CALGARY, Alberta and TORONTO, April 28, 2021 (GLOBE NEWSWIRE) -- 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 “Documents”):
- the Company’s Annual Audited Financial Statements for the 15 months ended December 31, 2020, as required by section 4.2 of National Instrument 51-102 - Continuous Disclosure Obligations (“NI 51-102”); and
- the Company’s Management Discussion & Analysis for the 15 months ended December 31, 2020, as required by section 5.1(2) of NI 51-102.
The default is due, in part, to business and administrative disruption experienced by the Company in respect of both its own personnel and the Company’s auditors inability to complete the work required to issue the Documents due to the restrictions on business activities as a result of COVID-19 in Canada. The default is also due to the additional amount of work required by the Company and its auditors in connection with several factors including, the change of year end which increased the time period under the audit to 15 months, this being the first full audit of Magnetic North as an investment issuer, and all of this compounded by MNP being appointed the Company’s new auditors in October 2020.
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 Documents 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 Documents are not filed in a timely fashion.
During the period of default and until filing of the Documents, the Company intends to satisfy the provisions of the alternative information guidelines as required by National Policy 12-203 – Management Cease Trade Orders. Until the Company has filed the Documents, 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 26, 2020 of the Company’s latest interim financial reports for the period ended September 30, 2020.
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.
For further information, please contact:
| Graeme Dick | Stephen McCormick | |
| Investor Relations | VP, Capital Markets | |
| 403-451-0939 | 403-451-0939 | |
| graeme@colwellcapital.com | stephen@magneticnac.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 Documents, including the timing for the filing of the Documents 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.