Seprotech updates status of previously reported delay in filing of 2010 annual financial statements and first quarter 2011 inter
January 26 2011 - 5:02PM
PR Newswire (Canada)
OTTAWA, Jan. 26 /CNW/ -- OTTAWA, Jan. 26 /CNW/ - Seprotech Systems
Incorporated (TSX-V: SET; "Seprotech" or the "Company") is issuing
this press release as a default status report in accordance with
National Policy 12-203. In its press release on December 17, 2010,
(the "Default Notice"), the Company announced that it would not be
able to file its audited financial statements for the year ended
August 31, 2010 (the "Annual Financial Statements") and its related
MD&A and CEO and CFO certificates (collectively, the "Annual
Required Filings") by December 29, 2010 as required under
securities laws. By its further press release and related material
change report issued and filed on December 29, 2010 (the "First
Default Status Report"), the Company reported a material change
relating to an overstatement of revenues as reported in its
financial statements for the quarters ended November 30, 2009,
February 28, 2010, May 31, 2010 and for the year ended August 31,
2009, in an undetermined material amount. The Company applied for,
and on January 4, 2011 received from its principal regulator, the
Ontario Securities Commission (the "OSC") a temporary Management
Cease Trade Order (the "MCTO") under Part 4 of National Policy
12-203. On January 17, 2011 the OSC issued a permanent MCTO
by virtue of which neither the CEO nor the CFO is permitted,
directly or indirectly, to trade in or acquire securities of the
Company until two full business days following the receipt by the
OSC of all the outstanding filings. In its default status
report of January 12, 2011 (the "Second Default Status report") the
Company also reported that it will not be able to
file its interim financial statements for the quarter ended
November 30, 2010 and related MD&A and CEO and CFO certificates
before the prescribed date of January 31, 2011. The following
is an update of material changes to the information set out in the
Default Notice and the First and Second Default Status Reports. As
previously reported, on December 17, 2010 the Company notified a
significant customer (the "Significant Customer") of material
billing discrepancies under its contract with the Company. It was
further reported that the Significant Customer had agreed in
principle that the over-billing would be corrected through applying
a credit on future work under the contract and that it was
anticipated that the credit will be fully utilized by applying it
to work currently committed. On January 20, 2011 the Company
provided a further detailed response to specific questions from the
Significant Customer, who has been requested to confirm the
Company's estimate of the amount of the over-billing. Until the
amount of the overbilling is confirmed by the Significant Customer,
and accepted by the Company's auditors, the Company is not in a
position to quantify or allocate the overbilling to the appropriate
historical fiscal quarters thereby enabling completion of the audit
of its Annual Financial Statements and subsequent filing of its
Annual Required Filings as well as its first quarter 2011 filings.
This process is expected to further delay the filing of the Annual
Required Filings until February 28, 2011, and the first quarter
2011 filings to March 31, 2011. The Company confirms that:
(i) there has been no failure by the Company in fulfilling its
stated intentions with respect to satisfying the provisions of the
alternative information guidelines set out in NP 12-203;
(ii) there has not been any other anticipated or specified
default by the Company under NP 12- 203; and (iii) there
is no other material information concerning the affairs of the
Company that has not been generally disclosed. The Company will
continue to satisfy the provisions of the alternative information
guidelines under NP 12-203 by issuing bi-weekly default status
reports in the form of news releases so long as it remains in
default of the filing requirements set out above. Seprotech is a
provider of pre-engineered water and wastewater treatment plants to
the land development, resource sector and military market place,
including CrystalBlueâ„¢ membrane-based water recycling systems and
the ROTORDISK® wastewater treatment systems. Neither TSX Venture
Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release. The
TSX Venture Exchange has neither approved nor disapproved of the
information contained herein. Some of the statements in this press
release, including those relating to the Company's strategies and
other statements that are predictive in nature, that depend upon or
refer to future events or conditions, or that include words such as
"expects", "anticipates", "intends", "plans", "believes",
"estimates" or similar expressions, are forward-looking statements
within the meaning of securities laws. Forward-looking statements
include, without limitation, the information concerning possible or
assumed future results of operations of the Company. These
statements are not historical facts but instead represent only the
Company's expectations, estimates and projections regarding future
events. The Company does not undertake any obligation to update or
release any revisions to these forward-looking statements to
reflect events or circumstances after the date of this presentation
or to reflect the occurrence of unanticipated events, except as
required by law. To view this news release in HTML formatting,
please use the following URL:
http://www.newswire.ca/en/releases/archive/January2011/26/c5653.html
pMr. Matthew Anderson, Investor Relations br/ Tel: (613) 523-1641
br/ Fax: (613) 731-0851/p
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