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Canadian Manganese Company Inc
Symbol CDMN
Shares Issued 146,938,206
Close 2025-02-28 C$ 0.02
Market Cap C$ 2,938,764
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Canadian Manganese late with year-end financials

2025-04-07 17:48 ET - News Release

Mr. Matthew Allas reports

CANADIAN MANGANESE ANNOUNCES DELAY IN FILING YEAR END AUDITED FINANCIAL STATEMENTS, ISSUANCE OF CEASE TRADE-ORDER

Canadian Manganese Company Inc. is late in the filing of its audited consolidated financial statements, its management's discussion and analysis, chief executive officer and chief financial officer certificates, and its annual information form for the year ended Dec. 31, 2024, which were to be filed by March 31, 2025.

The filing delay results from the implications of the delayed closing of its previously announced royalty financing (refer to news release dated Nov. 15, 2024) and the requirement to consolidate the financial statements of the company's non-wholly-owned subsidiary Mongoose Mining Ltd., as described in further detail below.

The company's consolidated financial statements consolidate the accounts of its non-wholly-owned subsidiary Mongoose, whose financial statements also need to be separately audited. The separate audits of the consolidated financial statements of the company and Mongoose for the year ended Dec. 31, 2024, commenced late due to a delay by the company and Mongoose in paying their respective auditor's fees from the previous year, which was impacted by the ongoing delay in closing the previously announced royalty financing. Although the arrears payments have now been made by the company and Mongoose from the proceeds of director loans and the current year's audits are well under way, the auditor (McGovern Hurley LLP) advised the company that it was not able to complete both audits by the company's filing deadline of March 31, 2025.

There are no disagreements between the company or Mongoose and their auditor. The company and Mongoose are currently working diligently to finalize the audits of their respective annual consolidated financial statements at the earliest possible date. The company currently expects to be in a position to file its required filings by the end of April, 2025.

Issuance of cease-trade order

As a result of the company's failure to file the required filings by March 31, 2025, the Ontario Securities Commission (OSC) issued a failure-to-file cease trade order (FFCTO) to the company on April 4, 2025.

The FFCTO prohibits the trading by any person of any securities of the company in each jurisdiction in Canada in which the company is a reporting issuer, for as long as the FFCTO remains in effect, subject to the following exception.

The FFCTO provides an exception for beneficial security holders of the company who are not currently (and who were not as of April 4, 2025) insiders or control persons of the company and who sell securities of the company acquired before April 4, 2025, if both of the following criteria are met:

(a) The sale is made through a "foreign organized regulated market," as defined in Section 1.1 of the Universal Market Integrity Rules of the Canadian Investment Regulatory Organization;

(b) The sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation.

The OSC has informed the company that if the default is remedied within 90 days of the date of the FFCTO, including any annual or interim financial statements, MD&A and certifications that subsequently became due, the filing of the required filings will constitute the application to revoke the FFCTO.

About Canadian Manganese Company Inc.

Canadian Manganese is a Canadian critical mineral development company aiming to become a supplier of high-purity manganese metal products for the rechargeable battery industry. The company holds the Woodstock project in New Brunswick.

We seek Safe Harbor.

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