CALGARY,
AB and TORONTO,
April 26,
2024 /CNW/ - Magnetic North Acquisition Corp.
(TSXV: MNC) (MNC.PR.A) ("Magnetic North" or the
"Company") announces that it will not meet the filing date
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, 2023, 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, 2023, 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 in large part to staffing and scheduling
issues at the Corporation's third-party accounting services
provider. 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 and
expects to file the Annual Filings by May
31, 2024, 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, 2023
of the Company's latest interim financial reports for the period
ended September 30, 2023. There are
no insolvency proceedings involving the Company.
About Magnetic North Acquisition
Corp.
Magnetic North invests and manages businesses on behalf of its
shareholders and believes that capital alone does not always lead
to success. With offices in Calgary and Toronto, our experienced management team
applies its considerable management, operations and capital markets
expertise to ensure its investee companies are as successful as
possible for shareholders. Magnetic North common shares and
preferred shares trade on the TSX Venture Exchange under the stock
symbol MNC and MNC.PR.A, respectively. The TSX Venture recently
announced that Magnetic North is a "2021 TSX Venture 50" recipient.
For more information about Magnetic North, visit its website at
www.magneticnac.com. Magnetic North's securities filings can also
be accessed at www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this news release.
CAUTIONARY STATEMENT REGARDING FORWARD LOOKING
INFORMATION
Certain statements in this news release are "forward-looking
statements", which reflect current expectations of the management
of Magnetic North regarding future events or Magnetic North's
future performance. All statements other than statements of
historical fact contained in this news release may be
forward-looking statements. In particular, forward-looking
information and statements herein include, but are not limited to,
the filing of the Annual Filings, including the timing for the
filing of the Annual Filings and the issuance of a Management Cease
Trade Order in respect of the Company. Such forward-looking
statements involve known and unknown risks, uncertainties and
other factors that may cause actual results or events to differ
materially from those anticipated in the forward-looking
statements. Magnetic North believes that the expectations
reflected in such forward-looking statements are reasonable, but
no assurance can be given that these expectations will prove to
be correct and such forward-looking statements should not be
unduly relied upon. The forward-looking statements are expressly
qualified in their entirety by this cautionary statement. The
forward-looking statements are made as of the date of this news
release and Magnetic North assumes no obligation to update or
revise them to reflect new events or circumstances, except as
expressly required by applicable securities law. Further
information regarding risks and uncertainties relating to Magnetic
North and its securities can be found in the disclosure documents
filed by Magnetic North with the securities regulatory authorities,
available at www.sedar.com.
SOURCE Magnetic North Acquisition Corp.