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Perk.com Inc
Symbol PER
Shares Issued 21,125,108
Close 2016-03-03 C$ 3.65
Market Cap C$ 77,106,644
Recent Sedar+ Documents

Perk.com to refile 2014 financial statements

2016-03-03 17:06 ET - News Release

Mr. Ted Hastings reports

PERK.COM INC. ANNOUNCES INTENTION TO RESTATE FISCAL 2014 FINANCIAL STATEMENTS TO REFLECT INCORRECT RECORDING OF NON-CASH AMOUNT; NO IMPACT ON PERK'S 2014 OR 2015 REVENUES, GROSS PROFIT, OPERATING EXPENSES AND ADJUSTED EBITDA

Perk.com Inc.'s previously issued 2014 audited financial statements must be restated as a result of an error in the disclosure and valuation of liabilities associated with Series A preferred shares and preferred share warrants, which liabilities were fully eliminated upon conversion of such preferred shares and warrants to common shares as part of the July, 2015, reverse takeover transaction.

The restatement will have no impact on Perk's cash balance or total assets as at Dec. 31, 2015. In addition, Perk's 2014 and 2015 revenues, gross profit, operating expenses, and adjusted earnings before interest, taxes, depreciation and amortization, as previously reported, will be unaffected by this change.

The restatement is being made upon the recommendation of the company's new auditor, Deloitte LLP, following an in-depth review by the auditor of the terms of the Series A preferred shares and preferred share warrants that were issued in 2011 and converted to common shares of Perk on July 10, 2015. The restatement will result in certain amounts, which were recorded as equity in the company's statement of financial position as at Dec. 31, 2014, March 31, 2015, and June 30, 2015, being reclassified as a liability, and will also result in certain non-cash losses being recorded on the company's consolidated statements of income and comprehensive income, stockholder's equity, and cash flows for the periods up to June 30, 2015.

The review indicated that the preferred share conversion option and the warrants contained features which the auditor advises, under international financial reporting standards, should have been accounted for as a liability at fair value and revalued as at Dec. 31, 2014, March 31, 2015, and June 30, 2015, with any changes in fair value recorded as a charge to net income. Also, due to certain terms associated with the preferred shares, the preferred shares and warrants should have been classified as a liability. As a result, liabilities for the warrants, preferred shares and the fair value of the derivative liability related to the preferred shares should have been recorded. At the end of each reporting period, fair value of both the derivative liability related to the preferred shares and warrants should have been reviewed, and a gain and/or loss on the revaluations recorded, which would have impacted the consolidated statement of income and comprehensive income. There is no impact to the number of preferred shares and warrants, which converted to common shares of Perk on a one-for-one basis pursuant to the RTO on July 10, 2015.

The restatement will impact the consolidated balance sheets for previous periods and the consolidated statements of income and comprehensive income, stockholder's equity, and cash flows for the periods up to June 30, 2015. Accordingly, investors should no longer rely upon the company's previously issued financial statements, as well as the corresponding management's discussion and analysis, and other financial data relating to this period and prior periods.

The company has dedicated substantial resources to complete this review of the impact of the adjustments with the auditor and expects to issue its audited financial results as at and for the year ended Dec. 31, 2015, with restated comparative figures as at and for the year ended Dec. 31, 2014, on or before March 21, 2016. Additional information regarding the restatement of the Dec. 31, 2014, financial statements will be provided in the company's 2015 audited financial statements and 2015 MD&A.

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