Magnetic North Acquisition Corp. Announces Delay in Filing of Annual Financial Statements and Application for Management Cease Trade Order

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Magnetic North Acquisition Corp.
Magnetic North Acquisition Corp.

CALGARY, Alberta and TORONTO, May 08, 2025 (GLOBE NEWSWIRE) -- Magnetic North Acquisition Corp. (TSXV: MNC; MNC.PR.A) (“Magnetic North” or the “Company”) announces that it did not meet the filing date of April 30th for filing of the following continuous disclosure documents (collectively, the “Annual Filings”):

  • the Company’s Annual Audited Financial Statements for the year ended December 31, 2024, as required by section 4.2 of National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”);

  • the Company’s Management Discussion & Analysis for the year ended December 31, 2024, as required by section 5.1(2) of NI 51-102; and

  • the Company’s CEO and CFO certifications of annual filings relating to the Annual ‎Financial ‎Statements, as required by ‎National Instrument 52-109 – Certification of ‎Disclosure in ‎Issuers’ Annual and Interim Filings.

The delay is due ‎to the continuing challenges the Company has encountered and has been working through with respect to completing a financing transaction to provide additional working capital to the Company. These challenges have now been addressed‎‎.The Company expects to complete an initial financing within five (5) to seven (7) business days and is currently completing the necessary documentation to facilitate the Closing. Accordingly, the Company has applied to the Alberta Securities Commission for a Management Cease Trade Order that will prohibit the management of the Company from trading in the securities of the Company until such time as the Annual Filings are filed. No decision has yet been made by the Alberta Securities Commission on this application. The Alberta Securities Commission may grant the application and issue the Management Cease Trade Order, or it may impose an issuer cease trade order if the Annual Filings are not filed in a timely fashion.

The Company continues to work to complete the Annual Filings. The 2024 audit is anticipated to commence in the last week of May. The Company expects to file the Annual Filings by June 30, 2025 and will issue a news release once the Annual ‎Filings have been filed‎. During the period of default and until filing of the Annual Filings, the Company intends to satisfy the provisions of the alternative information guidelines as required by National Policy 12-203 – Management Cease Trade Orders. The guidelines, among other things, require the Company to issue bi-weekly default status ‎reports, in the form of news releases, for so long as the Annual Filings have not been filed‎.

Until the Company has filed the Annual Filings, members of the Company’s management and other insiders are subject to an insider trading black-out policy as per its internal Insider Trading Policy that is consistent with the principles in Section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. The Company confirms that, other than as disclosed in prior press releases and material change reports, there have been no material business developments since the filing on November 28, 2024 of the Company’s latest interim financial reports for the period ended September 30, 2024. There are no insolvency proceedings involving the Company. ‎