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Default Notice: Atlantic Industrial Minerals Inc. Announces Changes in Management, Late Filing of Annual Financial Statements and Change in Annual Shareholder Meeting Date
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HALIFAX, NOVA SCOTIA--(Marketwire - July 30, 2010) - Atlantic Industrial Minerals Incorporated (TSX VENTURE:ANL.V) ("AIM" or the "Company") announced today that the role of Chief Financial Officer is now served by Mr. Barry M. Martin, who is also a director of the Company. The Company's previous Chief Financial Officer, Mr. Robert Hemming, FCA, passed away in December 2009. Mr. Martin has extensive experience in the financial services industry having served key roles, including as internal auditor, at Central Trust. AIM also announced that Mr. David Beazley replaced Mr. Gary MacKenzie as a director of the Company effective December 18, 2009. Mr. Beazley previously served as president of Acadian Securities Inc. and has been involved with the securities industry in Nova Scotia for over 40 years. AIM also announced that on July 19, 2010 Mr. Paul Coughlan filled the board of directors seat vacated as a result of Mr. Robert Hemming's death. Mr. Coughlan serves on the executive of Advanced Primary Minerals Corp. (TSXV:APD) as vice president business development. Mr. Coughlan has over twelve years experience in the exploration, management and development of kaolin projects in Georgia where he has held the position of General Manager of APD's Georgia operation since 1998.
AIM also announced that it did not file its audited financial statements for the fiscal year ended February 28, 2010 (the "2010 Financial Statements") and its management's discussion and analysis relating to the 2010 Financial Statements (collectively, the "Required Filings") before the prescribed deadline of June 28, 2010.
As a result of the passing of Mr. Hemming and corresponding difficulty in identifying a suitable replacement Chief Financial Officer, the Company was not able to deliver certain supporting work in respect of the Company's disposition of Kelly Rock Limited in March 2009 for the 2010 Financial Statements to the Company's auditors by the due date for the audit of the Company's 2010 Financial Statements. The Company retained one of the 'Big Four' accountancy firms to assist management in providing supporting materials, as previously developed by Mr. Hemming, in the form as requested presently by the Company's auditors, KPMG LLP. AIM's accountancy firm has advised that it shall deliver such further documentation to allow the Company's auditors to complete its audit as soon as possible. The Company, in consultation with its advisors at its accountancy firm, and the Company's auditors, KPMG LLP, expect that the audit of the 2010 Financial Statements will be completed to allow the Company to file the Required Filings no later than August 20, 2010.
The Company intends to satisfy the provisions of the alternative information guidelines under National Policy 12-203 by issuing bi-weekly default status reports in the form of news releases so long as it remains in default of the filing requirements set out above. The Company intends to make an application to the applicable securities regulatory authorities under National Policy 12-203 requesting that a management cease trade order be imposed in place of any general cease trade order in respect of this late filing, if it is deemed necessary.
As a result of the delay in availability of the Required Filings, the Company has deferred its annual and special meeting of shareholders from the previously scheduled date of August 25, 2010, to September 30, 2010, to allow management to appropriately prepare for and shareholders to be better informed about the Company's position prior to being asked to make decisions regarding management and other matters.
The Company advises that at the scheduled annual and special meeting of shareholders it intends to seek shareholder approval of a fixed number stock option plan adopted by the board of directors in December 2009. Pursuant to such stock option plan and on December 18, 2009, the Board granted stock options to the following insiders: Colin J. MacDonald, 400,000 options; Robert Hemming, 400,000 options; Barry Martin, 200,000 options; and David Beazley 200,000 options. In addition, the Board granted 200,000 options to a consultant of the Company. Each such option was granted at a price of $0.05 per option and, except for the options granted to Mr. Hemming, is exercisable for a period of three years. Pursuant to the terms of the stock option plan, Mr. Hemming's options will be exercisable for a period ending one year after his death. All such stock option grants are conditional upon the receipt of shareholder and TSX Venture Exchange ("TSXV") approval of the stock option plan.
AIM is an industrial minerals company based in Halifax, Nova Scotia, with interests in several limestone and water resources located in the Atlantic Provinces.
Commentary regarding forward looking statements:
This news release may contain forward-looking statements, including in connection with the completion of the audit of the 2010 Financial Statements, the filing of the Required Filings, the holding of an annual and special meeting, and the stock option plan and option grants thereunder. Such statements are based on assumptions regarding the Company's ability to provide all required documentation to the auditors on a timely basis, the Company's accountancy firm's ability to complete ancillary documentation on a timely basis, KPMG LLP's ability to complete the audit thereafter, the Company having sufficient time and resources to complete all matters necessary to hold the annual and special meeting on the anticipated date, and receipt of shareholder and TSXV approval of the stock option plan, among other assumptions. Such statements involve known and unknown risks, uncertainties, and other factors outside management's control that could cause actual results to differ materially from those expressed in the forward-looking statements. AIM does not assume responsibility for the accuracy and completeness of the forward-looking statements and, except as required by securities laws, does not undertake any obligation to publicly revise these forward-looking statements to reflect subsequent events or circumstances.
The TSXV has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this release.
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