KWESST Announces Delay in Filing Year-End Reporting Documents
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- Delays in filing annual financial statements and potential impact on stock trading
Insights
The announcement by KWESST Micro Systems Inc. regarding the delay in filing its annual financial statements and other related documents represents a critical development for shareholders and potential investors. The inability to meet the original filing deadline could indicate underlying operational or administrative challenges. The involvement of a reputable auditing firm such as KPMG LLP does provide some assurance that the delay is procedural rather than indicative of financial discrepancies. However, the request for a Management Cease Trade Order (MCTO) suggests a proactive approach to governance, potentially mitigating the risk of a broader cease trade order that would affect all shareholders.
The short-term implications for stakeholders include increased uncertainty and potential volatility in the company's stock price. Long-term implications could involve reputational damage or heightened scrutiny by regulatory bodies if the company fails to adhere to the new timeline. The bi-weekly status reports commitment is a transparency measure that may help maintain investor confidence during this period.
From a legal perspective, the delay in filing the Required Documents by KWESST Micro Systems Inc. must be examined within the context of securities regulations. The application for a Management Cease Trade Order (MCTO) is a significant legal step, indicating the company's attempt to limit the trading restrictions to its executives rather than imposing a full trading halt on its securities. This approach can be seen as a measure to protect the general investor base while the company resolves its filing issues. However, it is important to note that the issuance of an MCTO is not guaranteed and is subject to regulatory discretion.
Non-compliance with filing deadlines and subsequent actions, such as the issuance of a general cease trade order, can have legal repercussions and affect investor trust. The company's commitment to adhere to alternative information guidelines is essential in maintaining legal compliance and transparency during this period.
The delay in the filing of financial statements by KWESST Micro Systems Inc. raises concerns from a securities compliance standpoint. The company's engagement with KPMG LLP for the audit process and the expected filing timeline suggests a structured approach to resolving the delay. However, the application for a Management Cease Trade Order (MCTO) indicates that the company is aware of the gravity of the situation and is taking steps to prevent further regulatory penalties.
Investors should be aware of the implications of an MCTO, which, while less severe than a general cease trade order, still signals significant issues with the company's internal controls or financial reporting processes. The alternative information guidelines require the company to provide regular updates, which will be critical in maintaining regulatory compliance and investor relations during this interim period.
Ottawa, Ontario--(Newsfile Corp. - December 22, 2023) - KWESST Micro Systems Inc. (TSXV: KWE) (TSXV: KWE.WT.U) (NASDAQ: KWE) (NASDAQ: KWESW) ("KWESST" or the "Company") announces today that it intends to delay the filing of its annual financial statements in respect of its year ended September 30, 2023, its management discussion and analysis relating to its annual financial statements, its Form 20-F and the CEO and CFO certifications (collectively, the "Required Documents"), beyond the prescribed deadline of December 29, 2023.
The Company is experiencing minor delays in completing the year-end audit and Required Documents. The Company's auditors, KPMG LLP, have advised KWESST that they require additional time to complete their remaining audit and quality procedures, and file documentation. Company's management, together with its audit committee, has been cooperating and will continue to cooperate with its auditors to provide all necessary information and complete the Required Documents as soon as possible. The Company expects that the Required Documents will be filed the week of January 8, 2024 which is well before the deadline of January 31, 2024 with the Securities and Exchange Commission for filing its Form 20-F.
In the interim, the Company has applied to the applicable Canadian securities regulatory authorities for a Management Cease Trade Order ("MCTO"), which provides a mechanism restricting the Executive Chairman, CEO and CFO from trading in the Company securities while allowing the stock to continue trading on the TSX Venture Exchange and the Nasdaq Exchange.
There is no certainty that the MCTO will be granted. Until the Required Documents are filed, the Company intends to satisfy the provisions of the alternative information guidelines in accordance with National Policy 12-203 – Management Cease Trade Orders by issuing bi-weekly status reports in the form of news releases until the situation is satisfactorily rectified.
The applicable Canadian securities regulatory authorities may issue a general cease trade order against the Company for failure to file the Required Documents within the prescribed time period or if the Company fails to file its default status reports during the prescribed time limits.
For further information, please contact:
Kris Denis, CFO Tel: +1 (613) 250-9752
denis@kwesst.com
About KWESST
KWESST (NASDAQ: KWE) (NASDAQ: KWESW) (TSXV: KWE) (FSE: 62U) develops and commercializes breakthrough next-generation tactical systems for military and security forces. The company's current portfolio of offerings includes digitization of tactical forces for real-time shared situational awareness and targeting information from any source (including drones) streamed directly to users' smart devices and weapons. Other KWESST products include countermeasures against threats such as electronic detection, lasers and drones. These systems can operate stand-alone or integrate seamlessly with OEM products and battlefield management systems, and all come integrated with TAK. The company also has a new proprietary non-lethal product line branded PARA OPSTM with application across all segments of the non-lethal market, including law enforcement. The Company is headquartered in Ottawa, Canada, with representative offices in London, UK and Abu Dhabi, UAE.
Forward-Looking Statements
This press release may contain certain information that may constitute "forward-looking statements" and "forward-looking information" (collectively, "forward-looking statements") within the meaning of U.S. and Canadian securities laws. The forward-looking statements contained herein include statements about the timing for filing of the Company's annual financial statements in respect of its year ended September 30, 2023, its management discussion and analysis relating to its annual financial statements, its Form 20-F and the CEO and CFO certifications.
While the Company has based these forward-looking statements on its current expectations about future events, the statements are not guarantees of the Company's future performance and are subject to risks, uncertainties, assumptions and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Such risks, uncertainties, assumptions and factors include, amongst others, the results of the ongoing analysis by the Company of the overestimation of its resource and reserve and the timing of an updated technical report.
Further, although the Company has attempted to identify factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
As there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements, readers should not place undue reliance on forward-looking statements.
"Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release."
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/192008
FAQ
Why is KWESST Micro Systems delaying the filing of its annual financial statements?
What is the expected timeline for filing the Required Documents?
What is a Management Cease Trade Order (MCTO) and how does it impact trading?
What happens if the MCTO is not granted?
What are the potential consequences if the Required Documents are not filed within the prescribed time period?
