Carlisle Goldfields Limited

Carlisle Goldfields Limited

December 29, 2009 20:04 ET

Carlisle Goldfields Financial Statements Delayed and Files Application for Management Cease Trade Order

TORONTO, ONTARIO--(Marketwire - Dec. 29, 2009) - Carlisle Goldfields Limited ("Carlisle") has determined that it will be unable to file its comparative financial statements for the fiscal year ended August 31, 2009 (the "Annual Financial Statements") by the end of the day today, December 29, 2009, which is the 120th day after the end of Carlisle's most recently completed financial year, as required by National Instrument 51-102 – Continuous Disclosure Obligations. Based on its discussions with its new auditors, Carlisle is confident that the Annual Financial Statements together with the auditor's report thereon should be finalized on December 30 or 31, 2009 and, accordingly, filed by the next business day, namely by December 31, 2009 or January 4, 2010.

As a precautionary measure in case filing the Annual Financial Statements were to be delayed for a lengthy period of time, on December 23, 2009 Carlisle filed an application (the "Application") with the Ontario Securities Commission ("OSC"), as its principal regulator, for a management cease trade order ("Management Cease Trade Order") in accordance with National Policy 12-203 – Cease Trade Orders For Continuous Disclosure Defaults ("NP 12-203") seeking a temporary order prohibiting only certain persons, companies or trusts who are directors or officers of Carlisle from trading in securities of Carlisle for such period as would be specified in the Management Cease Trade Order – until some time after the filing of the Annual Financial Statements had been completed. If approved, this would avoid an order that all security holders of Carlisle cease trading in its securities.

Carlisle is a reporting issuer in Ontario, British Columbia, Alberta, Saskatchewan and Manitoba. The OSC is Carlisle's principal regulator for the purposes of National Policy 11-203 – Process for Exemptive Relief Applications in Multiple Jurisdictions. Copies of the Application have been sent to the securities regulatory authorities in each jurisdiction in which Carlisle is a reporting issuer.

Until the Annual Financial Statements are filed, Carlisle will comply fully with the alternate information guidelines set out in sections 4.3 and 4.4 of NP 12-203.

This press release contains or refers to forward-looking information, including statements about the effect of the OSC's approval of Carlisle's application for a Management Cease Trade Order. All information other than statements of historical fact that address activities, events or developments that Carlisle believes, expects or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements are subject to a variety of risks and uncertainties beyond Carlisle's ability to control or predict that may cause actual events or results to differ materially from those discussed in such forward-looking statements, including the risk that the OSC will deny Carlisle's application for a Management Cease Trade Order. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, Carlisle disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Although Carlisle believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be placed on these forward-looking statements due to the inherent uncertainty related thereto.

Contact Information

  • Carlisle Goldfields Limited
    Carl McGill
    President and Chief Executive Officer
    (416) 278-8406
    cmcgill@boathousecapitalgroup.com
    or
    By Mail:
    Carlisle Goldfields Limited
    Suite 204, 133 Richmond Street West
    Toronto, Ontario
    M5H 2L3