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Peace Arch(R) Entertainment Announces Receipt of Notice From NYSE Alternext US LLC as to Its Noncompliance With Listing Requirements

  • Press Release
  • Source: Peace Arch Entertainment Group Inc.
  • On 10:04 am EDT, Tuesday March 10, 2009

TORONTO--(MARKET WIRE)--Mar 10, 2009 -- Peace Arch® Entertainment Group Inc. (Toronto:PAE.TO - News) (AMEX:PAE - News) announced today that on March 5, 2009 it has received notice from the NYSE Alternext US LLC (the "Exchange") that Peace Arch is not in compliance with Sections 134 and 1101 of the NYSE Alternext Company Guide ("Company Guide") as a consequence of its failure to file with the Securities and Exchange Commission its Annual Report on Form 20-F for the year ended August 31, 2008.

Related Quotes

SymbolPriceChange
PAE0.110.00
Chart for PEACE ARCH ENT GRP B
{"s" : "pae,pae.to","k" : "c10,l10,p20,t10","o" : "","j" : ""}

The Exchange also stated that due to the low selling price of Peace Arch's stock, pursuant to Section 1003(f)(v) of the Company Guide, a reverse stock split is advised. The Exchange may consider suspending dealings in, or removing from the list, Peace Arch's common stock if the reverse stock split is not completed within a reasonable amount of time.

In order to maintain its listing, Peace Arch must submit a plan by March 19, 2009 advising the Exchange of the action it has taken or will take to bring it into compliance with the applicable listing standards by no later than June 5, 2009. If the plan is accepted, Peace Arch will remain listed during the plan period, during which time it will be subject to periodic review to determine whether it is making progress consistent with the plan. If the plan is not accepted or if Peace Arch is not in compliance with the continued listing standards by June 5, 2009 or does not make progress consistent with the plan during the plan period, the Exchange will initiate delisting procedures as appropriate. In addition, if Peace Arch does not complete the reverse stock split as described above, the Exchange may initiate delisting proceedings as appropriate.

The Exchange also advised Peace Arch that as a result of the delinquency, the indicator ".LF" would be added to Peace Arch's trading symbol, and would remain until Peace Arch is in compliance with all applicable listing standards.

Peace Arch previously announced that it was unable to timely file its annual financial statements for the year ended August 31, 2008 and interim financial statements for the first quarter ended November 30, 2008, due to management's re-evaluation of Peace Arch's investment in ten movie titles and its participation in their production during fiscal 2006 and possible restatement of its consolidated financial statements for fiscal 2006 and fiscal 2007. In addition, Peace Arch previously stated it has concerns that certain transactions in connection with certain non-owned production companies and sub-distribution agreements may not have been appropriate and may not have been accounted for correctly.

At this time, Peace Arch is unable to estimate the final impact of the potential adjustments and possible restatement of the results for prior years, however it is possible that such adjustments and possible restatement could have a material adverse effect on the shareholder's equity of Peace Arch once finalized. As previously reported, as part of its ongoing review and evaluation of the Company's investment in film and television assets, management has concluded that a write-down of approximately $21.0 million in the fourth quarter of fiscal 2008 is appropriate. This is in addition to a third quarter write-down of $4.0 million bringing the total write-down to approximately $25.0 million for the year ended August 31, 2008.

All adjustments referred to herein are preliminary and unaudited and reflect anticipated adjustments as of the issuance of this press release. These results are subject to change arising from the restatement process, subsequent events and the completion of the audit of Peace Arch's financial statements by Peace Arch's independent auditors.

About Peace Arch Entertainment Group Inc.

Peace Arch Entertainment produces and acquires feature films, television and home entertainment content for distribution to worldwide markets. Peace Arch owns one of the largest libraries of top quality independent feature films in the world, featuring more than 2,000 classic and contemporary titles. For additional information, please visit www.peacearch.com.

Forward-Looking Statements

This press release includes statements that may constitute forward-looking statements, usually containing the words "believe," "estimate," "project," "expect," or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, that the corresponding restatement of Peace Arch's financial statements may change based upon the Audit or Special Committee's ongoing analysis, that potential claims or proceedings may arise relating to such matters, that the Exchange will approve any plan submitted by Peace Arch, that Peace Arch will be able to remain in compliance with any plan approved by the Exchange, that the Audit or Special Committee in consultation with Peace Arch's independent auditors will determine that the proper accounting differs from the accounting treatment upon which the assumptions and forward-looking statements in this release are based and other risks detailed in Peace Arch's periodic report filings with the Securities and Exchange Commission and with the Canadian securities regulators. By making these forward-looking statements, Peace Arch undertakes no obligation to update these statements for revisions or changes after the date of this release.

Distributed by Filing Services Canada and retransmitted by Marketwire

Contact:

     Contact:
 
Gerry Noble
Chief Executive Officer
Peace Arch Entertainment Group Inc.
416.783.8383
Email: Email Contact
 
Press Contacts:
Paul Nichols/Jim Benson
The Lippin Group
323.965.1990
 

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