Pambili announces potential delay in filing of annual financial statements and application for management cease trade order
CALGARY, Canada (April 21, 2023) – Pambili Natural Resources Corporation (“Pambili” or the “Company”) (TSXV: PNN) announces that it may be unable to meet the filing date of 30 April (“Filing Date”), as required under National Instrument 51-102, for filing of the following continuous disclosure documents (collectively, the “Documents”):
the Company’s Annual Audited Financial Statements for the year ended December 31, 2022, as required by section 4.2 of National Instrument 51-102 - Continuous Disclosure Obligations (“NI 51-102”); and
the Compny’s Management Discussion & Analysis for the year ended December 31, 2022, as required by section 5.1(2) of NI 51-102.
CEO and CFO certificates relating to the Audited Annual Financial Statements, as required by NI 51-102
The potential default is due, in part, to business and administrative disruption experienced by the Company in respect of both its own personnel and the Company’s auditor’s inability to complete the work required to issue the Documents due to a lack of working capital.
The Company has recently secured a loan from an arm’s-length third party which has enabled it to engage its auditors to complete the work and it is expected the Documents will be filed within 30 to 60 days of the Filing Date, if not before.
Accordingly, and as a precautionary measure, the Company has applied to the Alberta Securities Commission (“ASC”) for a Management Cease Trade Order (“MCTO”) that will prohibit the management of the Company from trading in the securities of the Company until such time as the Documents are filed. No decision has yet been made by the ASC on this application. The ASC may grant the application and issue the MCTO, or it may impose an issuer cease trade order if the Documents are not filed in a timely fashion.
During any period of default and until filing of the Documents, the Company intends to satisfy the provisions of the alternative information guidelines as required by National Policy 12-203 Management Cease Trade Orders.
Until the Company has filed the Documents, members of the Company’s management and other insiders are subject to an insider trading black-out policy as per its internal Insider Trading Policy that is consistent with the principles in Section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. The Company confirms that, other than as disclosed in prior press releases and material change reports, there have been no material business developments since the filing on November 29, 2022, of the Company’s latest interim financial reports for the period ended September 30, 2022.