BARRE, Vt., Aug. 26, 2016 /PRNewswire/ -- Northern
Power Systems Corp. (TSX: NPS), (the "Company" or "Northern
Power Systems"), a next generation renewable energy technology
company, provides this further update to its news release dated
March 28, 2016, which announced that
the Company would be delayed in the filing of its annual report on
form 10-K for the year ended December 31,
2015 (which report consists of audited annual financial
statements, management's discussion and analysis and the annual
information form) as well as the related officer certifications for
the year ended December 31, 2015
(collectively, the "Annual Filings"). 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
('First Quarter Filings") and June 30,
2016 ("Second Quarter Filings" and, together "Quarterly
Filings") (each consisting of quarterly financial statements and
management's discussion and analysis). As the Company had
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 its Audit Committee,
due to an error in the timing of recognizing revenue for certain
overseas transactions. The restatement had no impact 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 eleventh status update report on August 12, 2016, in accordance with National
Policy 12-203, 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 August 25, 2016, staff of the
Ontario Securities Commission informed the Company that if it did
not file its Quarterly Filings by August 31,
2016 it would recommend that the MCTO be replaced with
a Failure to File Cease Trade Order ("FFCTO"), on or about
September 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 August
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 then
September 15, 2016.
Pursuant to the requirements of section 4.4 of National Policy
12-203 – Alternative Information Guidelines, the Company reports
the following:
(i) 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 bi-weekly updates. The Company continues
to work with its auditors to fully remedy the default, and expects
to complete its First Quarter Filings on August 31, 2016, and its Second Quarter Filings
no later then September 15, 2016;
(ii) As disclosed above, the Company
was required to restate previously filed financial statements. As
such, our estimated filing deadline for our Annual Filings was
extended to June 30, 2016. The
Company requested that the Ontario Securities Commission extend the
deadline for our Annual Filings until July
22, 2016 and the Company completed this obligation on
July 25, 2016;
(iii) Subject to paragraph (iv) below,
there has not been, nor is there anticipated to be, any specified
default subsequent to the default which is the subject of the
Default Notice; and
(iv) 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
announced it would also be delayed in filing its Second Quarter
Filings. The Company expects to file its First Quarter
Filings on August 31, 2016 and its
Second Quarter Filings no later then September 15, 2016. As described above, the
Company has been informed that if both Quarterly Filings are not
completed by August 31, 2016, the
Ontario Securities Commission will recommend that the MCTO be
converted to a 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
bi-weekly, or more frequently if deemed necessary, updates by way
of news
releases.
About Northern Power Systems
Northern Power Systems
designs, manufactures, and sells wind turbines and power technology
products, and provides engineering development services for energy
applications, into the global marketplace from its US headquarters
and European offices.
- Northern Power Systems and its predecessors have over 40 years'
experience in technologies and products generating renewable
energy.
- 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.
- Patented next generation permanent magnet direct drive (PMDD)
technology uses fewer moving parts, delivers higher energy capture,
and provides increased reliability due to reduced maintenance and
downtime.
- Northern Power Systems' FlexPhase™ power converter platform
uses patented converter architecture and advanced controls
technology for advanced grid support and generation
applications.
- Northern Power Systems offers comprehensive in‐house
development services, including systems level engineering, advanced
drivetrains, power electronics, PM machine design, and remote
monitoring systems to the energy industry.
To learn more about Northern Power Systems, please visit
www.northernpower.com.
Notice regarding forward-looking statements:
This release includes forward-looking statements regarding
Northern Power Systems and its business, which may include, but is
not limited to, product and financial performance, regulatory
developments, supplier performance, anticipated opportunity and
trends for growth in our customer base and our overall business,
our market opportunity, expansion into new markets, execution of
the company's growth strategy and timeline for filing
the Annual Filings. Often, but not always, forward-looking
statements can be identified by the use of words such as "plans",
"is expected", "expects", "scheduled", "intends",
"contemplates", "anticipates", "believes", "proposes" or variations
(including negative variations) of such words and phrases, or state
that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved. Such statements
are based on the current expectations of the management of Northern
Power Systems. The forward-looking events and circumstances
discussed in this release may not occur by certain specified dates
or at all and could differ materially as a result of known and
unknown risk factors and uncertainties affecting the company,
including risks regarding the wind power industry; production,
performance and acceptance of the company's products;
our sales cycle; our ability to convert backlog into revenue;
performance by the company's suppliers; our ability
to maintain successful relationships with our partners and to enter
into new partner relationships; our performance internationally;
currency fluctuations; economic factors; competition; the equity
markets generally; and the other risks detailed in Northern Power
Systems' risk factors discussed in filings with the
U.S. Securities and Exchange Commission (the "SEC"), including but
not limited to Northern Power Systems' Annual Report
on Form 10-K filed on July 25, 2016,
as well as other documents that may be filed by Northern Power
Systems from time to time with the SEC. Although Northern Power
Systems has attempted to identify important 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 to differ from those
anticipated, estimated or intended. No forward-looking statement
can be guaranteed. Except as required by applicable securities
laws, forward-looking statements speak only as of the date on which
they are made and Northern Power Systems undertakes no obligation
to publicly update or revise any forward-looking statement, whether
as a result of new information, future events, or
otherwise.
Ciel R. Caldwell,
President and Chief Operating Officer
+1-802-661-4673
ir@northernpower.com
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SOURCE Northern Power Systems Corp.