Case File
efta-efta01158268DOJ Data Set 9OtherProSep Inc.
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Unknown
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DOJ Data Set 9
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efta-efta01158268
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ProSep Inc.
Unaudited Consolidated Interim Financial Statements
For the three and nine-month periods
ended September 30, 2010
EFTA01158268
ProSep Inc.
Consolidated statements of loss and comprehensive loss
(unaudited)
Three months ended
September 30,
Nine months ended
September 30,
2010
2009
2010
2009
Revenue
8,140,093
9,186,352
26,200,779
31,689,103
Cost of goods sold
6,174,221
6.523,948
19,085,282
22,093,579
Gross margin
1,965,872
2.662.404
7.115,497
9.595.524
Expenses
Sales and marketing
519,057
539,185
1,528,725
1,644,836
Research and development
35,392
95,140
187,311
395,773
General and administrative
2,252,802
2.660.772
7,165,430
7.861.851
2,807,251
3,295,097
8,881,466
9,902,460
Loss before the following Items:
(841,379)
(632.693)
(1,765,969)
(306.936)
Impairment of goodwill
-
•
6.500,000
Increase in fair value of long-term Investments (Note 7)
-
(400,000)
(375,000)
(400.000)
Net financial charges (Note 3)
528,360
2,742,592
1,695,188
4,773,825
Amortization
361,961
410,637
1,106,661
1,180,816
(Gain) Loss on sale of assets
(800)
•
25.468
•
Loss before income taxes
(1,730,900)
(3,385.922)
(4,218,286)
(12,361.577)
Current tax provision (recovery)
15,486
(74,047)
(351,756)
111,038
Future tax provision (recovery)
(201,396)
128.383
(712,156)
100,011
Income taxes (recovery)
(185,910)
54.336
(1,063,912)
211.049
Net loss
(1,544,990)
(3,440.258)
(3,154,374)
(12.572.626)
Weighted average number of shares (basic and diluted)
191,767,990
130.840.835
177,227,930
86.819.126
Basic and diluted loss per share (Note 5)
-0.01
.0.03
(0.02)
(0.14)
Statement of Comprehensive Loss
2010
2009
2010
2009
Net loss
(1,544,990)
(3,440,258)
(3,154,374)
(12,572,626)
Foreign currency translation adjustment (Note 14)
(875,206)
422,105
Comprehensive loss
(2.420.196)
(3.440.258)
2 732 269
12.572.626
The accompanying notes are an integral part of these consolidated financial statements
Page 2
EFTA01158269
ProSep Inc.
Consolidated balance sheets
Unaudited
September 30,
Audited
December 31.
2010
2009
Assets
Current assets
$
$
Cash
2,522,446
7,689,695
Restricted cash (Note 6)
2,022,940
Receivables
14,087,022
12,807,205
Inventories
318,418
392,709
Prepaid expenses
707,225
665,162
Income tax recoverable
897,707
544,177
Future income tax assets
258,724
207,698
18,791,542
24,329,586
Long-term investment (Note 7)
3,425,000
3,729,775
Property and equipment
1,214,122
1,526,561
Goodwill
15,133,317
15,195,645
Intangible assets
8.373,991
8,918.517
47.242,747
53,395,309
Liabilities
Current liabilities
Bank credit facilities (Note 8)
5,006,206
Accounts payable and accrued liabilities
11,921,011
12,836,057
Deferred revenue
224,717
71,796
Current portion of long term debt
1,679,001
1,672,602
13,824,729
19,586,661
Long-term debt (Note 9)
10,680,456
11,689,450
Future income tax liabilities
1,000,616
1,661,127
Pension obligation
661,214
495,440
26,167,015
33,432,678
Shareholders' equity
Share capital (Note 10)
75,725,324
72,010,934
Contributed surplus
11,767,651
11,499,512
Accumulated other comprehensive income
2,322,616
1,900,511
Deficit
(68,739,859)
(65,448,326)
21,075,732
19,962,631
47,242,747
53,395,309
Approved by the Board
"Jacques L. Drouin"
Jacques L. Drouin, Director
"David H. Laidley"
David H. Laidley, Director
The accompanying notes are an integral part of these consolidated financial statements
Page 3
EFTA01158270
ProSep Inc.
Consolidated statements of contributed surplus
(unaudited)
Nine-month period ended September 30, 2010
Total
Stock-based
Conversion
contributed
compensation
Warrants
feature of loans
Other
surplus
$
$
$
$
$
Contributed surplus. beginning of period
2,909.496
660,828
171,560
7.757.628
11,499.512
Stock-based compensation and restricted share units
(Note 4)
350.698
350,698
Vested restricted share units settled in cash
(68,670)
(68.670)
Vested restricted share units
(13.889)
-
-
(13.889)
Contributed surplus. end of period
3.177.635
660.828
171.560
7.757.628
11.767.651
Nine-month period ended September 30. 2009
Total
Stock-based
Conversion
contributed
compensation
Warrants
feature of loans
Other
surplus
$
$
$
$
$
Contributed surplus. beginning of period
2.548/74
8.000.821
1.977.544
12.527.139
Stock-based compensation and restricted share units
262.877
262.877
Induced conversion and settlement of convertible
debentures
(1.977.544)
417.635
(1359.909)
Issuance of new convertible debentures
171.560
171.560
Contributed surplus. end of period
2.811.651
8.000.821
171360
417.635
11,401.667
The accompanying notes are an integral part of these consolidated financial statements
Page 4
EFTA01158271
ProSep Inc.
Consolidated statements of deficit and accumulated other comprehensive income
(unaudited)
Deficit
Nine months ended September 30,
2010
2009
Deficit, beginning of period
(65,448,326)
(48.485.076)
Share issue costs (Note 10)
(137,159)
(886.470)
Inducement for debt conversion
(2.198.397)
Net loss
(3,154,374)
(12.572.626)
Deficit, end of period
(68,739,859)
(64,142,569)
Accumulated other comprehensive Income
2010
2009
$
$
Balance. beginning of period
1,900.511
Foreign currency translation adjustment
422,105
Balance, end of period
2,322,616
At September 30. 2010. the sum of deficit and Accumulated other comprehensive income is $66,417.243.
The accompanying notes are an integral part of these consolidated financial statements
Page 5
EFTA01158272
ProSep Inc.
Consolidated statements of cash flows
(unaudited)
Operating activities
Three months ended
September 30,
Nine months ended
September 30,
2010
2009
2010
2009
Net loss
(1,544,990)
(3,440,258)
(3,154.374)
(12,572,626)
Interest received on long-term investment
11,239
387,576
Items not affecting cash
Stock-based compensation
131,246
100,163
350,698
262,877
Amortization of property and equipment
179,350
241,101
564,795
671,928
Amortization of intangible assets
182.611
169,679
541,866
509,031
(Gain) Loss on sale of asset
(800)
25,468
Accretion on long-term debt
15,585
47,883
43,451
421,785
Impairment of goodwill
•
•
6,500,000
Increase in fair value of long-term investment
(400,000)
(375,000)
(400,000)
Periodic pension cost in excess of contribution
99,528
35,255
165,773
125,879
Future income taxes (recovery)
(201,396)
250,010
(712,156)
221,638
Unrealized exchange loss (pain)
91,636
(598.793)
574,971
(711.896)
(1,047,230)
(1,512,178)
(1,974,508)
(2,512,265)
Changes in operating working capital items
(303.470)
(4,736,145)
(2,869,916)
(7,696,420)
(1,350,700)
(6,248,323)
(4,844,424)
(10,208,685)
Investing activities
Restricted cash
5,065,479
2,022,940
Disposal of tangible assets
801
1,355
Subsidies on intangible assets
(222)
44,696
Acquisition of property and equipment
(48,516)
(138,760)
(293,328)
(480.788)
5,017,542
(138,760)
1,775,663
(480,788)
Financing activities
Restricted cash released
•
4,196,832
Bank credit facilities
(5,981,866)
(236,356)
(4,686,052)
(1,835,292)
Increase in long term debt
67,906
Shares issued (net of expenses)
4,113,530
3,563,344
4,113,530
Repayment of long-term debt
(12,112)
(207,547)
(802,004)
(1,059,386)
(5.993,978)
3,669,627
(1,924,712)
5,483,590
Decrease in cash
(2,327.136)
(2,717,456)
(4,993,473)
(5,205,883)
Effect of exchange rate on cash
(20.666)
(37,596)
(173,782)
271,426
Cash, beginning of period
4.870,248
5.435.714
7,689,701
7.615,119
Cash, end of period
2.522.446
2,680,662
2,522,446
2,680,662
The accompanying notes are an integral part of these consolidated financial statements
Page 6
EFTA01158273
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
1.
Financial Statement Presentation and Going Concern
The unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally
accepted accounting principles ("GAAP") applicable to interim financial statements, following the same accounting
policies as those outlined in Note 2 to the consolidated financial statements for the year ended December 31, 2009.
The interim financial statements should be read in conjunction with the most recent annual consolidated financial
statements.
The accompanying financial statements of ProSep Inc. (the "Company) have been prepared using Canadian generally
accepted accounting principles applicable to a going concern, which assumes the Company will be able to realize the
carrying value of its assets and discharge its liabilities in the normal course of operations.
The Company has incurred a loss of $3,154,374 for the nine-month period ended September 30, 2010, has an
accumulated deficit of $68,739,859 and has not so far generated positive cash flows from operations. In addition, the
Company is subject to certain restrictive covenants. Accordingly, there exists significant doubt that the Company would
be able to continue as a going concern at September 30, 2010. These conditions require that the Company continues
to seek external sources of financing in order to continue its operations and to achieve profitability in the future.
At September 30, 2010, the Company had a cash balance of $2,522,446. Taking into consideration the senior
overdraft facility (see Note 8), the Company believes that it has sufficient liquidity to meet its obligations for the next
twelve months.
While management believes the use of going concern assumptions is appropriate, the financial statements do not
include any adjustments or disclosures that may be necessary should the Company not be able to continue as a going
concern. If this were the case, these adjustments could be material.
2.
Segmented Information
Operating Segments
The Company designs, develops and manufactures process solutions to treat produced water, oil and gas for the
upstream oil and gas industry. Segments are based on geographic locations except for Corporate Office that was
separated based on its distinct operations. US, European & Middle East and Asia Pacific operations relate to
manufacturing and commercialization of process solutions. The former Product Development segment has been
integrated into European & Middle East Operations to represent the unit's operational functionality. Comparable
information has been reclassified accordingly.
The accounting policies that apply to the reportable segments are the same as those used to prepare the consolidated
financial statements.
Page 7
EFTA01158274
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
2.
Segmented Information (continued)
Revenue and Expenses by Segment
For the three-month period ended September 30, 2010
US operations
European & Middle.
East operations
Asia Pacific
operations
Corporate Office
Consolidation &
Inter segment
eliminations
Consolidated
operations
Revenue
Revenue inter-segment
$
5,437,821
52,991
$
750,922
$
1,951,350
$
$
(52,991)
$
8,140,093
Total revenue
5,490,812
750,922
1,951,350
(52,991)
8,140,093
Cost of goods sold
4,065,748
344,183
1,817,281
(52,991)
6,174,221
Gross margin
1,425,064
406,739
134,069
1,965,872
Operating expenses
1,221,612
655,799
188,799
741,041
2,807,251
EBITDA'
203,452
(249,060)
(54,730)
(741,041)
(841,379)
Three clients of the US operations represented respectively 20.3%. 13.4% and 9% of the Company's revenue and one client of
the Asia Pacific operations represented 9.4% of the Company's revenue for the three-month period ended September 30, 2010.
For the three-month period ended September 30, 2009
US operations
European & Middle-
East operations
Asia Pacific
operations
Consolidation &
Corporate Office
Inter segment
eliminations
Consolidated
operations
Revenue
Revenue inter-segment
$
5.827.616
$
1,154.924
$
2.203.812
$
$
9.186.352
Total revenue
Cost of goods sold
Gross margin
Operating expenses
5.827.616
4,307.571
1,520.045
1,366,859
1,154.924
470.624
684.300
901.262
2,203.812
1,745.753
458.059
327.287
699.689
9.186.352
6.523.948
2.662.404
3.295.097
EBITDA*
153.186
(216.962)
130.772
(699.689)
(632.693)
One client from the Asia Pacific operations represented 14.5% of the Company's revenue and two clients of the US operations
represented 15% and 13.5% of the Company's revenue for the three-month period ended September 30, 2009.
For the nine-month period ended September 30, 2010
US operations
European & Middle-
East operations
Asia Pacific
operations
Corporate Office
Consolidation &
Inter segment
eliminations
Consolidated
operations
Revenue
Revenue inter-segment
S
16,421,372
94,556
$
4,969,021
9,750
$
4,810,386
$
$
(104,306)
S
26,200,779
Total revenue
16,515,928
4,978,771
4,810,366
(104,306)
26,200,779
Cost of goods sold
12,536,009
2,209,674
4,443,905
(104,306)
19,085,282
Gross margin
3,979,919
2,769,097
366,481
7,115,497
Operating expenses
3,863,793
2,080,783
540,831
2,396,059
8,881,466
EBITDA'
116,126
688,314
(174,350)
(2,396,059)
(1,765,969)
Page 8
EFTA01158275
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
2.
Segmented Information (continued)
Two clients of the US operations represented 33.2% and 12.4% of the Company's revenue and one client of the European &
Middle East operations represented 11.6% of the Company's revenue for the nine-month period ended September 30. 2010.
For the nine-month period ended September 30. 2009
US operations
European & Middle-
East operations
Asia Pacific
operations
Corporate Office
Consolidation &
Inter segment
eliminations
Consolidated
operations
Revenue
Revenue inter-segment
$
20.983.458
74.683
$
3.648.768
166.223
$
7,056.877
174.010
$
$
(414.916)
$
31.689.103
Total revenue
21.058.141
3.814.991
7,230.887
(414,916)
31,689,103
Cost of goods sold
15.092.697
1,845.262
5,570,535
(414,916)
22,093,578
Gross margin
5.965.444
1,969.729
1,660.352
-
9.595.525
Operating expenses
4.055.447
2.724.114
772.976
2.349.923
9.902.460
EBITDA*
1.909.997
(754.386)
887.376
(2.349.923)
(306.936)
Three clients of the US operations represented 14%, 11% and 10.5% of the Company's revenue and one client from
the Asia Pacific operations represented 13.5% of the Company's revenue for the nine-month period ended September
30, 2009.
EBITDA is a non-GAAP measure and the Company defines it as earnings or loss from operations excluding
depreciation and amortization. financial charges and income taxes.
Geographic Information
Three months ended
September 30,
Nine months ended
September 30,
2010
2009
2010
2009
$
$
$
$
Sales to customers situated in:
United States
1,799,468
3.253.729
4,770,049
12,050.804
Columbia
2,477,829
1.412.681
9,522,966
1,501.321
Kuwait
231,955
933.461
437,532
4,710.302
Malaysia
1,599,866
1.377.244
3,269,720
4,464.802
Venezuela
10,669
1.509
10,669
2,049.482
Norway
721,533
511.131
4,078,853
1,477.168
UK
66.667
395,208
266.667
Singapore
167,148
784.017
1,261,722
1,854.586
Other countries
1,131,625
845.913
2,454,060
3,313,971
8,140,093
9,186,352
26,200,779
31,689,103
Page 9
EFTA01158276
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
3.
Financial Charges
Financial charges
Other financial liabilities
Three months ended
September 30,
Nine months ended
September 30,
2010
2009
2010
2009
$
$
$
$
Interest on long-term debt
191,648
150,101
626,124
999.469
Accretion on long-term debt
15,585
47,883
43,451
421.785
Interest charges
182,312
64.526
375,408
365.345
Sub-total
389,545
262,510
1,044,983
1,786.599
Held for trading
Interest revenue on held for trading financial assets
(7,271)
(32)
(25,823)
(65,776)
Sub-total
(7,271)
(32)
(25,823)
(65,776)
Loss on foreign exchange
146,086
403,150
676,028
976.038
Loss on induced conversion and settlement of debts
2.071,543
2,071.543
Other
5,421
5.421
528,360
2.742,592
1,695,188
4,773.825
4.
Restricted Share Units
For the three-month period ended September 30, 2010, no restricted share units were granted. During the nine-month
period ended September 30, 2010, the Company granted respectively 3,650,000 restricted share units at a weighted
average value of $0.17 per share for a total of $620,500, and 100,000 restricted share units at a weighted average
value of $0.125 per share for a total of $12,500 (No amount was granted during the three-month period ended
September 30, 2009 and 2,215,000 were granted during the nine-month period ended September 30, 2009 at a
weighted average value of $0.21 per share for a total value of $462,150). The expenses recorded in the consolidated
statements of loss and credited to contributed surplus for the three and nine-month periods ended September 30, 2010
were respectively $131,246 and $350,698 ($100,163 and $262,877 for the three and nine-month periods ended
September 30, 2009).
Nine-month period ended September 30, 2010
Number of restricted share units
Balance, beginning of period
4,161,778
Granted
3,750,000
Forfeited
(373,565)
Vested
(458,213)
Balance, end of period
7,080,000
5.
Basic and Diluted Loss Per Share
Basic and diluted loss per share has been calculated using the weighted-average number of common shares
outstanding during the period: 191,767,990 shares for the three-month period ended September 30, 2010 and
177,227,930 shares for the nine-month period ended September 30, 2010 (respectively 130,840,835 shares and
86,819,126 shares for the three-month and nine-month periods ended September 30, 2009).
As a result of the loss for the three-month and the nine-month periods ended September 30, 2010, 4,460,242
potentially dilutive warrants, 420,000 potentially dilutive options and 7,080,000 potentially dilutive restricted share units
as well as the convertible feature of the loan have not been included in the calculation of diluted loss per share
because the effect would have been anti-dilutive (27,635,027 warrants, 420,000 options and 4,186,778 restricted
share units as well as the convertible features of the debenture and secured loans during the period ending September
30, 2009).
Page 10
EFTA01158277
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
6.
Restricted Cash
At September 30, 2010, restricted cash related to letters of credit was fully released.
7.
Long term Investment and Related Credit facility
Estimate of Fair Value
At September 30, 2010, the Company held the same Class A-1, A-2, B and C Notes issued by Master Asset Vehicle II
("MAV 2') at December 31, 2009. Although there is evidence that some isolated transactions have occurred on some
of these Notes since December 31, 2009, such transactions are not representative of an active market and accordingly
quotations from an active market were not available at September 30, 2010. In fact, the Notes held by the Company
have not traded in an active market since the restructuring of January 2009. On September 21, 2010, DBRS upgraded
the rating of the Class A-1 Notes to A (high) (sf) from "A" (sf) and has removed the ratings from Under Review with
Positive Implications, where they were placed on June 22, 2010. At the same time, DBRS has confirmed the BBB
(low) (st) rating of the MAVII Class A-2 Notes. Furthermore, Blackrock, the administrator of MAV 2, indicated that the
ineligible Asset Tracking Notes Class 1 have also been reduced to zero following credit events in the underlying
transactions. Nevertheless, the Ineligible Asset Tracking Notes Class 1 and 2 remain eligible under the put option
arrangement with the National Bank of Canada.
The fair value of the Notes at September 30, 2010 was determined using a methodology consistent with the one used
at December 31, 2009 which is based on management's judgment using available information and assumptions
market participants would use in pricing such Notes at the balance sheet date. The Company took into account
information provided by DBRS and BlackRock including current and anticipated credit ratings, composition and
valuation estimates of the underlying assets, the estimate of the extent of leverage in the transactions underlying the
MAV 2 Notes, general economic conditions and the price levels of the aforementioned irregular transactions in
considering the fair value of the investment.
The Company estimated the fair value of the Notes using the discounted cash flow evaluation technique based on
observable market assumptions to the extent possible. The main assumptions are comprised of the anticipated interest
coupons, anticipated maturity of the Notes and an appropriate discount rate considering the underlying risks. The
estimated discount rate was determined based on observable market assumptions for similar securities.
The
Company used the following discount factors to evaluate the Notes:
September 30, 2010
December 31, 2009
Replacement Notes
Expected Yield
Market related Discount
factors (Canada Bond
rate plus)
Expected Yield
Market related Discount
factors (Canada Bond
rate plus)
Class A-1
157 basis points*
265 basis points
283 basis points"
590 basis points
Class A-2
157 basis points*
605 basis points
283 basis points"
705 basis points
Class B
0 basis points'
840 basis points
283 basis points"
850 basis points
Class C
0 basis points
3,040 basis points
0 basis points
2,350 basis points
Ineligible
0 basis points
158 basis points
0 basis points
203 basis points
•
September 30, 2010 bankers' acceptance swap rate of 2.07% minus 50 basis points
"
December 31, 2009 bankers' acceptance swap rate of 3.33% minus 50 basis points
The risk premiums added to the basic bankers' acceptance rates reflect liquidity, credit and other risks.
The fair value of the put options embedded in the credit facility with the National Bank of Canada at September 30,
2010 was estimated using a valuation technique that incorporates a probability-weighted approach, applied to
discounted future cash flows of the underlying IA and Eligible Notes while considering: (i) the fair value of such Notes,
(ii) the maximum amount that can be drawn under the respective credit facilities, (iii) the recourse features of such
drawings, and (iv) the discount rate relating to National Bank.
At September 30 2010, management concluded that the fair value of the Notes and the embedded put options
remained unchanged from the June 30, 2010 value.
Page I
EFTA01158278
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
The estimated fair values may not be indicative of the ultimate net realizable value or the future fair value, because of
the uncertainty in the market. While management believes that its valuation technique is appropriate under the
circumstances, changes in significant assumptions, especially those relating to the probability of the scenarios, returns,
credit risk and liquidity risk could significantly affect the value ascribed to the replacement notes in the future. Following
the analysis, the Company identified that the discount rate related to Classes A-1 and A-2 of MAV 2, and the
embedded put option on the IA Notes generate the vast majority of the volatility in the valuation model of the Notes
and embedded put options fair value. For example, a 50 basis point increase or decrease in the discount rate for A-1
and A-2 Notes and the IA Notes put option would result in a $98,822 change in the aggregate fair value of the Notes.
8.
Bank Credit Facilities
The Company has a bank credit facility with DnB NOR consisting of a senior overdraft facility of 30,000,000 NOK
($5,250,079 at September 30, 2010) and a guarantee facility of 15,000,000 NOK ($2,625,039 at September 30, 2010)
to be used to provide customer guarantees against advances received under sales contracts. The senior overdraft
facility outstanding, secured by the assets of the Company, is nil at September 30, 2010 as one of the two annual
clean downs was in progress (27,719,866 NOK ($5,006,206) at December 31, 2009). The interest rate of 4.41%
(3.96% in 2009) is the one month Norwegian Interbank Offered Rate (NIBOR) of 2.41% at September 30, 2010 (1.96%
at December 31, 2009), plus 2% per annum.
The letters of guarantee outstanding amount to $1,547,975 at September 30, 2010 ($2,083,112 at December 31,
2009).
9.
Long-term Debt
Convertible unsecured subordinated debenture in the nominal amount of
September 30,
2010
$
December 31,
2009
$
$3,953,500, bearing interest of 13.25% payable semi-annually and
maturing on July 16, 2014.
3,643,976
3,600,526
Revolving credit facilities with National Bank of Canada bearing interest at
prime rate (3% at September 30, 2010) minus 1% payable monthly (Note
7).
IA Notes facility, maturing in March 2011
2,523,797
2,523,797
- Less embedded put option
(2,470,000)
(2,400,000)
-
Eligible Notes facility, first tranche, maturing in March 2012
2,524,528
2,524,753
Eligible Notes facility, second tranche, maturing in March 2012
2,132,014
2,132,014
Obligations under capital leases
67,583
104,764
Credit facility with DnB NOR: The interest rate of 5.29% (5.11% in 2009) is
the three month Norwegian Interbank Offered Rate (NIBOR) +3.00% and
the principal amount is payable in 10 equal installments of 4,500,000 NOK
3,937,559
4,876,198
($787,512 as of September 30, 2010) every 6 months. Expiration date is
October 25, 2012.
12,359,457
13,262,052
Current portion of long term debt
(1,679,001)
(1,672,602)
Long-term debt
10,680,456
11,689,450
Page 12
EFTA01158279
ProSep Inc.
Notes to the consolidated financial statements (Unaudited)
For the three-month and nine-month periods ended September 30, 2010 and 2009
10.
Share Capital
Number of shares
Amount $
Balance. December 31, 2009
163,255.910
72,010,934
Issued pursuant to the private placement (a)
28,465.385
3,700,501
Issued shares (b)
76.713
13,889
Balance. September 30. 2010
191,798.008
75,725,324
(a) Pursuant to a private placement closed on May 18, 2010, the Company issued a total of
28,465,385 common shares at a price of $0.13 per common share for gross proceeds of
$3,700,501.
The transaction costs of $137,159 have been accounted for as an increase in the deficit (share
issue expenses).
(b) Pursuant to vested restricted share units that were exercised, the Company issued a total of
76,713 common shares
11.
Defined Benefit Pension
For the three-month period ended September 30, 2010, a net amount of $99,528 has been recorded in the statement
of loss to account for the increase in the pension obligation (net amount for $35,255 for the three months ended
September 30, 2009). For the nine-month period ended September 30, 2010, a net amount of $165,773 has been
recorded in the statement of loss to account for the increase in the pension obligation (net amount of $125,879 for the
nine-month period ended September 30. 2009).
Net periodic benefit cost
Three months ended
Nine months ended
September 30,
September 30,
2010
2009
2010
2009
$
$
$
$
99,528
35,255
165,773
125,879
12.
Contingencies
In addition to the letters of guarantee disclosed in Note 8. the Company has an amount of $335,826 ($3,643,958 at
December 31, 2009) of letters of guarantee outstanding with Export Development Canada.
13.
Comparative figures
Certain comparative figures have been reclassified to conform to the presentation adopted for the current period.
14.
Self-sustaining Foreign Operations
Effective October 1, 2009, as all foreign subsidiaries were self-sustaining, the Company translates its foreign
operations using the current rate method. As a result, the Company's non-monetary assets, liabilities and
Shareholders' Equity decreased by $875,206 for the three-month period ended September 30, 2010 and increased by
$422,105 for the nine-month period ended September 30, 2010.
Page 13
EFTA01158280
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