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Above Food Ingredients Inc. Addresses Market Concerns

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Above Food Ingredients (NASDAQ: ABVE) said it will provide a comprehensive update on completion of the audit and its Form 20-F for the fiscal year ended January 31, 2025 in the week of March 23, 2026. The company denied insider trading allegations and said insiders have not sold, pledged, or hedged shares. Above Food stated it remains within the NASDAQ filing extension period and is working with its independent auditor and regulators to complete remaining steps. The company will monitor trading activity and disclose further updates as appropriate.

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Positive

  • Audit update scheduled for week of March 23, 2026
  • Insiders retain holdings — management says no sales, pledges or hedges reported
  • Within NASDAQ extension period for Form 20-F filing

Negative

  • Unusual trading prompted market concern and required public response
  • Ongoing procedural steps with auditor and regulators could delay final Form 20-F

Key Figures

Fiscal year end: January 31, 2025 Planned update window: Week of March 23, 2026
2 metrics
Fiscal year end January 31, 2025 Fiscal 2025 audit period referenced in the statement
Planned update window Week of March 23, 2026 Timing for comprehensive audit and Form 20-F update

Market Reality Check

Price: $0.7076 Vol: Volume 6,565,410 is 5.46x...
high vol
$0.7076 Last Close
Volume Volume 6,565,410 is 5.46x the 20-day average of 1,203,139, confirming unusually active trading ahead of this statement. high
Technical Shares at $0.7076 are trading below the 200-day MA of $2.09, reflecting a weak longer-term trend versus prior levels.

Peers on Argus

ABVE was down 2.78% while momentum data show 2 packaged‑food peers (e.g., BRLS, ...
2 Up 1 Down

ABVE was down 2.78% while momentum data show 2 packaged‑food peers (e.g., BRLS, HAIN) moving up (median 2.7%) and 1 down. With peers generally positive and ABVE weaker, trading appears more stock‑specific than sector‑driven.

Historical Context

5 past events · Latest: Feb 17 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Feb 17 Nasdaq compliance update Positive +3.8% Update on delayed filings and expectations for restoring Nasdaq compliance.
Jan 07 Profitability & merger Positive +37.4% Confirmation of strong Fiscal 2025 results, clean balance sheet, Palm Global merger path.
Dec 12 Audit delay & guidance Positive -33.0% Audit timing pushout alongside higher Fiscal 2026 profit outlook above $40M.
Nov 28 Strategic milestones Positive +14.1% Debt elimination, profit expected above $30M, and Palm Global merger advancement.
Oct 24 Stablecoin JV news Neutral -9.0% Palm Promax stablecoin JV backed by Burkina Faso gold and mineral assets.
Pattern Detected

Past updates on audits, profitability, and the Palm Global merger have often led to strong but mixed price reactions, with one notable selloff on otherwise positive guidance.

Recent Company History

Over the last few months, Above Food has repeatedly updated investors on its Fiscal 2025 audit timeline, Nasdaq compliance process, and merger with Palm Global. Prior releases highlighted targeted Form 20-F filing dates, elimination of corporate debt, and expected profits of more than $30 million to more than $40 million for the fiscal year ending January 31, 2026. Price reactions ranged from a 37.43% gain on a strong profitability and merger update to a 33.01% decline after raising profit guidance, underscoring volatile responses to similar themes.

Market Pulse Summary

This announcement responds to market speculation and clarifies the timeline for completing the Fisca...
Analysis

This announcement responds to market speculation and clarifies the timeline for completing the Fiscal 2025 audit and filing the Form 20-F, with a comprehensive update expected in the week of March 23, 2026. It emphasizes that management and insiders have not sold or pledged shares and that the company remains within a Nasdaq filing extension period. In light of prior audit‑ and merger‑related volatility, investors may focus on the actual Form 20-F filing, restored compliance, and confirmation of previously discussed profitability targets.

Key Terms

form 20-f, inside information, nasdaq hearings panel, continuous disclosure obligations
4 terms
form 20-f regulatory
"its related annual report on Form 20-F (the "Form 20-F") in the week of"
Form 20-F is the standardized annual disclosure that non-U.S. companies must file with the U.S. securities regulator when their shares are traded in the U.S.; it contains audited financial statements, a plain-language description of the business, management discussion, governance details and key risk factors. It matters to investors because it provides a consistent, comparable company “report card” and rulebook, helping buyers assess financial health, governance and risks before investing.
inside information regulatory
"speculation that there have been trades in the Company's Securities based upon inside information"
Information not available to the public that, if known, would likely cause a company’s stock or bonds to rise or fall—for example, undisclosed earnings, deals, product results, or management plans. It matters because trading on that information gives an unfair advantage, can distort market prices, and is typically illegal or subject to strict rules, so investors watch for proper disclosure and compliance to protect fair, transparent markets.
nasdaq hearings panel regulatory
"within the filing extension period that the NASDAQ Hearings Panel has discretion to approve"
A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.
continuous disclosure obligations regulatory
"announcements as appropriate and in accordance with its continuous disclosure obligations"
A legal duty for publicly traded companies to quickly share any material information about their business, finances, operations, or risks with the market so all investors have the same facts at the same time. It matters because timely, equal access to key news helps prices reflect true value, reduces the chance of sudden surprises, and protects investors from unfair advantage—like keeping a public scoreboard updated so everyone sees the current score.

AI-generated analysis. Not financial advice.

Regina, Saskatchewan--(Newsfile Corp. - March 20, 2026) - Above Food Ingredients Inc. (NASDAQ: ABVE) ("Above Food" or the "Company") today issued a statement in response to recent market speculation and unusual trading activity in its shares.

The Company will provide a comprehensive update on the completion of the audit of its consolidated financial statements for the fiscal year ended January 31, 2025 ("Fiscal 2025") and its related annual report on Form 20-F (the "Form 20-F") in the week of March 23, 2026.

Recent suggestions and speculation that there have been trades in the Company's Securities based upon inside information are categorically false to the full extent of management's knowledge. Management and other insiders remain fully committed to the long-term success of Above Food and have not sold, transferred, or otherwise entered into pledging or hedging arrangements with respect to their holdings of the Company's shares.

With respect to concerns about a potential delisting, the Company remains well within the filing extension period that the NASDAQ Hearings Panel has discretion to approve. The Company is working closely with all relevant stakeholders, including its independent auditor and applicable regulatory authorities, to complete the remaining procedural steps as efficiently and expeditiously as practicable.

Above Food will continue to monitor market activity and will make further announcements as appropriate and in accordance with its continuous disclosure obligations.

About Above Food Ingredients Inc.
Above Food Ingredients Inc. (NASDAQ: ABVE) is an agricultural and food technology company whose vision is to create a healthier world - breaking the cycle of world hunger, one seed, one field, and one bite at a time. Above's robust chain of custody of plant proteins and proprietary seed development capabilities, leverage the power of artificial intelligence-driven genomics and agronomy, and together with Palm's financial technologies will help to break the global cycle of hunger.

Cautionary Statement Regarding Forward-Looking Statements
This press release may contain "forward-looking information" within the meaning of the United States federal securities laws and applicable Canadian securities laws. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," future," "opportunity," "plan," "may," "should," "will," "could," "will be," will continue," and similar expressions.

Forward-looking statements represent current judgments about possible future events, including, but not limited to statements regarding expectations or forecasts of business, operations, financial performance, prospects, and other plans, intentions, expectations, estimates, and beliefs relating to the proposed transaction between Above Food and Palm Global, such as statements regarding the combined operations and prospects of Above Food and Palm Global, the current and projected market, growth opportunities and synergies for the combined company, the expected composition of the management and board of directors of the combined company, the expected trading of the combined company on the NASDAQ, the filing and approval of the Registration Statement and the Prospectus, and the timing and completion of the proposed transaction, including the satisfaction or waiver of all the required conditions thereto.

Factors that could cause actual events to differ include, but are not limited to:

  • all conditions to the proposed transaction being met, including Above Food and Palm Global agreeing to a form of plan of arrangement, as well as other conditions set forth in the definitive merger agreement;
  • the expected timing of regulatory approvals relating to the proposed transaction, the businesses of Above Food and Palm Global and of the combined company and product launches of such businesses and companies;
  • Above Food's inability to file or make effective the Registration Statement or the final Prospectus with the respective regulators;
  • Above Food, Palm Global and the combined company's compliance with, and changes to, applicable laws and regulations;
  • Above Food and the combined company's ability to list the common shares of the combined company on NASDAQ;
  • the ability to successfully integrate the businesses of Above Food and Palm Global after the completion of the proposed transaction;
  • the combined company's ability to achieve the expected benefits from the proposed transaction within the expected time frames or at all; and
  • the incurrence of unexpected costs, liabilities or delays relating to the proposed transaction.

Forward-looking statements are based on the current expectations of Above Food's management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on, by any investor as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. You should carefully consider all of the risks and uncertainties described in the documents filed by Above Food with the United States Securities and Exchange Commission ("SEC"), which is available on EDGAR at www.sec.gov/edgar.shtml. There may be additional risks that Above Food presently does not know or that Above Food currently believes are immaterial that could also cause actual results to differ from those contained in forward-looking statements. In addition, forward-looking statements provide Above Food's expectations, plans or forecasts of future events and views as of the date of this communication. Above Food anticipates that subsequent events and developments will cause Above Food's assessments to change. However, while Above Food may elect to update these forward-looking statements in the future, Above Food specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Above Food's assessments as of any date subsequent to the date of this communication. Nothing herein should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results in such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein.

It is possible that the Merger may not occur on the terms provided herein or in the Merger Agreement, on the expected timing or at all. In the event that the Merger is terminated Above Food may be liable to pay a termination fee to Palm Global, subject to the precise terms of the Merger Agreement.

Additional Information and Where to Find It:

INVESTORS AND SECURITY HOLDERS OF ABOVE FOOD ARE URGED TO READ THE DOCUMENTS FILED WITH THE SEC, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ABOVE FOOD. Investors and security holders will be able to obtain free copies of the documents filed with the SEC by Above Food through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Above Food are also available free of charge on Above Food's website at https://abovefood.com or by contacting Above Food's Investor Relations Department at 2305 Victoria Ave #002, Regina, Saskatchewan, Canada, S4P 0S7.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/289434

FAQ

When will Above Food (ABVE) provide its audited financial statements for Fiscal 2025?

The company will provide a comprehensive update in the week of March 23, 2026. According to Above Food, that update will cover completion of the audit and the Form 20-F for the fiscal year ended January 31, 2025.

Did Above Food (ABVE) confirm any insider selling or pledging of shares?

No — management says insiders have not sold, transferred, pledged, or hedged holdings. According to Above Food, insiders remain committed to the company's long-term success and retain their shares.

Is Above Food (ABVE) at risk of NASDAQ delisting due to the Form 20-F delay?

The company stated it remains within the NASDAQ filing extension period, which mitigates immediate delisting risk. According to Above Food, the NASDAQ Hearings Panel has discretion to approve the extension.

Why did Above Food (ABVE) issue this market statement on March 20, 2026?

To address market speculation and unusual trading activity in its shares and to deny insider trading allegations. According to Above Food, the allegations are categorically false to management's knowledge.

What steps is Above Food (ABVE) taking to complete its Form 20-F filing?

The company is working with its independent auditor and applicable regulatory authorities to complete remaining procedural steps. According to Above Food, it aims to finish these steps as efficiently and expeditiously as practicable.
Above Food Ingredients

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Packaged Foods
Consumer Defensive
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Canada
Regina