financials delayed againif they wait long enough they can file 2 years at the same time.what a bunch of
Seprotech delays annual statement filing to March 31Ticker Symbol: C:SET Seprotech
delays annual statement filing to March 31Seprotech Systems Inc
(C:SET)
Shares Issued 51,321,926Last Close
2/4/2011
.035Wednesday February 09 2011 - News Release
Mr. Matthew Anderson reports
SEPROTECH UPDATES STATUS OF PREVIOUSLY REPORTED DELAY IN FILING OF 2010 ANNUAL
FINANCIAL STATEMENTS AND FIRST QUARTER 2011 INTERIM FINANCIAL STATEMENTS
Seprotech Systems Inc. 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 possibly 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 former 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 26th, 2011 (the "Third Default
Status report") the Company also reported that it would 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, Second and Third Default
Status Reports.
As previously reported, on December 17, 2010 the Company notified its
customer, the Department of National Defence, Canada (the "DND") of
material billing discrepancies under its contract with the Company. It
was further reported that DND 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 DND to confirm the Company's estimate of the
amount of the over-billing. A further exchange of correspondence and
information has taken place, and substantial agreement has now been
reached with respect to the amount of the over-billing, the final
amount of which is not expected to exceed $300,000. One minor aspect
of the materials provided to DND remains under review with a response
expected within the next week. However, until the precise amount of the
overbilling is confirmed by DND, and accepted by the Company's
auditors, the Company is not in a position to finalize quantification
and/or allocation of the over-billing 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. However, we have
been able to determine that no material amounts related to the
over-billing will be attributable to other than the fiscal year ended
August 31, 2010. Finalization of this process is expected to further
delay the filing of the Annual Required Filings until March 31, 2011,
and the first quarter 2011 filings to April 30, 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.
We seek Safe Harbor.