Peace Arch® Entertainment Provides Further Update Regarding the Filing of Its Fiscal 2008 Financial Statements
September 01 2009 - 11:00AM
Business Wire
Peace Arch® Entertainment Group Inc. (AMEX:PAE - News)
(TSX:PAE.TO - News) today provided an update with respect to the
Company’s filing of its audited financial statements for the year
ended August 31, 2008.
As previously disclosed, under variable interest entity
accounting rules Peace Arch is obligated to consolidate the results
of operations of certain single purpose motion picture production
companies that Peace Arch does not own but whose pictures Peace
Arch distributes. After significant efforts, Peace Arch has been
unable to obtain from those entities the financial information that
is required by the Company’s auditors to finalize their audit of
Peace Arch’s consolidated financial statements for the year ended
August 31, 2008. If left unresolved, this limitation on the scope
of the audit of the Company’s fiscal 2008 financial statements will
result in a qualified opinion from the Company’s auditors.
While the Company is continuing its discussions with the Ontario
Securities Commission (“OSC”) regarding this issue, the OSC
generally does not accept qualified audit opinions and has informed
the Company that it is unlikely to grant an exemption from this
requirement at this time. Consequently, the cease trade order
issued by the OSC with respect to the trading of the Company’s
shares on the Toronto Stock Exchange (“TSX”) will remain in effect
until Peace Arch can obtain an unqualified audit opinion or an
exemption from the OSC.
On August 18, 2009, the Company was notified by NYSE AMEX LLC
(“AMEX”) that AMEX was willing to continue Peace Arch’s listing on
AMEX provided that Peace Arch filed with the U.S. Securities and
Exchange Commission (“SEC”) its Annual Report Form 20-F by August
31, 2009. Because it has not yet received an unqualified audit
opinion, the Company has not yet filed its Annual Report on Form
20-F for fiscal 2008.
Peace Arch is taking several steps to resolve these issues.
First, the Company will continue to use all legal means to try
to obtain from the variable interest entities the information that
it needs to finalize its fiscal 2008 statements and obtain an
unqualified audit opinion.
Second, the Company has begun preparing its statements for the
year ending August 31, 2009. At this time the Company expects to
obtain an unqualified audit opinion with respect to its fiscal 2009
statements, on which basis the Company believes the OSC will grant
an exemption with respect to the qualified opinion for fiscal
2008.
Third, Peace Arch has requested that AMEX grant the Company
until September 25, 2009 to file its Annual Report on Form 20-F for
the reasons described above.
The Company intends to resume trading on the TSX no later than
November 30, 2009 with the filing of its fiscal 2009 statements.
However, no assurance can be given that the Company will be able to
obtain an unqualified audit opinion for fiscal 2008 or fiscal 2009,
that AMEX will grant Peace Arch a further extension, or that the
Company will be able to file its Annual Report on Form 20-F for
fiscal 2008 by any such extended deadline. If the Company obtains
an extension from AMEX and then files its Form 20-F by the extended
deadline, the Company will thereafter have to effectuate a reverse
stock split in order to comply with AMEX listing requirements.
About Peace Arch Entertainment Group Inc.
Peace Arch Entertainment produces and acquires feature films and
television content for distribution to worldwide markets. The
Company’s award winning drama “The Tudors” airs on Showtime in the
United States and the CBC in Canada, and its lifestyle series “Last
10 Pounds Boot Camp” and “Bulging Brides” both air on The Fine
Living Network in the U.S. and Slice in Canada. Peace Arch’s recent
feature film releases include “The Mysteries of Pittsburgh”
starring Jon Foster, Peter Sarsgaard, Sienna Miller, Mena Suvari
and Nick Nolte and “JCVD” starring Jean Claude Van Damme. For
additional information, please visit www.peacearch.com.
Forward-Looking Statements
This press release includes statements that may constitute
forward-looking statements, usually containing the words “believe,”
“estimate,” “project,” “expect,” or similar expressions. These
statements are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements inherently involve risks and uncertainties that could
cause actual results to differ materially from the forward-looking
statements. By making these forward-looking statements, the Company
undertakes no obligation to update these statements for revisions
or changes after the date of this release.
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