Interactive Capital Partners Corporation

May 03, 2011 16:36 ET

Interactive Capital Partners Corporation Announces Delay in 2010 Year End Filings

OTTAWA, ONTARIO--(Marketwire - May 3, 2011) -


Interactive Capital Partners Corporation (the "Company") (TSX VENTURE:HFM.P), a capital pool company under Policy 2.4 of the TSX Venture Exchange (the "TSXV"), announced was informed by its auditor that it was unable to complete the audit in time for the Company to file its audited annual financial statements for the fiscal year ended December 31, 2010 (the "Annual Financial Statements") by May 2, 2011, which is the 120th day after the end of the Company's most recently completed financial year, as required by National Instrument 51-102 –Continuous Disclosure Obligations. The failure to meet the deadline is a result of the delay by the Company in providing the requisite documentation to the auditor to allow the auditor sufficient time to complete the audit by the May 2, 2011 deadline.

In respect to the forgoing, the Company further confirms that it has received notice from the Ontario Securities Commission (the "Commission"), being the Principal Regulator, that a temporary Cease Trade Order ("CTO") will be issued for failure to file comparative audited Annual Financial Statements for the year ended December 2010 within the prescribed timeframe. Trading in the common shares of the Company has already been suspended by the TSXV since April 1, 2011, for the Company having failed to complete a Qualifying Transaction within 24 months of its listing on the TSXV.

The Company anticipates filing the required Annual Financial Statements as soon as possible, and in any event not later than May 13, 2011. The Commission has informed the Company that upon filing of the required Annual Financial Statements by May 13, 2011, the Company will be reinstated for trading without the requirement to apply for a revocation order. However, revocation of the CTO will not effect the suspended trading status of the common shares on the TSXV. Until the Annual Financial Statements are filed, the Company will comply fully with the alternate information guidelines set out in sections 4.3 and 4.4 of NP 12-203 Cease Trade Orders for Continuous Disclosure Defaults.

The Company received, at its annual general and special shareholder's meeting on March 18, 2011, the requisite approval from its shareholders to apply to transfer the listing of its common shares to the NEX board of the TSXV and anticipates making an application for such transfer in due course. The Company is currently continuing to pursue and evaluate other businesses and assets with a view to completing a Qualifying Transaction, in accordance with TSXV policies, and will make further announcements with respect to these efforts as soon as practically possible. The Company cannot offer any assurances that a Qualifying Transaction will be completed.

The Company is not subject to any insolvency proceeding and there is no other material information concerning the affairs of the Company that has not been generally disclosed.

The Company is a capital pool company governed by TSXV policies. The Company's principal business is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction within the meaning of TSXV policies. Investors are cautioned that trading in the securities of a capital pool company should be considered highly speculative.

Reader Advisory

This press release contains or refers to forward-looking information, including statements about the expected timing of the filing of the Annual Financial Statements. All information other than statements of historical fact that address activities, events or developments that the Company 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 the Company's ability to control or predict that may cause actual events or results to differ materially from those discussed in such forward-looking statements. 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, the Company 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 the Company 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.

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.

Contact Information

  • Mark Maheu
    President and Chief Executive Officer
    Interactive Capital Partners Corporation
    613-834-6514 (FAX)