RICHMOND, BC, March 31 /CNW/ - Ascalade Communications Inc. ("Ascalade"
or "the Company") (TSX: ACG) today announced that as a result of its
application under the Companies' Creditors Arrangement Act ("CCAA") for
protection from its creditors and as previously announced on March 3, 2008, it
does not expect to file and provide to its shareholders Ascalade's audited
annual financial statements for the year ended December 31, 2007 and the
management's discussion and analysis relating thereto, as well as, Ascalade's
annual information form for the year ended December 31, 2007 (collectively the
"Filings"), while it remains under CCAA protection. Ascalade does not
anticipate completing the Filings prior to the lifting or expiry of the CCAA
protection order. Ascalade has been under CCAA protection since March 3, 2008.
The expected delay in completing the Filings is as a result of Ascalade
focusing its resources on restructuring winding up of the Ascalade group of
companies and the uncertainty regarding Ascalade's future operations.
While under CCAA protection, Ascalade will comply with the alternative
information guidelines set out in Ontario Securities Commission Policy 57-603
- Defaults by Reporting Issuers in Complying with Financial Statement Filing
Requirements ("Policy 57-603") for issuers who are delayed in filing and
forwarding to shareholders financial statements within the times prescribed by
applicable securities laws. The guidelines, among other things, require
Ascalade to issue bi-weekly status reports by way of a news release so long as
Ascalade remains under CCAA protection and the Filings have not been
Ascalade acknowledges that an issuer cease trade order may be imposed by
the Ontario Securities Commission, if the default is not remedied by May 31,
2008 and the Filings have not been completed.
On March 13, 2008 Ascalade's subsidiary in Hong Kong, Ascalade
Communications Limited, filed a Scheme of Arrangement under Section 166 of the
Companies Ordinance (Chapter 32) of Hong Kong. A first hearing of the Scheme
will be held in Hong Kong on April 1, 2008. A Meeting of Creditors is
scheduled to consider the Scheme of Arrangement on May 2, 2008 in Hong Kong.
Concurrently with the issuance of this press release, Ascalade has filed
with the Ontario Securities Commission a report in the form of a material
change report, which includes additional information related to Ascalade's
CCAA protection and its delay in filing the Filings.
Forward Looking Information:
The discussion and analysis in this news release, including the Company's
future plans, contains forward-looking statements under securities laws that
involve risks and uncertainties. When used in this news release the words such
as "will", "expects" and "plans" and similar words and expressions generally
identify forward-looking statements.
These statements are not historical facts, but reflect our current
expectations. The results or events predicted in such forward-looking
information may differ materially from actual results or events. When relying
on the Company's forward-looking information to make decisions, investors and
others should carefully consider the foregoing factors and other uncertainties
and potential events.
The Company has assumed a certain progression, which may not be realized.
Additionally, the Company made a number of assumptions about the market,
operations, finances and transactions. Certain factors that could cause
results or events to differ materially from our current expectations include,
among others, our ability to implement our strategies and plans.
It has also assumed that the material factors referred to in the previous
paragraph will not result in such forward-looking information to differ
materially from actual results or events. However, the factors set out above
is not exhaustive and is subject to change and there can be no assurance that
such assumptions will reflect the actual outcome of such items or factors.
These forward-looking statements are subject to a number of risks,
uncertainties and assumptions that could cause actual results or events to
differ materially from current expectation; including matters discussed more
fully under "Risk Factors" in the MD&A portion of our 2006 Annual Report and
our 3rd Quarter 2007 results, which is available at www.sedar.com.
These risks and uncertainties also include, among other things, risks
related to: uncertainty involved in Court proceedings and the implementation
of a plan under the CCAA restructuring and the completion of the sale of our
Richmond property, inability to find a buyer for business assets, loss of
customers, economic downturn in key geographic markets, availability and cost
of labor, cost of material, labor relations, power constraints, environmental
laws, insufficient production capacity to satisfy customer demand, impact of
restructuring on operations stability, failure to develop new products or
enhance existing products, customer supplier litigation, ability to maintain a
workforce and factory operations, government and regulatory challenges in
China, ability to recover assets in China, reduction of production costs and
management of production levels. There can be no assurance that our
expectations will prove to be correct. Consequently, all forward-looking
statements made are qualified by these cautionary statements and other
cautionary statements and factors contained herein.
Except as required by law, Ascalade disclaims any intention or obligation
to update or revise any forward-looking statement, whether as a result of new
information, future events or otherwise.
For further information:
For further information: visit us online at: www.ascalade.com