Mr. Stephen McCormick reports

MAGNETIC NORTH ACQUISITION CORP. PROVIDES AN UPDATE ON THE DELAY IN FILING OF ANNUAL FINANCIAL STATEMENTS AND APPLICATION FOR MANAGEMENT CEASE TRADE ORDER

Further to its news release dated April 26, 2024, Magnetic North Acquisition Corp. has not met the filing date for filing of the following continuous disclosure documents:

• The company's annual audited financial statements for the year ended Dec. 31, 2023, as required by Section 4.2 of National Instrument 51-102, Continuous Disclosure Obligations;
• The company's management discussion and analysis for the year ended Dec. 31, 2023, as required by Section 5.1(2) of NI 51-102;
• The company's chief executive officer and chief financial officer 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 default is due in large part to continuing staffing and resource challenges within the accounting profession generally and specifically within firms providing third party accounting and bookkeeping services to entities such as the corporation. In particular, scheduling issues at the corporation's third party accounting service provider resulted in a delay in the preparation and delivery of the draft annual financial statements and the commencement of the audit. The delay in the commencement of the audit then resulted in scheduling and staffing issues for the corporation's auditor and a further delay of the audit. These delays frustrated the corporation's efforts to complete the audit and the filing of the annual filings by the filing date.

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 scheduling and staffing issue for the corporation's auditor has now been resolved and the audit work resumed the week of April 22, 2024. The corporation's anticipates no further interruptions in the completion of the audit work 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 biweekly 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 blackout policy as per its internal insider trading policy, which 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 Nov. 28, 2023, of the company's latest interim financial reports for the period ended Sept. 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, its 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-V recently announced that Magnetic North is a 2021 TSX Venture 50 recipient.

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