Mr. Bruce Nurse reports
PUREWAVE HYDROGEN CORP. ANNOUNCES GRANT OF MANAGEMENT CEASE TRADE ORDER AND DEFAULT STATUS REPORT UNDER NATIONAL POLICY 12-203
Purewave Hydrogen Corp. is providing this default status report in accordance with National Policy 12-203, Management Cease Trade Orders. This news release constitutes the corporation's biweekly default status report under NP 12-203. The corporation previously announced on Dec. 19, 2025, that it anticipated it would be unable to meet the filing deadline for the required filings. This default status report is provided to report on developments since the default announcement and to satisfy the alternative information guidelines under NP 12-203 while the required filings remain outstanding.
On Jan. 2, 2026, the Alberta Securities Commission (ASC) granted a temporary management cease trade order (MCTO), restricting trading in securities of the corporation by the director and interim chief executive officer and chief financial officer of the corporation until such time as the corporation has filed the required filings (as defined below) and the ASC has revoked the MCTO. During the period in which the MCTO is effective, the public, who are not insiders of the corporation, will continue to be able to trade in the corporation's listed securities.
As previously disclosed, the corporation was unable to file its audited financial statements for the year ended Aug. 31, 2025, and the management's discussion and analysis, and related director and interim chief executive officer and chief financial officer certificates for this period before the Dec. 29, 2025, filing deadline. The default is primarily due to delays in the completion of the audit, resulting from the corporation's inability to secure sufficient financing to pay audit fees and related professional costs, and the corporation's current financing shortfall, which has impacted its ability to retain necessary audit and financial reporting resources. Since the default announcement, there have been no changes to the information contained in the default announcement that would reasonably be expected to be material to an investor. The corporation continues to work with its auditors to complete the audit, and is pursuing financing and other arrangements intended to finance the completion of the audit and related continuous disclosure filings. Since the default announcement, the corporation has satisfied its stated intentions with respect to complying with the alternative information guidelines under NP 12-203 and there have been no failures by the corporation in fulfilling those intentions. Since the default announcement, the corporation has satisfied its stated intentions with respect to complying with the alternative information guidelines under NP 12-203 and there have been no failures by the corporation in fulfilling those intentions.
As of the date of this announcement, the corporation confirms that it is not subject to any insolvency proceedings. Other than as disclosed above, there is no other material information concerning the affairs of the corporation that has not been generally disclosed. The corporation anticipates that it will be in a position to remedy the default by filing the required filings on or before Feb. 27, 2026. The MCTO will remain in effect until the ASC has revoked the MCTO. The corporation also confirms that it expects it will meet other prescribed continuous disclosure filing deadlines that arise while the required filings remain outstanding and will provide updates regarding any such anticipated subsequent specified defaults in accordance with NP 12-203.
The corporation intends to satisfy the provisions of the alternative information guidelines under NP 12-203, including by issuing biweekly default status reports in the form of news releases, for so long as the required filings remain outstanding.
We seek Safe Harbor.
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