VANCOUVER, June 4, 2013 /CNW/ - The financial statements for Prima Colombia Hardwood Inc. (TSXV:PCT) ("Prima" or the "Company") have been filed on SEDAR for the three months ended March 31, 2013, however, no CEO or CFO Certifications were completed due to the resignations of Donald Hayes, current Chairman of BC Ferries, as CEO and Director, and Harold Hayes as COO, acting CFO and Director effective May 21, 2013. Accordingly, the Company has been placed on the British Columbia Securities Commission's list of Reporting Issuers in default. Effective as at May 27, 2013, the Hayes' also terminated the management services agreement between the Company and Hayes Forest Services Limited under which they have claimed $825,000 (plus interest) of management fees accrued since the Company ceased active operations.
The Company's advisors had attempted to negotiate terms for a restructuring of the Company, but were unable to come to an agreement with Donald Hayes, Harold Hayes and Hayes Forest Services Limited (collectively, the "Hayes Group") based upon their stated requirement that they continue as major shareholders in any restructured entity. The remaining Board members are in process of appointing an interim Board of Directors to review the Company's debts, obligations, and shareholdings with a view to bringing the Company into regulatory compliance and determining whether a reorganization can be completed in order to preserve some value for the Company's current shareholders and other stakeholders.
A loan of $3,496,000 plus interest of $962,000 remains outstanding to Endeavour Capital Corporation ("Endeavour"). Endeavour has not yet demanded payment in expectation that its only chance for recovery of a portion of this cash would be through a restructuring of the Company. The Company has been in the process of selling its remaining assets as part of an organized wind down, as disclosed previously and in the most recently filed financial statements.
This news release contains "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
There can be no assurance that the plans, intentions or expectations upon which these forward-looking statements and information are based will occur. Forward-looking statements and forward-looking information are subject to a variety of known and unknown risks, uncertainties and assumptions, including those discussed in Prima's quarterly and annual management's discussion and analysis and under "Risk Factors" in Prima's Annual Information Form dated April 30, 2012, which are available at www.sedar.com under Prima's profile, and any of which may cause the actual results, performance or achievements of Prima to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release.
The factors identified above are not intended to represent a complete list of the factors that could affect Prima. Additional factors are noted under the heading "Risk Factors" in the Annual Information Form dated April 30, 2012 available at www.sedar.com under Prima's profile. Further, should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results, performance or achievement may vary materially from those expressed or implied by the forward-looking information contained in this news release. Forward-looking statements and information are based on the beliefs, estimates and opinions of management at the date the statements are made and are subject to change without notice. These factors should be carefully considered and viewers are cautioned not to place undue reliance on forward-looking information, which speaks only as of the date of this news release. Other than as required by law, Prima does not undertake to update forward-looking statements or information if management beliefs, estimates or opinions or other circumstances should change, or to reflect events or circumstances that occur after the date of this news release or to reflect the occurrence of unanticipated events. All forward-looking information attributable to Prima herein is expressly qualified in its entirety by the cautionary statements contained in or referred to herein.
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 news release.
SOURCE: Prima Colombia Hardwood Inc.
For further information:
Fiore Management & Advisory Corp.
Advisors to Prima Colombia Hardwood Inc.