Audit delay at Above Food (Nasdaq: ABVE) slows FY2025 Form 20-F filing

Rhea-AI Filing Summary

Above Food Ingredients Inc. reports that its audit for the fiscal year ended January 31, 2025 is still in progress and its Annual Report on Form 20‑F has not yet been filed. The company cites a delay partly caused by certain subsidiaries being placed into receivership, which has affected the timing of its consolidated financial statements. Management, the Audit Committee and the independent registered public accounting firm are continuing audit procedures. Above Food states it currently expects to file its Form 20‑F as soon as practicable after the audit is completed and will provide further updates when appropriate.

Insights

Accounting and disclosure analyst

Audit delays tied to receivership add uncertainty around Above Food’s FY2025 results.

Above Food explains that its fiscal 2025 audit for the year ended January 31, 2025 is still ongoing. The company links part of the delay to circumstances around subsidiaries placed into receivership, suggesting added complexity in preparing consolidated statements.

Until the independent auditor’s report is issued, the company states that no assurance can be provided regarding fiscal 2025 financial results or the timing of the Form 20‑F filing. This reduces visibility into performance and financial position for that period.

Management and the Audit Committee continue to work with the independent registered public accounting firm, and the company “currently expects” to file its Form 20‑F as soon as practicable following completion of the audit. Future disclosures in SEC filings may clarify final results and any implications of the receivership events.

Key Figures

Fiscal year end: January 31, 2025 Form type: Form 20-F Update form: Form 6-K +1 more

4 metrics

Fiscal year end January 31, 2025 Fiscal 2025 period for consolidated financial statements and audit

Form type Form 20-F Annual report for fiscal year ended January 31, 2025

Update form Form 6-K Provides status update on audit and Form 20-F timing

Press release date April 20, 2026 Date of the company’s audit status update press release

Key Terms

receivership, Form 20 F, independent registered public accounting firm, forward looking statements, +1 more

5 terms

receivership financial

"circumstances relating to certain subsidiaries being placed into receivership outside the Company’s control"

Receivership is a legal process where a court or lender appoints an independent manager (receiver) to take control of a troubled company's assets and operations to preserve value and repay creditors. For investors, it signals severe financial distress and a high risk that equity holders may lose value, while creditors may recover some funds; think of it as a neutral custodian stepping in to stabilize and sell parts of a business like a guardian selling belongings to pay debts.

Form 20 F regulatory

"the related Annual Report on Form 20 F"

An annual report filed with the U.S. Securities and Exchange Commission by companies incorporated outside the United States, providing a comprehensive overview of their business, financial results, risks, and governance. Investors use it like a detailed report card and handbook—helping them judge a company’s health, compare performance across years, and spot potential risks before deciding to buy or hold shares.

independent registered public accounting firm financial

"cooperate with the Company’s independent registered public accounting firm in the performance of audit procedures"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

forward looking statements regulatory

"This communication contains forward looking statements, including statements regarding the expected timing"

Statements about a company’s expected future performance, plans, goals, or projections that are not historical facts and involve assumptions and estimates. Investors care because these are predictions that guide decisions but can be wrong; like a weather forecast, they help set expectations and risk — if circumstances change, actual results may differ significantly, so investors should weigh them alongside hard data and risk factors.

Audit Committee financial

"Management and the Audit Committee continue to cooperate with the Company’s independent registered public accounting firm"

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

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Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2026

Commission File Number: 001-42156

ABOVE FOOD INGREDIENTS INC.

(Exact name of Registrant as specified in its charter)

N/A

(Translation of Registrant’s name)

2305 Victoria Avenue #001

Regina, Saskatchewan, S4P 0S7

(306) 779-2268

(Address and telephone number of registrant’s principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F ¨

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

On April 20, 2026, Above Food Ingredients Inc. (the “Company”) issued a press release. A copy of the press release is furnished herewith as Exhibit 99.1.

Investors should monitor the Company’s investor relations website, in addition to press releases, public filings and conference calls and webcasts.

DOCUMENTS FILED AS PART OF THIS REPORT

Exhibit	Description
99.1	Press Release, dated April 20, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Above Food Ingredients Inc.
Date: April 21, 2026
	By:	/s/ Lionel Kambeitz
	Name:	Lionel Kambeitz
	Title:	Chief Executive Officer

Exhibit 99.1

Above Food Provides Update On Status and Timing of Form 20 F Filing

Regina, Saskatchewan — April 20, 2026 — Above Food Ingredients Inc. (“Above Food” or the “Company”) provides the following update regarding its consolidated financial statements for the fiscal year ended January 31, 2025 (“Fiscal 2025”) and the related Annual Report on Form 20 F.

The Company is diligently preparing its consolidated financial statements for Fiscal 2025. The delay has been, in part, due to circumstances relating to certain subsidiaries being placed into receivership outside the Company’s control.  At this time, the audit of the Company’s Fiscal 2025 consolidated financial statements remains ongoing. Until the audit is completed and the independent auditor’s report is issued, no assurance can be provided as to the Company’s Fiscal 2025 financial results or the timing of the filing of the Company’s Annual Report on Form 20 F. 

This communication updates and supersedes all prior disclosures regarding the status and expected timing of the audit.

Management and the Audit Committee continue to cooperate with the Company’s independent registered public accounting firm in the performance of audit procedures. Certain procedures remain in process. The Company intends to provide further updates when appropriate and currently expects to file its Annual Report on Form 20 F as soon as practicable following completion of the audit.

Forward Looking Statements

This communication contains forward looking statements, including statements regarding the expected timing of the completion of the audit and the filing of the Company’s Annual Report on Form 20 F. Forward looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially, including the completion of audit procedures and the conclusions of management, the Audit Committee, and the independent auditor, as well as the factors described in the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”). The Company undertakes no obligation to update forward looking statements, except as required by applicable law.

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.

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.

Contacts

Media: media@abovefood.com
Investors: investors@abovefood.com

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EXHIBIT 99.1 8.4 KB