Mr. David Atkinson reports
EARTHWORKS INDUSTRIES INC. ANNOUNCES POTENTIAL DELAY IN ANNUAL FILINGS AND APPLICATION FOR MANAGEMENT CEASE TRADE ORDER
Earthworks Industries Inc. expects a delay and default in the completion of its annual filings (as defined below), and has made an application to the British Columbia Securities Commission (BCSC), as principal regulator, to approve a temporary management cease trade order (MCTO) under National Policy 12-203, Management Cease Trade Orders. If granted, the MCTO will prohibit trading in securities of the company, whether direct or indirect, by certain insiders of the company, but will not restrict trading by other parties.
The company anticipates that it may be unable to complete its annual filings for the financial year ended Nov. 30, 2025, which comprise its audited financial statements and related annual management's discussion and analysis (MD&A) for the financial year ended Nov. 30, 2025, as required under Part 4 and Part 5, respectively, of National Instrument 51-102, Continuous Disclosure Obligations, and related certifications of such filings by the company's chief executive officer and chief financial officer as required under Part 4 of National Instrument 52-109, Certification of Disclosure in Issuers' Annual and Interim Filings, by the filing deadline of March 30, 2026.
Although the Company is working diligently with its auditor, Crowe MacKay LLP (CM), the company is applying for the MCTO in anticipation of an expected delay in completion of the annual filings due to unforeseen circumstances relating to the serious illness of the company's chief financial officer, David Russell. As a result of this illness, Mr. Russell has been on medical leave and has been unable to fulfill his responsibilities in connection with the preparation and finalization of the company's annual filings, which has disrupted the company's financial reporting process and delayed completion of its audit.
The company is working diligently and expeditiously with CM in order to complete the annual filings as soon as practicable and currently anticipates that it will be a position to remedy any filing default and return to compliance by completing the annual filings within five weeks of the date of this news release.
Until the annual filings are completed, the company will comply with the alternative information guidelines set out in NP 12-203, including by issuing biweekly default status reports by way of further news releases.
The company will provide a further announcement if the BCSC determines not to accept the company's application for an MCTO or if the application for the MCTO is withdrawn.
About Earthworks Industries Inc.
Earthworks Industries is a publicly listed company focused on advancing innovative solutions across the materials recovery and infrastructure value chain, with an emphasis on efficiency, scalability and long-term sustainability.
We seek Safe Harbor.
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