12:36:36 EDT Fri 26 Apr 2024
Enter Symbol
or Name
USA
CA



Northern Power Systems Corp
Symbol NPS
Shares Issued 23,173,884
Close 2016-08-23 C$ 0.205
Market Cap C$ 4,750,646
Recent Sedar Documents

Northern Power facing possible trading halt on Sept. 1

2016-08-26 18:47 ET - News Release

Ms. Ciel Caldwell reports

NORTHERN POWER SYSTEMS PROVIDES UPDATE REGARDING FILING OF DISCLOSURE DOCUMENTS

Northern Power Systems Corp. has provided an update to its news release dated March 28, 2016, about the delay in the filing of the company's annual report on Form 10-K for the year ended Dec. 31, 2015 (which report consists of audited annual financial statements, the related management's discussion and analysis, and the annual information form), as well as the related officer certifications for the year ended Dec. 31, 2015. The company completed the filing of its annual filings on July 25, 2016, including a restatement of financial results for fiscal 2013 and 2014, and the first three quarters of 2015, and is currently working with its auditors to complete its interim financial statements on Form 10-Q for the quarters ending March 31, 2016, and June 30, 2016 (each consisting of quarterly financial statements and management's discussion and analysis). As the company announced in a May 24, 2016, press release, the need to restate its financial results for these periods, and the corresponding delay in filing its annual and quarterly filings, was at the recommendation of the company's audit committee, due to an error in the timing of recognizing revenue for certain overseas transactions. The restatement had no effect on the company's cash position or cash flow from operations.

In connection with the company's delay in submitting its annual filings, the Ontario Securities Commission, the company's principal regulator, issued a management cease trade order (MCTO), which restricts trading in the company's securities by the company's executive management.

Since filing its 11th status update report on Aug. 12, 2016, in accordance with National Policy 12-203 (alternative information guidelines), in addition to filing the annual filings, the company and its auditors have continued to work diligently to complete the preparation of the company's quarterly filings. On Aug. 25, 2016, staff of the Ontario Securities Commission informed the company that if it did not file its quarterly filings by Aug. 31, 2016, it would recommend that the MCTO be replaced with a failure-to-file cease trade order (FFCTO), on or about Sept. 1, 2016, which would halt trading of the company's shares on the Toronto Stock Exchange until such time as the FFCTO is lifted. The company expects to submit its first quarter filings on Aug. 31, 2016. However, the company does not believe it will be able to file its second quarter filings by that date, but expects it will make its second quarter filings no later than Sept. 15, 2016.

Pursuant to the requirements of Section 4.4 of National Policy 12-203, the company reports the following:

  1. Except as disclosed in this and previous status reports, including the company's May 24, 2016, press release and its July 25, 2016, earnings release, there have been no material changes to the information contained in either the March 28, 2016, news release or the subsequent required biweekly updates. The company continues to work with its auditors to fully remedy the default, and expects to complete its first quarter filings on Aug. 31, 2016, and its second quarter filings no later than Sept. 15, 2016;
  2. As disclosed above, the company was required to restate previously filed financial statements. As such, its estimated filing deadline for its annual filings was extended to June 30, 2016. The company requested that the Ontario Securities Commission extend the deadline for its annual filings until July 22, 2016, and the company completed this obligation on July 25, 2016;
  3. Subject to paragraph (iv) below, there has not been, nor is there anticipated to be, any specified default subsequent to the default that is the subject of the default notice;
  4. The company announced on May 17, 2016, in its fourth default status report, that it would not be able to timely file its first quarter filings, based on the delay in completing its annual filings, and on July 29, 2016, it announced it would also be delayed in filing its second quarter filings. The company expects to file its first quarter filings on Aug. 31, 2016, and its second quarter filings no later than Sept. 15, 2016. As described above, the company has been informed that if both quarterly filings are not completed by Aug. 31, 2016, the Ontario Securities Commission will recommend that the MCTO be converted to an FFCTO, which would halt trading until such time as the FFCTO is lifted. Other than this announcement, there is no other material information about the affairs of the company that has not otherwise been generally disclosed.

The company confirms that it intends to satisfy the provisions of the alternative information guidelines so long as it remains in default of this filing requirement through the provision of biweekly, or more frequently if deemed necessary, updates by way of news releases.

About Northern Power Systems

Northern Power Systems currently manufactures the NPS 60 and NPS 100 turbines. With over 11 million run-time hours across its global fleet, Northern Power wind turbines provide customers with clean, cost-effective, reliable renewable energy.

We seek Safe Harbor.

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