AGI Issues Bi-Weekly Update on Management Cease Trade Order

Ag Growth International Inc. (TSX: AFN) (“AGI” or the “Company”), a global provider of equipment and solutions supporting the efficient storage, transportation, and processing of food, has issued a default status report in accordance with the alternative information guidelines set out in National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”). The update relates to the management cease trade order (“MCTO”) previously granted to the Company by its principal securities regulator, the Manitoba Securities Commission.

The default status report follows AGI’s earlier disclosures regarding a delay in filing certain required financial documents for the period ended September 30, 2025. As outlined in a news release dated November 28, 2025 (the “MCTO News Release”), the Manitoba Securities Commission approved the Company’s application for an MCTO on November 14, 2025. The application itself was initially announced in a separate AGI news release dated November 13, 2025 (the “Announcement”).

Background on the Management Cease Trade Order

The MCTO was requested by AGI as a result of its inability to file its unaudited interim financial statements for the three- and nine-month periods ended September 30, 2025 (the “Q3 Financial Statements”) by the prescribed filing deadline of November 14, 2025. Along with the interim financial statements, the Company was also unable to file its related management’s discussion and analysis (“MD&A”) and the required certifications from the Chief Executive Officer and Chief Financial Officer. Collectively, these documents are referred to as the “Required Filings.”

Under Canadian securities regulations, issuers that anticipate delays in meeting financial reporting deadlines may apply for a management cease trade order rather than face a broader cease trade order that would restrict all shareholder trading. The MCTO framework is designed to protect investors while allowing companies additional time to complete their filings, provided that strict disclosure requirements are met throughout the default period.

In AGI’s case, the Manitoba Securities Commission granted the MCTO, which specifically restricts trading activity by the Company’s Chief Executive Officer and Chief Financial Officer. These officers are prohibited from trading in AGI securities until the Required Filings have been completed and formally filed, and until the MCTO has been lifted by the regulator.

Importantly, the MCTO does not apply to other shareholders of the Company. AGI has emphasized that trading by the general investing public remains unaffected, and AGI’s common shares continue to trade on the Toronto Stock Exchange.

Progress Toward Filing Completion

AGI has stated that it is continuing to work diligently toward completing the Required Filings. While the Company has expressed confidence in its progress, it has cautioned that there can be no assurance regarding the precise timing of completion. Based on current expectations, AGI anticipates that the Required Filings will be finalized and filed on or before January 13, 2026.

The Company has not disclosed specific operational or accounting factors contributing to the filing delay, but it has reiterated its commitment to transparency and regulatory compliance throughout the process. As required under NP 12-203, AGI will continue to provide bi-weekly default status reports in the form of news releases for as long as it remains in default.

Confirmation of Ongoing Compliance

In its latest update, AGI confirmed several key points intended to reassure investors and regulators:

  • There has been no material change to the information disclosed in the November 13, 2025 Announcement that would reasonably be expected to be material to an investor.
  • The Company has not incurred any additional specified defaults under NP 12-203 since the issuance of the MCTO.
  • AGI is in compliance with, and intends to continue complying with, all requirements of the alternative information guidelines outlined in NP 12-203, including the timely issuance of bi-weekly status reports.
  • There is no undisclosed material information concerning the affairs of the Company that has not already been generally disclosed to the public.

These confirmations are a central requirement of the MCTO framework and are designed to ensure that investors remain adequately informed during the period in which the Company’s financial filings are outstanding.

Investor Considerations

Management cease trade orders are not uncommon among public issuers and are generally viewed as a more targeted regulatory response compared to full cease trade orders. By limiting trading restrictions to senior executives, regulators aim to balance investor protection with market continuity.

For investors, the primary consideration remains the timely completion and filing of AGI’s Q3 Financial Statements and accompanying disclosures. Until those documents are filed, some institutional investors may adopt a cautious approach, particularly those with strict compliance or governance mandates. However, the absence of a broader cease trade order and AGI’s ongoing disclosure efforts may help mitigate uncertainty in the interim.

AGI has underscored that the delay does not reflect any known undisclosed material adverse changes to its business, operations, or financial condition. The Company’s continued engagement with regulators and adherence to disclosure obligations suggest a focus on resolving the matter as efficiently as possible.

Company Profile and Global Footprint

Ag Growth International Inc. is a well-established global provider of equipment and solutions designed to support the efficient storage, handling, transportation, and processing of food. The Company serves agricultural producers, commercial grain operators, food processors, and other participants across the global food value chain.

AGI operates manufacturing facilities in Canada, the United States, Brazil, India, France, and Italy, giving it a diversified operational footprint and the ability to serve customers in a wide range of geographies. Its products are distributed worldwide and span a broad portfolio, including grain storage systems, material handling equipment, portable and permanent infrastructure solutions, and processing technologies.

The Company’s integrated approach and global scale position it as a key supplier in efforts to improve food security, logistics efficiency, and post-harvest management across both developed and emerging markets.

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