Urbanfund Corp.

April 18, 2007 09:34 ET

Urbanfund Corp. Announces Completion of Sale Transaction, Continuous Disclosure Review and Anticipated Delay in Filing Annual Financial Statements

TORONTO, ONTARIO--(CCNMatthews - April 18, 2007) -

Laval Armand Disposition

Mitchell Cohen, President of Urbanfund Corp. ("Urbanfund" or "the Corporation") (TSX VENTURE:UFC), is pleased to announce today that, further to the Corporation's March 8, 2007 press release, Laval Armand Properties Ltd. ("Laval Armand") completed the sale of its Laval, Quebec property to LAB Research Inc. ("LAB Research"). The property is occupied by LAB Research and, prior to the sale, was leased by Laval Armand to LAB Research. Urbanfund holds 5% of the issued and outstanding shares of Laval Armand.

The purchase price for the property was $23 million. Of this amount, $10.3 million was deducted for amounts owing by Laval Armand to LAB Research, consisting mainly of construction costs funded by LAB Research for the expansion of the property completed in December 2006. Urbanfund acquired its 5% interest in Laval Armand on December 15, 2007 for an aggregate acquisition cost of $192,500. Urbanfund anticipates realizing a pre-tax gain on the disposition of approximately $300,000 as previously disclosed.

Continuous Disclosure Review

Further to a press release dated November 16, 2006, PricewaterhouseCoopers LLP ("PwC") and Beallor & Partners LLP ("Beallor") completed the transaction, pursuant to which PwC and Beallor joined their professional practices. Beallor was the Company's auditor prior to the date on which its practice was assumed by PwC.

In light of the foregoing, in connection with the Company's engagement of a successor auditor, and completion by such auditor of the audit of the Company's comparative consolidated financial statements as at and for the period ending December 31, 2006 (the "Annual Financial Statements"), the Company anticipates that the Annual Financial Statements and accompanying management's discussion and analysis thereon (the "MD&A"), may not be filed by April 30, 2007, as required by applicable Canadian securities laws.

As a result of the anticipated delay in filing the Annual Financial Statements and MD&A, in accordance with applicable Canadian securities laws, the Company will request that the Canadian securities regulators issue a "Management and Insider Cease Trade Order" that prohibits trading in the Company's securities by its senior officers, directors and other insiders, who are already subject to a Company-initiated blackout, until the required Annual Financial Statements are filed. Pending the filing of the Annual Financial Statements, the Company intends to satisfy the alternative information guidelines recommended by OSC Policy 57-603 and Canadian Securities Administrators' Staff Notice 57-301 by issuing a news release every two weeks to update the shareholders on the filing delay. The Company is also required to disclose that if the Annual Financial Statements and MD&A are not filed by June 30, 2007, Canadian securities regulators may impose an issuer cease trade order.

Urbanfund Corp. is a TSX Venture exchange listed real estate company based in Toronto. The Corporation's common shares trade under the symbol UFC.


This press release contains forward-looking statements based on assumptions, uncertainties and management's best estimates of future events. When used herein, words such as "intend", "may", "will", "should", "could", "anticipate", "believe", "plan", "estimate", "potential", "expect" and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on assumptions by and information available to the Corporation. Investors are cautioned that such forward-looking statements involve risks and uncertainties. Important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements include such risks and factors as are detailed from time to time in the Corporation's continuous disclosure documents filed with the Ontario Securities Commission and other regulatory authorities at www.sedar.com. Actual results may differ materially from those currently anticipated. The Corporation has no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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

Contact Information

  • Urbanfund Corp.
    Mitchell Cohen
    (416) 361-5000
    Urbanfund Corp.
    Steve Isenberg
    (416) 603-4343