TSX Venture Exchange
Trading Symbol: CFI
TORONTO, Feb. 23 /CNW/ - Canada Fluorspar Inc. (TSX-V: CFI) (the "Company") announces that it will file restated financial statements, restated
management discussion and analysis as well as certifications of the
Chief Executive Officer and the Chief Financial Officer for the three
month period ended March 31, 2010 and the six month period ended June
30, 2010. The Company will also file restated management discussion and
analysis as well as certifications of the Chief Executive Officer and
the Chief Financial Officer for the year ended December 31, 2009 and
the nine month period ended September 30, 2010. The refilings are at
the request of the Ontario Securities Commission as a result of their
review of the Company's filed financial information in connection with
the recent clearance of the Company's long form prospectus (the "Prospectus") on February 14, 2011 to expand on the disclosure previously filed.
The financial statements for the periods ended March 31, 2010 and June
30, 2010 each contain comparative figures to the same periods ended in
2009. The figures for the comparative 2009 periods will be restated to
reflect certain timing changes in the recognition of flow-through
expenditures and certain expenses related to the Company's qualifying
transaction that closed on April 15, 2009. The items that are impacted
by the restatement were originally accounted for during the quarter
ended December 31, 2009 however they should have been accounted for
during the quarters ended March 31, 2009 and June 30, 2009 as discussed
below. On January 14, 2011 the Company re-filed its September 30, 2010
financial statements to account for the same timing issue.
The Company's financial statements for the periods ended March 31, 2010
and June 30, 2010 are unaffected as a result of this restatement.
The substance of the changes are as follows:
March 31, 2010
Flow Through Share Renouncement
During the period from January 1, 2009 to March 31, 2009, the Company
renounced Canadian exploration expense ("CEE") expenditures of
$2,000,541 relating to its flow through financing. The Company has
restated the March 31, 2009 balance sheet and statement of earnings for
the period ended March 31, 2009 to record the future income tax
benefits renounced on flow through shares resulting in a decrease in
capital stock of $580,157, an increase in future income tax recovery of
June 30, 2010
Flow Through Share Renouncement
During the period from January 1, 2009 to June 30, 2009, the Company
renounced CEE expenditures of $3,251,724 relating to its flow through
financing. The Company has restated the June 30, 2009 balance sheet and
statement of earnings for the period ended June 30, 2009 to record the
future income tax benefits renounced on flow through shares resulting
in a decrease in capital stock of $943,000 and an increase future
income tax recovery of $943,000.
Reverse takeover transaction
As a result of the share exchange on the amalgamation of the predecessor
companies Burin Fluorspar Ltd. and Rivera Capital Corp., control of the
combined companies passed to the former shareholders of Burin, which is
identified as the acquirer for accounting purposes. The Company has
restated its statement of deficit for the period ended June 30, 2009 to
account for the acquisition of Rivera as a recapitalization of Burin.
As a result, the net assets of Rivera are charged against the deficit
resulting in an increase of $477,858 in the opening deficit for the
period, a decrease in other assets of $330,731 and corresponding
adjustment to the deficit to show effect of the allocation of the
purchase price for $147,127.
The Company has also restated its expenses with an increase in
accounting, audit and legal expense of $18,731 and an increase in
accrued accounts payable of $18,731.
The Management Discussion and Analysis for year ended December 31, 2009
and the periods ended March 31, 2010; June 30, 2010 and September 30,
2010 have been revised and re-filed to include a discussion of the
restatements described above and to expand on the discussion and
analysis previously filed in order to reflect the disclosure included
in the Prospectus.
ABOUT CANADA FLUORSPAR INC.
The Company is a specialty mineral resource company engaged in the
development and production of fluorspar deposits at its property
located in St. Lawrence, Newfoundland, Canada, and is moving forward to
reactivate existing underground fluorspar mines, expand an existing
mill, construct a new, environmentally-sound Tailings Management
Facility and build a new deep-water marine terminal in the outer St.
Lawrence Harbor for the export of fluorspar concentrate product.
For more information please see: www.canadafluorspar.com
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.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities in the United States of
America. The securities have not been and will not be registered under
the United States Securities Act of 1933 (the "U.S. Securities Act") or
any state securities laws and may not be offered or sold within the
United States or to U.S. Persons (as defined in the U.S. Securities
Act) unless registered under the U.S. Securities Act and applicable
state securities laws, or an exemption from such registration is
Advisory Regarding Forward Looking Statements
This press release contains forward-looking statements which include,
but are not limited to: current development and operating objectives
and outlook, expectations, opinions, forecasts, projections, guidance
or other statements that are not statements of fact. Although the
Company believes that the expectations reflected in such
forward-looking statements are reasonable, it cannot give any assurance
that such expectations will prove to be correct. Results of the Company
may be affected by a variety of variables and risks associated with
mining development, such as loss of market, volatility of commodity
prices, currency fluctuations, imprecision of reserve estimates,
environmental risks, competition from other producers, ability to
access sufficient debt and equity capital from internal and external
sources, ability to generate sufficient cash flow to meet its current
and future obligations, regulatory approvals affecting construction and
mining operations; as a consequence, actual results could differ
materially from those anticipated or implied in the forward-looking
The Company's forward-looking statements are expressly qualified in
their entirety by this cautionary statement and are made as of the date
of this news release. Unless otherwise required by applicable
securities laws, the Company does not intend nor does it undertake any
obligation to update or review any forward-looking statements to
reflect subsequent information, event, results or circumstances or
SOURCE Canada Fluorspar Inc.
For further information:
On behalf of Canada Fluorspar Inc.:
President and CEO
Canada Fluorspar Inc.
- or -
Spinnaker Capital Markets Inc.