ACE/Security Laminates Corporation: Announcement
15 June 2005
ACE/Security Laminates(TM) Corporation (TSX VENTURE:ASL - News) has filed today its reporting package required under National Instrument 51-102 with respect to the resignation of its former auditor and the appointment by the Audit Committee of a successor auditor. The reporting package consists of a Notice of Change of Auditor as well as a response letter from Raymond Chabot Grant Thornton LLP (the "Former Auditor") dated May 25, 2005 and a response letter from Deloitte & Touche LLP (the "Successor Auditor) dated May 27, 2005. A copy of this package is available for review via SEDAR. The reporting package discloses that a reportable event, within the meaning of National Instrument 51-102, has occurred. As part of the reporting package, the Former Auditor issued a response letter that makes the following statements. The reportable event involved the nature of an eight year relationship between ACE and one of its suppliers, EFE Quebec Inc. ("EFE"). EFE is owned by relatives of Peter Fabian, the President, CEO and the major shareholder of ACE. The Former Auditors were unable to reach a conclusion as to the matter's implications prior to their resignation. The Former Auditors resigned as auditors of the Company on May 10, 2005, on their own initiative. The Former Auditor states that they were given a special mandate by the audit committee of the Company to examine this issue, which included reviewing the books and records of EFE to confirm the nature , timing and fair value of the transactions. The Former Auditor states they were unable to gain full access t! o the relevant information to obtain the level of assurance required and were therefore unable to resolve the issue in the time frame established by the Company's audit committee.
It is management's opinion, based on legal advice it has received, that despite the fact that the owners of EFE are relatives of the major shareholder of ACE, that there is no "related party" relationship between ACE and EFE. "It is also management's assertion that all transactions between the two companies are at fair market value", says Mr. Francis Gariepy, Interim CFO of ACE, based on ACE's review of the pricing of the goods supplied by EFE to the Company in comparison to the price of such goods charged by EFE's suppliers and other customers and the price of such goods charged by EFE's competitors.
The management of ACE wishes to make it clear that no one at ACE is a shareholder of EFE. Likewise, EFE has no shares in ACE. The relationship between the parties is a supplier- purchaser relationship at what ACE believes to be fair market value. Mr. Fabian, CEO and President of ACE, further states that EFE has no ownership in Ace and ACE has no ownership in EFE.
The reporting package also includes a May 27, 2005 correspondence from the Sucessor Audit stating that the Successor Auditor has not accepted the appointment and that such acceptance is conditional upon satisfactory completion of their client acceptance procedures including satisfactory resolution of the reportable event. ACE's audit committee has been in discussions with the Successor Auditor with respect to this issue and expects to have the issue resolved in short order.
ACE/Security Laminates(TM) Corporation specializes in manufacturing and distributing, through a worldwide network of dealers, safety and security window laminating technology. Since 1999, ACE has established a presence in 40 countries. ACE produces a micro thin polyester laminate that, when applied to glass, protects against baseball bats, crowbars, rocks, fire, Molotov cocktails, bombs, bullets and natural disasters. The advantages of ACE's products are found in their protective capabilities, transparent finish, and simple application to existing windows. What makes ACE's security laminates the obvious choice when protecting people and property is the extensive third party testing they have undergone against threat levels ranging from break and entry to bullets and bombs; demonstrating the product's high-end performance.
-------------------------------------------------------------------------------- Contact:
ACE/Security Laminates Corporation Mr. Peter Fabian President and Chief Executive Officer (613) 237-0000 ir@usace.com www.acesecuritylaminates.com
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
-------------------------------------------------------------------------------- Source: ACE/Security Laminates Corporation
Source: CCNMatthews
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