Prime City One Capital Corp.
TSX VENTURE : PMO

May 05, 2008 18:44 ET

Prime City Announces Late Filing of Annual Financial Statements

TORONTO, ONTARIO--(Marketwire - May 5, 2008) - Prime City One Capital Corp. (TSX VENTURE:PMO) ("Prime City" or the "Corporation") provides this Notice of Default further to OSC Policy 57-603 advising that Prime City will not be filing its annual financial statements for the year ending December 31, 2007 ("Financial Statements") before the prescribed deadline of April 29, 2008. The Corporation has made an application as prescribed under the foregoing policy requesting that a Management Cease Trade Order be imposed in respect of this late filing, rather than an Issuer Cease Trade Order.

Prime City's failure to file its annual Financial Statements within the prescribed period of time is a direct result of numerous internal changes, including the appoint of new auditors of the Corporation, the settlement of various debts and the appointment of a new Chief Financial Officer, all of which combined to lead to a delay in preparing the Financial Statements. Specifically, one of the numerous recent internal changes that have led to the delay in filing the Financial Statements was the appointment of new auditors on April 25, 2008 which has resulted in certain delays during this transition. In addition to the appointment of new auditors immediately prior to the filing deadline, the Corporation entered into a share for debt agreement with its former legal counsel as well as the appointment of a new Chief Financial Officer of the Corporation on April 2, 2008, both of which ultimately contributed to certain delays in preparing the Financial Statements. The Corporation made every effort to file the Financial Statements by the prescribed deadline of April 29, 2008, it only becoming apparent as such deadline approached that no amount of effort would overcome the delays caused by the internal changes described above.

Prime City's financial statements for its fiscal year end of December 31, 2007 are required to be filed by April 29, 2008 and Prime City's failure to file such by June 29, 2007 may result in the securities commissions or regulators imposing an Issuer Cease Trade Order. Prime City presently expects to file its financial statements for the year ended December 31, 2007 on or before May 14, 2008.

Should Prime City fail to file the appropriate Default Status Reports as prescribed OSC Policy 57-603, the securities commissions or regulators may as a result of such failure imposed an Issuer Cease Trade Order.

Prime City fully expects to file its Financial Statements prior to June 29, 2008. Further, Prime City confirms that it intends to satisfy the requirements to provide Default Status Reports so long as it remains in default of its requirements to file its financial statements within the prescribed period of time.

Prime City confirms that there are no insolvency proceedings against the Corporation as of the date herein. Prime City also confirms that there is no other material information concerning the affairs of Prime City that have not been generally disclosed as of the date herein.

About Prime City One Capital Corp.

Prime City One holds equity interests in Hot Spot Hospitality Corp. and Canadian Oil Recovery & Remediation Enterprises Inc. Prime City One is also the 100% parent of BDE. BDE holds a 50% interest in one property in Richmond Hill, Ontario upon which it is planning to build 141 condominium residential units.

Forward Looking Statements

Except for statements of historical fact relating to the Corporation, certain information contained herein constitutes forward-looking statements. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Corporation undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change. The reader is cautioned not to place undue reliance on forward-looking statements.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Prime City One Capital Corp.
    John Lorenzo
    President and Chief Executive Officer
    (416) 309-2521
    (416) 368-5506 (FAX)