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Cleantech Power Corp. (formerly, Alkaline Fuel Cell Power Corp.) (the "Company" or "Cleantech") (NEO: PWWR) (OTCQB: PWWRF) (Frankfurt: E43, WKN: A3EEHV), announces that further to its press release dated May 15, 2023, the British Columbia Securities Commission (the "BCSC") has issued a failure to file cease trade order against the Company ("FTFCTO") which orders that general trading, whether direct or indirect, by any person, of the securities of the Company cease, which includes trading of the shares of the Company on the NEO Exchange. The Company is diligently working with its auditors to conclude the filings at the earliest possible time.
The delay in completing and filing the Company's financial statements stems from certain accounting information that was required from Fuel Cell Power NV and the Company's need to engage additional accounting advisors to complete the requisite information and provide same to the Company's auditors. This process has taken longer than originally anticipated by the Company.
The Company announced via press release dated April 3, 2023 (the "Delayed Filing Announcement") that it had submitted an application to the BCSC for a management cease trade order (the "MCTO") pursuant to NP 12-203. The application for the MCTO was made in connection with the delay in filing the Company's audited annual financial statements for the year ended December 31, 2022, the related management's discussion and analysis and CEO and CFO certifications (such filings, collectively, the "Annual Filings"), which were required to be filed on or before March 31, 2023.
The MCTO was issued by the BCSC on April 3, 2023 extending the deadline for filing the Annual Filings to May 30, 2023. The MCTO prevented the Company's Chief Executive Officer and Chief Financial Officer from trading in the Company's securities but did not affect the ability of other shareholders, including the public, to trade in securities of the Company.
The Company also announces that the filing of its unaudited interim financial statements, related management's discussion and analysis and CEO and CFO certifications for the three months ended March 31, 2023 together with the Annual Filings, will be delayed beyond the extended filing deadline of May 30, 2023 as a result of the delay in completing the Annual Filings (the "Required Documents").
The FTFCTO will remain in effect until the receipt by the BCSC of all filings the Company is required to make under British Columbia securities law, including the Required Documents.
The Company confirms that since the date of the Delayed Filing Announcement, other than as described above: (i) there has been no material change to the information set out in the Delayed Filing Announcement that has not been generally disclosed; (ii) there has been no failure by the Company in fulfilling its stated intentions with respect to satisfying the provisions of the alternative information guidelines set out in NP 12-203; (iii) there has not been any other specified default by the Company under NP 12-203; and (iv) there is no other material information concerning the affairs of the Company that has not been generally disclosed.
The Company confirms that its business has not changed, there are no changes to its current business plans and that it does not expect any interruption of the operations of the Company during the FTFCTO.
The revocation of the FTFCTO is expected to occur within a few days after the Required Documents are filed.
On behalf of the Board of Directors of the Company,
Cleantech Power Corp.
"Frank Carnevale"
Frank Carnevale, CEO
+1 (647) 531-8264
fcarnevale@fuelcellpower.com
ABOUT CLEANTECH POWER CORP. (NEO: PWWR)
PWWR is a diversified investment platform developing affordable, renewable, and reliable power and cleantech. We bring ‘Power to the People' today, combining a stable revenue stream with a future- forward vision to commercialize our advanced hydrogen fuel cell technology to meet the massive global market need, and ultimately generate compelling returns for investors.
PWWR is well positioned to deliver ‘Power to the People' in the global energy transition while offering a diversified cleantech growth platform for investors.
Further information is available on the Company website at www.cleantechpower.ca and the Company encourages investors and other interested stakeholders to follow it on: Twitter , Facebook , LinkedIn , Instagram , TikTok and YouTube . Common shares are listed for trading on the NEO under the symbol " PWWR ", the OTC Venture Exchange " OTCQB " under the symbol " PWWRF " and on the Frankfurt Exchange under symbol " E43 " and " WKN A3EEHV ".
Forward-Looking Information
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward-looking statements or information. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "forecasts", "intends", "anticipates", "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "occur" or "achieve". Forward-looking statements in this news release may include, but are not limited to, the FTFCTO and statements with respect to the Company's technology, intellectual property, business plan, objectives and strategy.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward- looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.
NEITHER THE NEO EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE NEO EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
