Quarterly Report for the Three and Nine Months Ended September 30, 2017
(November 14, 2017)
On July 14, 2017, MFC Bancorp Ltd., referred to as “Old MFC”, a corporation under the laws of British Columbia and MFC Bancorp Ltd., referred to as “New MFC”, a corporation under the laws of the Cayman Islands, completed a plan of arrangement, referred to as the “Arrangement”, under the
Business Corporations Act
(British Columbia) that resulted in the holders of common shares of Old MFC, referred to as the “Old MFC Shares”, becoming holders of common shares of US$0.001 par value each of New MFC, referred to as the “Common Shares”, and Old MFC becoming a subsidiary of New MFC. Unless otherwise indicated, references herein to numbers of our Common Shares or per Common Share amounts, including for prior periods, have been restated, where necessary, to reflect the Share Consolidation/Split (as defined herein) under the Arrangement. Please see “Recent Developments” for further information.
Prior to July 14, 2017, unless the context otherwise indicates, references herein to “we”, “us”, “our”, the “Company” or “MFC Bancorp” are to Old MFC and its subsidiaries and, on and subsequent to July 14, 2017, unless the context otherwise indicates, such references are to New MFC and its consolidated subsidiaries. All references in this document to “$” and “dollars” are to Canadian dollars, all references to “US$” are to United States dollars and all references to “Euro” or “€” are to the European Union Euro, unless otherwise indicated.
The following report and the discussion and analysis of our financial condition and results of operations for the nine and three months ended September 30, 2017 should be read in conjunction with our unaudited interim financial statements and notes thereto for the nine and three months ended September 30, 2017, the annual audited financial statements and notes thereto of Old MFC for the year ended December 31, 2016 and the 2016 annual report on Form 20-F of Old MFC filed with the United States Securities and Exchange Commission (the “SEC”) and applicable Canadian securities regulators. Our financial statements for the nine and three months ended September 30, 2017 have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), and may not be comparable to financial statements prepared in accordance with United States generally accepted accounting principles.
Disclaimer for Forward-Looking Information
Certain statements in this document are forward-looking statements or forward-looking information, within the meaning of applicable securities laws, which reflect our expectations regarding our future growth, results of operations, performance and business prospects and opportunities. Forward-looking statements consist of statements that are not purely historical, including statements regarding our business plans, anticipated future gains and recoveries, our strategy to reduce trade receivables and inventories, future business prospects and any statements regarding beliefs, expectations or intentions regarding the future. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, variations or comparable language of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “should”, “might” or “will be taken”, “occur” or “be achieved” or the negative connotation thereof.
While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits we will obtain from them. These forward-looking statements reflect our current views and are based on certain assumptions and speak only as of the date hereof. These assumptions, which include our current expectations, estimates and assumptions about our business and the markets we operate in, the global economic environment, interest rates, commodities prices, exchange rates and counterparty risks related to our trading and finance