VANCOUVER, BC, Nov. 28,
2022 /CNW/ - Principal Technologies
Inc. (the "Company") (TSXV: PTEC.P) announces
a short delay with regard to the filing of its annual
financial statements for the year ended July 31, 2022 and
the related management's discussion and analysis
and certifications (collectively, the "Annual Filings")
by the filing deadline of November 28, 2022.
As a result of unexpected foreign reporting changes with
regard to transitioning the financial year ends for its European
subsidiaries and the Company's business combination
completed on August 4, 2021, the Company has been
experiencing delays in the procedures required to complete the
audit of the annual financial statements. The Company is in
the process of completing the Company's annual financial statements
based on the required changes (none of which are expected to change
the intrinsic value of the holdings), and expects to file the
Annual Filings by December 15, 2022, or
earlier, that is with a short delay. The
Company will issue a news release once the Annual Filings have
been filed.
In connection with the Company's inability to file
the Annual Filings on time, the Company applied to
the British Columbia Securities Commission (the
"BCSC") for a temporary management cease
trade order (an "MCTO") under National Policy
12-203 Management Cease Trade Orders ("NP
12-203"), which, if granted, would have prohibited trading in
securities of the Company only by its directors, officers and
certain insiders of the Company so long as the Annual Filings
remain outstanding. The issuance of an MCTO would generally not
affect the ability of others to trade in the Company's
securities.
However, the BCSC explained that due to the Company's
securities being too thinly traded at this time it
will opt for a general Cease Trade Order (a "GCTO") at some
point after the filing deadline has elapsed. If the
GCTO is issued, the general investing public as well as
officers, directors and insiders of the Company would not
likely be able to trade in the Company's common shares listed
on the TSX Venture Exchange until the Annual Filings have
been filed - which, again, is expected to be the case by
December 15, 2022, or
earlier.
Except for the statements of historical fact, this news
release contains "forward-looking information" within the meaning
of the applicable Canadian securities legislation that is based on
expectations, estimates and projections as at the date of this news
release. "Forward-looking information" in this news release
includes, but is not limited to, statements regarding the timing,
review, completion and filing of the Annual Filings, and duration
of the MCTO; business goals and objectives of the Company, and
other forward-looking information concerning the intentions, plans
and future actions of the parties to the transactions described
herein and the terms thereon.
Factors that could cause actual results to differ materially
from those described in such forward-looking information include,
but are not limited to: the Company may not complete its audit and
file the Annual Filings as currently anticipated, or at all; the
Company will be subject to a general cease trade order in the event
that the Annual Filings are not completed and filed; and other
related risks as more fully set out in the documents disclosed
under the Company's filings at www.sedar.com.
The forward-looking information in this news release reflects
the current expectations, assumptions and/or beliefs of the Company
based on information currently available to the Company. In
connection with the forward-looking information contained in this
news release, the Company has made assumptions about the Company's
ability to complete and file the Annual Filings. The Company has
also assumed that no significant events occur outside of the
Company's normal course of business. Although the Company believes
that the assumptions inherent in the forward-looking information
are reasonable, forward-looking information is not a guarantee of
future performance and accordingly undue reliance should not be put
on such information due to the inherent uncertainty
therein.
SOURCE Principal Technologies Inc.
