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Former CFO settles with the ASC for fraud and materially misleading statements

Alberta Securities Commission
Tuesday at 2:05pm ADT · September 23, 2025 3 min read

CALGARY, AB, Sept. 23, 2025 /CNW/ – The Alberta Securities Commission (ASC) has concluded a Settlement Agreement and Undertaking (Settlement Agreement) with Colin Garfield Wagner (Wagner) for fraud and making false and materially misleading statements between October 2019 and February 2021, while he was the chief financial officer (CFO) of a reporting issuer formerly known as Target Capital Inc. (Target). Target’s shares traded on the TSX Venture Exchange and the Canadian Securities Exchange.

In the Settlement Agreement, Wagner admitted he engaged and participated in a course of conduct that he knew or ought to have known may perpetrate a fraud on Target and investors. Specifically, he admitted that, at the request of Target’s chief executive officer (CEO) Shahin “Sonny” Mottahed (Mottahed), he transferred $2,286,440 of the company’s cash to support the business operations of a related company called Performance CBD Brands Corp. (Performance).

At the time, Mottahed was the CEO and Wagner was the CFO of Performance. Wagner did not seek independent confirmation from Target’s other directors before making the transfers, and Target did not disclose the transfers to its investors or the market as required under Alberta securities laws.

Wagner also admitted to making false and materially misleading statements in relation to the transfers in Target’s continuous disclosure, including in his certification of Target’s interim filings and certain news releases the company filed.

As part of the Settlement Agreement, Wagner paid the ASC $100,000 and agreed to resign from all positions he may have as a director or officer, or both, of any issuer. Wagner also agreed to be prohibited for a period of 15 years, from:

  • acting as a director or officer, or both, of any issuer;
  • engaging in investor relations activities;
  • trading in or purchasing securities or derivatives, with limited exceptions;
  • advising in securities or derivatives;
  • using any of the exemptions contained in Alberta securities laws;
  • becoming or acting as a registrant, investment fund manager or promoter; and
  • acting in a management or consultative capacity in connection with activities in the securities market.

Wagner was a respondent in a Notice of Hearing issued by the ASC on January 22, 2025. The hearing into the allegations against the remaining respondent, Mottahed, is scheduled to commence September 22, 2025. For more information about the hearing, visit the Status of Current Proceedings page at asc.ca.

The ASC gratefully acknowledges the assistance of the BC Securities Commission and the Canadian Investment Regulatory Organization (CIRO) in this matter.

The ASC is the regulatory agency responsible for administering Alberta’s securities laws. It is entrusted with fostering a fair and efficient capital market in Alberta and with protecting investors. As a member of the Canadian Securities Administrators, the ASC works to improve, coordinate and harmonize the regulation of Canada’s capital markets.

SOURCE Alberta Securities Commission

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