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Second Revised Announcement Regarding Application for Management Cease Trade Order

GlobeNewswire ·  May 8 05:17

CALGARY, Alberta, May  07, 2024  (GLOBE NEWSWIRE) -- Decklar Resources Inc. (TSX-V: DKL) (OTC: DKLRF) (FSE: A1U1) (the "Company" or "Decklar") announces herewith a second revised default announcement from its initial announcement dated April 16, 2024. The Company has applied to the Alberta Securities Commission, (the "ASC"), under National Policy 12-203 - Management Cease Trade Orders ("NP 12-203") requesting that a temporary management cease trade order ("MCTO") be granted in respect of the late filing of specified requirements as per NP12-203, within the time period prescribed by securities legislation of one or more of the following: (a) annual financial statements; (b) annual MD&A (c) an annual information form; (d) a certification of filings under National Instrument 52-109 Certification of Disclosure in Issuers' Annual Filings (the "Annual Filings"). The Annual Filings are required to be filed on or before April 29, 2024. There is no guarantee that an MCTO will be granted.

The Company, its auditor and its independent reserves engineer require more time to complete the preparation, reviews and audit of the Annual Filings. The delay has been caused due to the Company's constrained cash flow as a result of operational difficulties in selling its crude oil in Nigeria and the inability to satisfy its accounts payable.

The remediation plan will include Decklar providing its auditor with all relevant documents relating to the Corporation's draft financial statements for the year ended December 31, 2023, the related draft management's discussion and analysis of financial condition and draft results of operations for those periods. The auditors work program, to meet their responsibilities in accordance with Canadian generally accepted auditing standards and to review and express an opinion on Decklar's December 31, 2023 financial statements will include (but not limited to) the following:

  1. Obtaining an understanding of Decklar's financial reporting framework and internal controls and assessing key controls on a test basis;

  2. Assessing the systems used to ensure compliance with applicable legislative and related authorities pertaining to financial reporting and other financial functions;

  3. Examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements;

  4. Assessing the appropriateness and consistency of accounting principles used and their application;

  5. Assessing the significant estimates used by management; and

  6. Assessing the entity's use of the going concern basis of accounting in the preparation of the consolidated financial statements.

In addition, the remediation plan that will be implemented between the Company and reporting reserve engineers, to provide the reserves estimates and future net revenue forecasts, prepared and presented in accordance with the Canadian standards set out in the Canadian Oil and Gas Evaluation Handbook ("COGEH") and national Instrument 51-101 ("NI 51-101") will include (but not be limited) to the following:

  1. Kickoff meeting between the Company and the reporting reserve engineering company ("reporting engineers") to update and provide production data including production volumes produced since the December 31, 2022 reporting period as well as an update on work program activities, costs and schedule;

  2. Reports will include;

  3. A reserves and contingent resources evaluation for the Oza Field as of December 31, 2023

  4. A reserves evaluation for the Asaramatoru Field as of December 31, 2023

  5. A contingent resources evaluation for the Emohua Field as of December 31, 2023

  6. Future production and revenue forecasts will be prepared for the proved producing, proved developed, total proved, proved + probable and the proved + probable + possible reserves cases and for the low, best and high estimate contingent resources cases. One price case will be prepared based on the latest reporting engineers price forecast;

  7. All the data for the evaluation is expected to be provided to reporting engineers in Calgary thus no travel to Nigeria is anticipated as part of their work scope;

  8. The results of the evaluation will be presented in a detailed property report and will include discussions of the geological interpretations, geological mapping, a discussion of the methodology for estimating the reserves and resources and revenue forecasts and tabulations of the economic parameters for the evaluation. The reporting engineers will also prepare sub-reports for each of the three fields.

The Company will work closely with its auditor and independent reserve engineer to complete the Annual Filings and expects to file the Annual Filings on or about June 20, 2024.

If an MCTO is granted, the Company's directors and senior officers and other insiders will not be able to trade the Company's securities while the MCTO is in effect. The Company confirms that it will comply with the provisions of the alternative information guidelines as set out in NP 12-203 for so long as the default remains in effect, including the issuance of bi-weekly default status reports by way of news release.

The Company confirms, as of the date hereof, that: (i) it is not subject to any insolvency proceeding; and (ii) except as set forth below, there is no other material information concerning the affairs of the Company that has not been generally disclosed.

Decklar also announces the immediate resignation of its Chief Financial Officer, David Halpin. David will continue to support and assist Decklar as a consultant in the preparation of the Annual Filings. The Company would like to thank David for his contribution and wish him well in all his future endeavors. The Company intends to seek a replacement Chief Financial Officer on an interim basis while it searches for a new full-time permanent Chief Financial Officer.

The above content is for informational or educational purposes only and does not constitute any investment advice related to Futu. Although we strive to ensure the truthfulness, accuracy, and originality of all such content, we cannot guarantee it.
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