in all three Actions.

Copies of the Settlement Agreement and Statements of Claims for each of the Actions, as well as other legal documents associated with the Actions, can be found here.

THE CERTIFICATION ORDER

On March 26, 2026, the Honourable Justice Morgan of the Ontario Superior Court of Justice certified the Wayland Action as a class proceeding against Benjamin Allan Ward and appointed Marko Stajic as the representative plaintiff.

The Class Action has been certified against Ward on behalf of the Class, defined as:

“All persons, other than Excluded Persons, who acquired Wayland’s common shares, and other securities sold by Wayland to purchase common shares, during the Class Period and who held some or all of those common shares until after the release of at least one of the Public Corrective Disclosures.”

In the above Class Definition:

“Public Corrective Disclosures” means the material facts released to the market on: April 23, 2019, May 6, 2019 and August 2, 2019.

“Class Period” means the period of December 13, 2017 to August 2, 2019.

“Excluded Persons” means:

(i)           Wayland’s executives, their family members, and any entities in which they owned a financial interest that made investments in Wayland;

(ii)          Benjamin Ward, his family members and business associates, and any entity that he or a family member owned which had a financial interest in Wayland;

(iii)         Yoel Altman, Jeffrey Ayott, Roger Daher, David Danzinger, Andre DeFrancesco, John Esteireiro, John Fitzgerald, Errol Gordon, Peter Kirby, Paul Leggett, Craig Bridgman, and their business and family’s investment companies;

(iv)         all the entities identified within Wayland’s news release dated January 31, 2019;

(v)          any person that received Wayland’s securities from the acquisitions of Colma Pharmaceutical SAS, Haxxon AG, Nanoleaf Technologies Inc., Proimaging AG, and Theros Pharma Ltd; and

(vi)         Alpha Blue Ocean, Inc., DEMECAN Holdings GmbH, European High Growth Opportunities Securitization Fund, Grandhill Capital Inc., INEG Holdings UG, Proimaging AG, and their related companies and investments.

WHAT CERTIFICATION MEANS

The Certification Order means that the claims may proceed to pretrial discovery and may eventually advance to trial as a class action on behalf of all Class Members for damages arising from alleged misrepresentations.

Certification is a procedural step that defines the form of the litigation and the common issues to be resolved, allowing the litigation to be pursued on behalf of the Class.

OPT-OUTS

Class Members are automatically included in a class action once certified, and you do not need to do anything at this time if you wish to participate in this Class Action. You are welcome, however, to contact Class Counsel to ask questions without charge.

Class Members who wish to pursue their own action or who do not want to be bound by the outcome of the Class Action MUST OPT-OUT of the Class Action.

All Class Members will be bound by all orders and judgments of the Court and any settlement reached unless they opt out of the action. If you wish to pursue your own action or do not want to be bound by the outcome of the Class Action, you must opt out of this Class Action and act prior to the expiration of the limitation periods.

Class Members may opt out of the Class by submitting an Opt-Out Form in writing, by prepaid mail, or by email to Berger Montague (Canada) PC, 330 Bay Street, Suite 505, Toronto, Ontario, M5H 2S8, Email: canadainfo@bergermontague.com Attention: Waylan Class Action.

An Opt-Out can be submitted in English or French and must include the following information:

1. the Class Member’s full name;
2. current mailing address;
3. telephone number; and,
4. email address (as may be available).

If you opt-out of the Class, you will not be eligible to participate in the Wayland Action against Ward.

OPT-OUTS MUST BE RECEIVED ON OR BEFORE MAY 25, 2026 AT 5:00 PM E.S.T.

QUESTIONS

Questions for the Class Members’ lawyers may be directed to Class Counsel:

330 Bay Street, Suite 505

Toronto, ON M5H 2S8

Tel: 647.576.7840

Email: canadainfo@bergermontague.com

INTERPRETATION

If there is a conflict between the provisions of this Notice and the Settlement Agreement, the terms of the Settlement Agreement will prevail.

This notice has been approved by the Court. Questions about matters in this notice should be directed to Berger Montague (Canada) PC and NOT directed to the Court.