RABI:CC - AdRabbit Announces Anticipated Late Filing of Annual Financial Statements
(TheNewswire)
Vancouver, B C - TheNewswire - April 19, 2023 - AdRabbit Limited (TSXV:RABI) (the“ Company ”) announced today that it expects that it will not befiling its audited financial statements for its fiscal year endedDecember 31, 2022 (the " 2022 Annual Financial Statements "), its management's discussion and analysisrelating thereto, and chief executive officer and chief financialofficer certificates relating to the 2022 Annual Financial Statements(collectively, the " Required Filings ") before the prescribed deadline of May 1, 2023.
The expected delay in filing the Required Filings isprincipally related to the late commencement of the audit of theAnnual Financial Statements and related preparation of the RequiredFilings due to the logistical complexity of an Australian companytraded in Canada and due to the lack of immediately available fundsand late payment of fees to the Company's auditor. As previouslyannounced on March 23, 2023, and April 10, 2023, the Company has beenundertaking a convertible loan financing (the “ Offering ”) in orderto cover, in part, the expenses relating to the completion and filingof the Required Filings. The closing of the first tranche of theOffering took longer than expected and was completed on April 11,2023. The Company has since settled the necessary fees to its auditorand the audit has commenced. Given that the audit of the 2022 AnnualFinancial Statements is underway, the Company expects that theRequired Filings will be filed, and the continuous disclosure defaultremedied by the end of May 2023.
The Company is in the process of making an applicationwith the British Columbia Securities Commission (" BCSC ") and otherapplicable securities regulators under National Policy 12-203 - Cease Trade Orders forContinuous Disclosure Defaults (" NationalPolicy 12-203 ") requesting that amanagement cease trade order (the " MCTO ") beimposed in respect of this late filing. There is no guarantee orassurance that the MCTO will be granted. If the MCTO is granted, theMCTO will prohibit the chief executive officer, the chief financialofficer, and possibly the directors, other officers, and otherinsiders of the Company from trading in securities of the Company forso long as the Required Filings are not filed. The issuance of suchcease trade order does not generally affect the ability of persons whoare not directors, officers, or other insiders of the Company to tradein the Company's securities.
The Company confirms that it will satisfy theprovisions of the alternative information guidelines under NationalPolicy 12-203 by issuing bi-weekly default status reports in the formof news releases so long as it remains in default of the filingrequirements set out above.
For further information, pleasecontact:
Max Bluvband, CEO and Director of the Company
Email: info@appv.io
Telephone: (604) 283-6110
NEITHER TSX VENTURE EXCHANGE NOR ITSREGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIESOF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACYOR ACCURACY OF THIS RELEASE.
Caution Regarding Forward-LookingInformation
The information in this news releaseincludes certain information and statements about management's view offuture events, expectations, plans and prospects that constituteforward-looking statements. Forward-looking statements are statementsthat relate to future, not past, events. In this context,forward-looking statements often address expected future events,plans, prospects, business, and financial performance, and oftencontain words such as “anticipate”, “believe”, “plan”,“estimate”, “expect”, and “intend”, statements that anaction or event “may”, “might”, “could”, “should”, or“will” be taken or occur, or other similar expressions. Allstatements, other than statements of historical fact, included hereinare forward-looking statements, including, without limitation,statements regarding the expected completion of the audit and thefiling of Required Filings and expected remediation of the continuousdisclosure default, and the expectation regarding the application forand issuance of a MCTO. Thereare a number of risks and uncertainties related to theseforward-looking statements, which include, but are not limited to:further delays related to the completion of the audit, lack ofavailability of key persons, auditors or staff required to completethe Required Filings by the anticipated date, and other unexpecteditems arising relating to the audit.
Although the Company has attemptedto identify important factors that could cause actual actions, events,conditions, results, performance, or achievements to differ materiallyfrom those described in forward-looking statements, there may be otherfactors that cause actions, events, conditions, results, performance,or achievements to differ from those anticipated, estimated orintended. There can be no assurance that forward-looking statementswill prove to be accurate, as actual results and future events coulddiffer materially from those anticipated in such statements.Forward-looking statements are provided for the purpose of providinginformation about management's expectations and plans relating to thefuture, as at the date they are provided. The Company disclaims anyintention or obligation to update or revise any forward-lookingstatements whether as a result of new information, future events orotherwise, or to explain any material difference between subsequentactual events and such forward-looking statements, except to theextent required by applicable law. Accordingly, investors should notplace undue reliance on forward-looking statements. All theforward-looking statements are expressly qualified by the foregoingcautionary statements.
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