ST ALBERT, AB, June 8 /CNW/ - Roadking Travel Centres Inc. ("Roadking" or
the "Company") announces that TSX Venture Exchange Inc. (the "Exchange") has
completed its review with respect to the Company's application for
reinstatement to trading today, the details of which are set forth below.
The Exchange has concluded that the Company and its Directors and
Officers contravened Exchange policies and the Listing Agreement entered into
between the Company and the Exchange during the period in which it was
suspended from trading on the Exchange. Specifically, the Exchange concluded
1. With respect to the disposition of the Strathcona Roadking Travel
Centre, the Company failed to get approval of the Exchange for the
disposition and failed to obtain shareholder approval for such
disposition as required by Exchange Policy. As a result of the
Company failing to receive shareholder approval for this transaction,
the Company was ultimately unable to obtain Exchange acceptance for
the transaction, thereby contravening Exchange Policy 5.3 and section
2.1 of the Listing Agreement.
2. With respect to the disposition of the Calgary Roadking Travel
Centre, the Company failed to seek approval of the Exchange of the
disposition, thereby contravening Exchange Policy 5.3. The Company
has since filed this transaction with the Exchange and has
subsequently received the Exchange's approval.
3. With respect to disclosure obligations during the calendar years 2004
through 2007, the Company failed to issue press releases during that
time for events which the Exchange requires disclosure, thereby
contravening Exchange Policy 3.3. These events had been disclosed in
the Company's financial statements and management discussions &
Due to the breaches of the Exchange policy set out above, the Exchange has
imposed the following sanctions against the Company and its directors and
1. The Company and all its current Directors and Officers, except the
recently appointed Kel Knutson, have been placed on Notice to Comply
with the Exchange's Requirements. Any further violations of Exchange
Requirements will result in a review of the acceptability of the
Officers and Directors of the Company to act as an Officer or
Director, or perform any functions similar to those normally
performed by an individual occupying the position of Director of
Officer, or be an employee, agent or consultant of an Exchange listed
2. Glen Hommy is required, within one year of May 4, 2009, to complete a
public company course that meets Exchange approval and to attend and
complete such course within the time frame set out above and provide
proof of such attendance and completion, failing which he will resign
as a director and officer of the Company
3. The Company is required to issue this press release disclosing the
conclusions of the compliance review and the sanctions related to it.
The Company and its current directors and officers accept the decision of
the Exchange and intend to comply with and assent to such sanctions. However,
the Company does wish to clarify that it and its board of directors did seek
legal advice generally with respect to the above matters and considered such
advice in the course of their decision-making processes.
Given the asset dispositions noted above, the Exchange will be
transferring the Company to the NEX exchange, as the Company no longer meets
the Exchange's Tier 2 Tier Maintenance Requirements. The Company has been
advised that it will be reinstated for trading on NEX, effective the opening
of June 9, 2009.
The Company will continue to seek out new business opportunities designed
to maximize shareholder value, and intends to apply for listing with the
Exchange as a Tier 2 issuer, if and when such requirements are met.
"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."
For further information:
For further information: Mr. Greg Spicer, Interim President and CEO,
Roadking Travel Centres Inc., Telephone: (780) 458-4966, Facsimile: (780)
419-6765, e-mail: firstname.lastname@example.org, Website: www.roadking.ca