Boyuan Announces Delay in Filing Annual Financial Statements

TORONTO, Sept. 23, 2015 /CNW/ - Boyuan Construction Group, Inc., (TSX: BOY, BOY.DB, BOY.DB.A) (the "Company"), a growing construction company in China of commercial, residential and municipal infrastructure projects, announced today that the filing of its annual financial statements, management's discussion and analysis, the related officer certifications and the annual information form for the financial year ended June 30, 2015 (collectively, the "2015 Annual Filings") will be delayed beyond the filing deadline of September 28, 2015. The late filing is due to issues raised by the Ontario Securities Commission (the "OSC") in their continuous disclosure review of the Company which may require the Company to restate the Company's annual financial statements for the year ended June 30, 2014 and subsequent interim periods and to revise its annual and interim MD&As for the same periods (collectively, the "2014 Filings"). The OSC staff has requested the Company to, among other things, address the absence of an impairment of unbilled revenues in light of objective indicators to reclassify unbilled revenues and to provide more detailed disclosure on certain items in the financial statements and MD&As. OSC Staff also asked the Company to reassess if the initial recognition of revenue along with the initial recording of unbilled revenue in some cases was appropriate. The Company plans to address the OSC's concerns and review its 2014 Filings with its current and former auditors and to confirm on or by October 16, 2015 whether it intends to restate and revise the 2014 Filings, and if so, when that will be completed. The Company's auditors have advised the Company that the auditors will not be able to issue an audit opinion on the 2015 financial statements until OSC's concerns are addressed to the OSC's satisfaction. Accordingly, the Company will not be able to complete and make the 2015 Annual Filings by the filing deadline.

As a result of this delay, the Company intends to make an application to the Ontario Securities Commission and other relevant securities regulatory authorities under applicable securities legislation for the issuance of a management and insider cease trade order ("MCTO") in connection with the anticipated filing delay for the 2015 Annual Filings. If an MCTO is granted, it will prohibit the Chief Executive Officer and Chief Financial Officer, and likely the directors and other insiders of the Company, from trading in securities of the Company for so long as the 2015 Annual Filings have not been completed. The issuance of an MCTO would generally not affect the ability of persons who are not, or who have not been, directors, officers or other insiders of the Company to trade in the Company's securities.   

About Boyuan Construction Group, Inc.
Based in Jiaxing City, China, Boyuan Construction Group, Inc. is in the business of commercial building and residential construction, municipal infrastructure and engineering projects. In its last three fiscal years ending June 30, 2014, Boyuan completed 45 projects for a number of private and public sector clients. Boyuan's current project backlog includes residential, commercial, industrial and mixed-use developments. From its operating bases in Zhejiang Province and in Hainan Province, Boyuan focuses on construction projects in China's fast-growing regions of the Yangtze River Delta, Hainan Province and Shandong Province. For more information visit www.boyuangroup.com.

Caution Regarding Forward-Looking Information:
Certain information contained in this press release constitutes forward-looking information, which is information relating to future events or the Company's future performance and which is inherently uncertain. All information other than statements of historical fact may be forward-looking information. Forward-looking information is often, but not always, identified by the use of words such as "seek", "anticipate", "budget", "plan", "continue", "estimate", "expect", "forecast", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar words or phrases (including negative variations) suggesting future outcomes or statements regarding an outlook. Forward-looking information contained in this press release includes, but is not limited to, the Company's intention to file the application for the MCTO, the Company's expectation on whether the MCTO will be granted and the expected terms and effects of the MCTO if granted, and management's expectation to make a determination on whether to restate and amend the 2014 Filings and timing for the determination; and management's expectation regarding 2015 Annual Filings. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. The Company believes the expectations reflected in the forward-looking information are reasonable but no assurance can be given that these expectations will prove to be correct and readers are cautioned not to place undue reliance on forward-looking information contained in this press release. Some of the risks and other factors which could cause results to differ materially from those expressed in the forward-looking information contained in this press release include, but are not limited to: risk of regulatory authorities not granting the MCTO, risk of the terms of the MCTO being different from anticipated, risk of a general cease trade order bing issued, risk of macro-economy cycle, risk from competition, risk from insufficient marketing to secure new projects, risk in obtaining additional financing, risk involving permits and licences, reliance on key management member, risk from supply of raw materials, risk of financial leverage, risk of bad debts in accounts receivables, risk involved in real estate development, foreign exchange fluctuations, political and economic conditions in China and other risks included in the Company's AIF for the fiscal year ended June 30, 2014 and in the Company's public disclosure documents filed with certain Canadian securities regulatory authorities and available at www.sedar.com. The forward-looking information contained in this press release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as otherwise required by law. 

SOURCE Boyuan Construction Group, Inc.

Contacts: Boyuan Construction Group, Inc., Mr. Paul Law, CFO, +(852) 9329 5088, [email protected]; NATIONAL Equicom, Ms. Renée Lam, [phone], [email protected]