MONTREAL, March 27, 2015 /CNW Telbec/ - (TSXV:
SDW): Sofame Technologies Inc. is providing a bi-weekly update
on further developments at the company in accordance with Policy
12-203 - Cease Trade Orders for Continuous Disclosure
Defaults. Sofame's auditors, Brunet, Roy, Dubé, have not
completed their audit within the 60 day extension granted by the
Autorité des marches financiers. Therefore, Sofame will not be
able to file its audited annual financial statements, management
discussion and analysis ("MD&A") and CEO and CFO certifications
for the year ended September 30, 2014
by March 30, 2015. Sofame will file
these reports, and the quarterly financial reports for the period
ending December 31, 2014, after the
auditor's work is completed. The first quarter reports were
due on March 1, 2015. The
auditor decided to cease working on the reports until a payment is
received by Sofame, related to a significant customer order
currently in the engineering phase. Management and the Board
hold the opinion that the auditor's refusal to complete the audit
on time is damaging to shareholders, and has filed a complaint with
the Ordre des comptables professionnels agréés du Québec.
In other developments, Sofame is currently completing the
start-up of three industrial heat recovery systems in Montreal, which are at a dairy plant, hospital
and pharmaceutical manufacturer. Sofame is also in preliminary
discussions which may result in an offer to merge later this
summer. Pre-conditions to the offer being negotiated are
standstill agreements with Sofame's two secured lenders, as well as
the conversion of a significant proportion of unsecured liabilities
to shares. The TSXV currently limits the pricing of debt
conversions to $0.05 cents. If
the dollar target is achieved, the conversion being considered
would result in a fifteen percent dilution of current
shareholders. These negotiations are ongoing, and if
successful, will result in an Annual General and Special Meeting of
the shareholders being called in July.
According to John Gocek,
President & CEO of Sofame, "With the offer of access to
substantial financing contingent on rational moves, which are
inherently good for the company, we are confident that all
stakeholders will approve the plan."
Certain directors, officers and insiders are prohibited from
trading in securities of the company for as long as the annual
financial statements, MD&A and related certifications are not
filed. All persons, other than directors, officers or
insiders, may trade freely in the Corporation's
securities. Since the audit will not be completed within the
delay, a general Cease Trade Order will be imposed after
Monday, March
30th.
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.
SOURCE Sofame Technologies Inc.