VANCOUVER, May 1, 2019 /CNW/ - Universal mCloud Corp.
(TSX-V: MCLD) (OTCQB: MCLDF) (the "Company") announces that it
has not filed its annual financial statements, accompanying
management's discussion and analysis and related CEO and CFO
certifications for the financial year ended December 31, 2018 (collectively, the "Annual
Filings"), within the period prescribed for the filing of such
documents under Parts 4 and 5 of Regulation 51-102 respecting
Continuous Disclosure Obligations and pursuant to Regulation 52-109
respecting Certification of Disclosure in Issuers' Annual and
Interim Filings, namely within 120 days of year-end, being
April 30, 2019 (the "Filing
Deadline").
Due to the significant and complex acquisition activity in 2018
that has accelerated into 2019 the Company's audit remains ongoing
at this time and the Company is making every effort to file the
Annual Filings in a timely fashion and expects to file the Annual
Filings no later than May 15,
2019.
The Company is providing this default announcement in accordance
with National Policy 12-203 Management Cease Trade Orders ("NP
12-203"). The Company has made an application to and received from
the British Columbia Securities Commission, as principal regulator
of the Company, a management cease trade order ("MCTO") under NP
12-203 in respect of the default regarding the Annual Filings. The
MCTO will prohibit the chief executive officer and the chief
financial officer from trading in securities of the Company for so
long as the Annual Filings are not filed. The issuance of the MCTO
does not affect the ability of persons other than the chief
executive officer and the chief financial officer of the Company to
trade in the Company's securities.
The Company confirms that it intends to satisfy the provisions
of the alternative information guidelines found at sections 4.3 and
4.4 of Policy Statement 12-203 respecting Cease Trade Orders for
Continuous Disclosure Defaults for so long as it remains in default
as a result of the late filing of the Annual Filings. During the
period of default, the Company will issue bi-weekly default status
reports in the form of further press releases, which will also be
filed on SEDAR. The Company confirms that there are no insolvency
proceedings against it as of the date of this press release. The
Company also confirms that there is no other material information
concerning the affairs of the Company that has not been generally
disclosed as of the date of this press release.
About Universal mCloud Corp.
Universal mCloud is headquartered in Vancouver, BC with technology and operations
centres in San Francisco, CA and
Bristol, PA. mCloud is an
Artificial Intelligence and Analytics, IoT connected asset care
cloud solution company utilizing connected IoT devices, AI, deep
energy analytics, secure mobile and 3D technologies that rally all
asset stakeholders around an Asset-Circle-of-Care™, providing
complete real-time and historical data coupled with guidance and
advice based on deep analytics and diagnostics resulting in optimal
performance and care of critical equipment. It's all about the
asset. The powerful and secure AssetCare™ environment is accessible
everywhere, 24/7 through standard mobile devices, ruggedized
headsets, and web browsers. For more information, visit
www.mCloudCorp.com.
Forward-Looking Information and Statements
This press release contains certain "forward-looking
information" within the meaning of applicable Canadian securities
legislation and may also contain statements that may constitute
"forward-looking statements" within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995. Such forward-looking information and forward-looking
statements are not representative of historical facts or
information or current condition, but instead represent only the
Company's beliefs regarding future events, plans or objectives,
many of which, by their nature, are inherently uncertain and
outside of the Company's control. Generally, such forward-looking
information or forward-looking statements can be identified by the
use of forward-looking terminology such as "plans", "expects" or
"does not expect", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates" or "does not
anticipate", or "believes", or variations of such words and phrases
or may contain statements that certain actions, events or results
"may", "could", "would", "might" or "will be taken", "will
continue", "will occur" or "will be achieved". The forward-looking
information contained herein may include, but is not limited to,
information concerning the estimated filing date of the Annual
Filings.
By identifying such information and statements in this manner,
the Company is alerting the reader that such information and
statements are subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of
activity, performance or achievements of the Company to be
materially different from those expressed or implied by such
information and statements.
An investment in securities of the Company is speculative and
subject to several risks as discussed under the heading "Risk
Factors" on pages 29 to 46 of the Company's filing statement dated
October 5, 2017. Although the Company
has attempted to identify important factors that could cause actual
results to differ materially from those contained in the
forward-looking information and forward-looking statements, there
may be other factors that cause results not to be as anticipated,
estimated or intended.
In connection with the forward-looking information and
forward-looking statements contained in this press release, the
Company has made certain assumptions. Although the Company believes
that the assumptions and factors used in preparing, and the
expectations contained in, the forward-looking information and
statements are reasonable, undue reliance should not be placed on
such information and statements, and no assurance or guarantee can
be given that such forward-looking information and statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such information and
statements. The forward-looking information and forward-looking
statements contained in this press release are made as of the date
of this press release, and the Company does not undertake to update
any forward-looking information and/or forward-looking statements
that are contained or referenced herein, except in accordance with
applicable securities laws. All subsequent written and oral
forward- looking information and statements attributable to the
Company or persons acting on its behalf is expressly qualified in
its entirety by this notice.
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.
SOURCE Universal-mCloud Corp