Jannock Properties Limited (TSX VENTURE: JPL.UN) today reported a
net loss for the Third Quarter of 2009 of $260,000 ($0.01 per
share) compared with net earnings of $413,000 ($0.01 per share) for
the Third Quarter of 2008. The losses in the Third Quarter were
mainly due to providing for expenses that will be incurred relating
to the expected dissolution of the Corporation. As set out in the
notes to the financial statements the Corporation has changed the
basis of preparing its financial statements from a going concern
basis to a liquidation basis.
Operating activities for the three months ended September 30,
2009 used cash of $38,000 compared with cash generated of $433,000
for the same period in 2008.
At this time, the voluntary dissolution approved by unitholders
earlier this year, is being delayed while the Corporation endeavors
to recover some municipal fees estimated at $217,000 and to then
obtain a clearance from the Canada Revenue Agency (CRA).
As a result of this ongoing delay in the dissolution of the
Corporation, the Board of Directors has approved an interim cash
distribution equivalent to $0.10 per unit to be paid to
shareholders on December 21, 2009.
Revenue
Income in the three months to September 30, 2009 consisted of
interest earned on short term investments of surplus cash of $2,000
compared with interest earnings of $50,000 in the same period last
year.
General and Administrative Expenses
In the Third Quarter of this year, general and administrative
expenses were $197,000, compared with $45,000 for the Third Quarter
of last year. This increase is mainly due to provisions for the
full amount of costs that will be incurred in relation to the
dissolution of the Corporation. These costs include ordinary course
debts, obligations and liabilities, including the administrative
costs related to the dissolution and delisting (the "Dissolution
Costs"). These Dissolution Costs include, but are not limited to,
the estimated costs and expenses of: (i) the legal fees for the
dissolution and delisting, (ii) tax return preparation and filing;
(iii) auditor fees; (iv) mailing costs; and (v) all other amounts
whatsoever required to satisfy the expenses, liabilities and
obligations of the Corporation.
Income Taxes
Income tax provisions in the Third Quarter of 2009 amount to
$65,000 compared to recoveries of $431,000 in 2008. The provisions
in 2009 primarily result from the elimination of tax assets
relating to current years losses as there is no assurance that any
amounts will be recovered. In 2008 the recoveries related to
refunds of taxes paid on prior years earnings.
Cash Flows from Operations
Cash used for operating activities in the Third Quarter of 2009
amounted to $38,000 compared with cash generation of $433,000 for
the same period last year. The major differences are due to:
- Cash receipts for the Third Quarter of this year were $16,000 and
included income tax recoveries of $14,000 and $2,000 of interest
receipts. This compares with an income tax recoveries of $432,000 and
$50,000 of interest receipts for the Third Quarter of last year.
- Cash payments for administrative and other expenses in the Third Quarter
of this year were $54,000 compared with $49,000 in the same period last
year.
Corporate Items
Shareholders at the Annual General and Special Meeting on May
14, 2009 approved a voluntary dissolution of the Corporation and
its eventual delisting from the TSX-V exchange and had anticipated
a dissolution date of October 30, 2009. This process is taking
longer than originally expected and the Corporation is continuing
to work with the Canada Revenue Agency (CRA) to obtain the
necessary consents to the dissolution and the subsequent delisting
of its units.
In addition the Corporation has filed a claim with a
municipality for $217,000 of levy credits relating to a property
that it had previously sold. Although there is no assurance of the
ultimate amount that may be realized and the timing of that
recovery, the Corporation will delay the dissolution process until
this matter is resolved.
In recognition of these delays, the Board of Directors has
approved an interim cash distribution equivalent to $0.10 per unit
through the redemption of 10 of the 65 Class A Special shares that
are currently included in each unit. This distribution will be paid
on December 21, 2009 to the unit holders of record as at the close
of business on December 7, 2009. The ex-redemption date for trading
of the Units will be December 3, 2009 and each Unit will then
consist of 55 Class A Special shares and one Class B Special
share.
Cash balances that would remain after the payment of accounts
payable and accrued liabilities and the above mentioned interim
cash distribution would be:
Cash at September 30, 2009 $ 5,581,000
Less accounts payable and accrued liabilities (162,000)
Less interim distribution (3,563,000)
--------------------
Estimated cash prior to municipal recovery $ 1,856,000
Claim for recovery of municipal expenses 217,000
--------------------
Estimated cash including municipal recovery $ 2,073,000
--------------------
This amount will comprise the remaining property and assets of
the Corporation and will be distributed to shareholders on the
dissolution in accordance with their holdings of Special
Shares.
The Corporation does not intend to make its final distribution
to Shareholders until after the Corporation has obtained the
consents from CRA, and satisfied all of its debts, obligations and
liabilities.
The Corporation's shareholders hold Units which currently
consists of a combination of one Class B common share and 65 Class
A special shares. There are a total of 35,631,932 Units
outstanding. The combination of the Corporation's Common and
Special Shares are listed as Units on the TSX-V Exchange (trading
symbol: JPL.UN).
Forward-looking statements contained in this news release
involve risks and uncertainties that could cause actual results to
differ materially from those contemplated by such statements.
Factors that could cause such differences include local real estate
markets, zoning applications, changes in interest rates and general
economic conditions. In addition there are risk factors described
from time to time in the reports and disclosure documents filed by
Jannock Properties Limited with Canadian and U.S. securities
regulatory agencies and commissions.
NOTICE
The accompanying interim unaudited financial statements have not
been reviewed by the Company's auditors.
JANNOCK PROPERTIES LIMITED
Interim Balance Sheet
(in thousands of Canadian dollars)
September 30 December 31
2009 2008
---------------- ----------------
(unaudited)
----------------
Assets
Cash and cash equivalents (note 2) $ 5,581 $ 5,813
Other assets 11 5
Future income taxes - 37
---------------- ----------------
$ 5,592 $ 5,855
---------------- ----------------
Liabilities
Accounts payable and accrued liabilities $ 162 $ 44
Income taxes payable - 5
---------------- ----------------
$ 162 $ 49
---------------- ----------------
Shareholders' Equity
Capital stock (note 4) $ 23,115 $ 23,115
Contributed surplus 6,868 6,868
Deficit (24,553) (24,177)
---------------- ----------------
$ 5,430 $ 5,806
---------------- ----------------
---------------- ----------------
$ 5,592 $ 5,855
---------------- ----------------
---------------- ----------------
Interim Statement of Income, Comprehensive Income and deficit
(in thousands of Canadian dollars, except per share amount)
Three Months Nine Months
Ended September 30 Ended September 30
--------------------------- ---------------------------
2009 2008 2009 2008
------------- ------------- ------------- -------------
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue
Interest Income $ 2 $ 50 $ 18 $ 145
------------- ------------- ------------- -------------
Total 2 50 18 145
------------- ------------- ------------- -------------
Expenses
General and
administrative
costs 197 45 388 175
Foreign exchange
gains/ (losses) - - (2) -
------------- ------------- ------------- -------------
197 45 386 175
------------- ------------- ------------- -------------
------------- ------------- ------------- -------------
Income/(loss) before
income taxes (195) 5 (368) (30)
Income tax provision
(recovery) (note 3)
- current 63 (432) (29) (445)
- future 2 1 37 2
------------- ------------- ------------- -------------
Net income (loss) and
comprehensive income
(loss) for the
period $ (260) $ 436 $ (376) $ 413
------------- ------------- ------------- -------------
Deficit - beginning
of period $ (24,293) $ (24,623) $ (24,177) $ (24,600)
Deficit - end of
period $ (24,553) $ (24,187) $ (24,553) $ (24,187)
Basic and diluted
earnings (loss) per
share $ (0.01) $ 0.01 $ (0.01) $ 0.01
Interim Statement of Cash Flows
(in thousands of Canadian dollars)
Three Months Nine Months
Ended September 30 Ended September 30
------------------------- ------------------------
2009 2008 2009 2008
------------ ------------ ------------ -----------
(unaudited) (unaudited) (unaudited) (unaudited)
Cash provided by (used in)
Operating activities
Cash receipts
Income tax recoveries $ 14 $ 432 $ 23 $ 432
Interest received 2 50 18 154
Cash payments
Income taxes - - - (443)
Other payments (54) (49) (273) (178)
------------ ------------ ------------ -----------
Total operating
activities (38) 433 (232) (35)
------------ ------------ ------------ -----------
------------ ------------ ------------ -----------
Increase (decrease) in
cash equivalents (38) 433 (232) (35)
------------ ------------ ------------ -----------
Cash and cash equivalents
- beginning of period $ 5,619 $ 5,357 $ 5,813 $ 5,825
Cash and cash equivalents
- end of period $ 5,581 $ 5,790 $ 5,581 $ 5,790
Cash and cash equivalents
are comprised of:
Cash 75 40
Short term investments
(note 2) 5,506 5,750
NOTES TO INTERIM FINANCIAL STATEMENTS
(unaudited - in thousands of dollars)
1. Change in basis of presentation
Shareholders at the Annual General and Special Meeting on May
14, 2009 approved a voluntary dissolution of the Corporation and
its eventual delisting from the TSX-V exchange and had anticipated
a dissolution date of October 30, 2009. This process is taking
longer than originally expected and the Corporation is continuing
to work with the Canada Revenue Agency (CRA) to obtain the
necessary consents to the dissolution and the subsequent delisting
of its units.
In addition the Corporation has filed a claim with a
municipality for $217,000 of levy credits relating to a property
that it had previously sold. Although there is no assurance of the
ultimate amount that may be realized and the timing of that
recovery, the Corporation will delay the dissolution process until
this matter is resolved. This potential recovery will be recorded
when received, given the uncertainty of any collection.
In accordance with Section 1400 of the Canadian Institute of
Chartered Accountants Handbook, General Standards of Financial
Statement Presentation, effective June 30, 2009, the Company
changed the basis of preparing its financial statements from a
going concern basis to a liquidation basis.
The financial statements for periods prior to June 30, 2009,
have been prepared on a going concern basis. The going concern
basis of presentation assumes continuity of operations, realization
of assets and satisfaction of liabilities in the ordinary course of
business, and does not purport to show, reflect or provide for the
consequences of the Company's intention to liquidate.
The Company has presented on a liquidation basis the balance
sheet as at September 30, 2009, and the statement of operations and
comprehensive income and deficit, and cash flows for the three and
nine months ended September 30, 2009. The comparative balance sheet
figures as at December 31, 2008, and the results of operations for
the three and nine months ended September 30, 2008 are not
comparable because they were prepared based on a going concern
basis.
2. Cash and cash equivalents
Investments are held in either banker's acceptances or term
deposits with major Canadian banks in order to minimize any credit
risk.
3. Income taxes
The following table reconciles income taxes calculated at the
current Canadian federal and provincial tax rates with the
Company's income tax expense.
Nine months ended
-----------------
September 30, 2009 September 30, 2008
------------------ ------------------
Income (loss) before income taxes $ (368) $ (30)
------------------ ------------------
Expected income taxes (recovery) $ (133) $ (11)
Permanent differences 141 $ (432)
------------------ ------------------
Income tax provision/(recovery) $ 8 $ (443)
------------------ ------------------
As there is no assurance that the Corporation will be able to
recover any further amounts relating to current years losses, it
has eliminated the assets relating to income tax recoveries.
4. Capital Stock
The Company' capital stock consists of Class A special shares
and Class B common shares. The Class A special shares are
transferable with and only with the associated Class B common
shares and trade as one unit (JPL.UN). Accordingly, the Company's
earnings per share have been calculated using the number of Class B
common shares outstanding of 35,631,932. There have been no changes
to the shares outstanding during the nine months to September 30,
2009.
Number of shares
----------------
Class A
Class B Common Special Amount
-------------- ------------- --------
Issued and outstanding at
September 30, 2009 35,631,932 2,316,075,580 $23,115
5. Capital Management
The mandate for the Corporation is to dispose of its assets in a
manner that maximizes value and distributes the net proceeds
realized from those assets to shareholders in a timely fashion.
The Corporation's remaining assets are almost entirely its cash
balances.
6. Subsequent event
The Board of Directors has approved an interim cash distribution
equivalent to $0.10 per unit through the redemption of 10 of the 65
Class A Special shares that are currently included in each unit.
This distribution will be paid on December 21, 2009 to the unit
holders of record as at the close of business on December 7, 2009.
The ex-redemption date for trading of the Units will be December 3,
2009 and each Unit will then consist of 55 Class A Special shares
and one Class B Special share.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release
Contacts: Jannock Properties Limited Brian Jamieson (905)
821-4464 bjamie@jannockproperties.com
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