Odyssey Petroleum Corp.: Notice of Default Pursuant to National Policy 12-203
posted on May 05, 2009 02:43AM
Edit this title from the Fast Facts Section
|May 4, 2009|
|Odyssey Petroleum Corp.: Notice of Default Pursuant to National Policy 12-203|
|VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 4, 2009) - Odyssey Petroleum Corp. (the "Company") (TSX VENTURE:ODE)(FRANKFURT:YQN) is filing this Notice of Default pursuant to National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults ("12-203") in respect of the Company's inability to file its annual audited financial statements for the year ended December 31, 2008 (the "Annual Financial Statements") by the deadline of April 30, 2009 as required by National Instrument 51-102 Continuous Disclosure Obligations. In connection with the Company's inability to file the Annual Financial Statements on time, the Company has applied to applicable Canadian securities regulators requesting that a management cease trade order (which restricts trading in the Company's securities by the Company's insiders) be issued as opposed to an issuer cease trade order (which restricts all trading in the Company's securities).
The Company is unable to file the Annual Financial Statements on time due to the cumulative effect of the following factors:
(1) The Company's auditors have advised the Company that they do not expect to be able to complete the audit by the filing date. The complexity of the audit, due in part to significant increases in revenues and working interest arrangements, the bankruptcy filing of a subsidiary company and the complexity of related income tax returns, has resulted in a necessity to undertake increased audit procedures.
(2) This situation was also exasperated by the departure of the subsidiary's controller in January which led to a delay in the completion of the subsidiary's accounting records, which further resulted in a delayed commencement to the field work of the audit.
(3) Once the audit had commenced, further delays have occurred due to the terminal illness and subsequent death of a family member of the controller as he has not been available at all times to work with the auditors.
The Company anticipates that the duration of its default in filing its Annual Financial Statements will be less than 21 days.
The Company intends to remedy the default by taking the following steps:
1. The Company has provided the auditors with the completed accounting records and draft financial statements and is diligently working with the auditors to complete the audit.
2. The field work of the subsidiary has been completed, and is currently underway on the parent company.
3. The Company now has sufficient accounting staff to assist as necessary.
4. The auditors have committed to move more staff onto the file as they become available, which should allow the completion of the audit within 3 weeks of the filing due date.
Pursuant to 12-203, applicable Canadian securities commissions or regulators may impose an issuer cease trade order against the Company if the Annual Financial Statements are not filed by June 30, 2009, being the date that is two months following the date of the filing deadline for the Annual Financial Statements. In addition, an issuer cease trade order may be imposed sooner if the Company fails to file Default Status Reports on time in accordance with 12-203.
The Company intends to satisfy the provisions of 12-203 by filing a bi-weekly Default Status Report containing the information prescribed by 12-203, as long as the Company remains in default of the financial statement filing requirement.
The Company is not currently subject to any insolvency proceedings. If the Company provides any information to any of its creditors during the period in which it is in default of filing the Annual Financial Statements, the Company confirms that it will also file material change reports on SEDAR containing such information.
Note that any financial information contained in this announcement has been prepared by management of the Company and is unaudited.
Odyssey Petroleum Corp.
Joe DeVries, Chief Executive Officer