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Kolibri Global Energy Inc. Announces Anticipated Late Filing of Financial Statements

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Kolibri Global Energy Inc. announces potential delay in filing audited financial statements for 2023, applies for Management Cease Trade Order, and engages new auditor for NASDAQ listing.
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The delay in filing annual financial statements by Kolibri Global Energy Inc. suggests potential issues in the financial reporting process, which can be concerning for investors. The application for a Management Cease Trade Order indicates the company is taking regulatory compliance seriously, aiming to prevent insider trading during the period of uncertainty. This could be seen as a measure to maintain market integrity, though it also highlights the gravity of the delay.

Investors should monitor the bi-weekly default status reports as they may contain critical updates on the company's financial health and any emerging risks. The inability of insiders to trade shares could stabilize the stock price in the short term; however, the transparency of these reports will be key for long-term investor confidence. The engagement of Marcum LLP, a firm with NASDAQ experience, may enhance credibility once the filings are complete, but until then, the market may react to the uncertainty with increased volatility in Kolibri's share price.

From a market perspective, the delay in Kolibri Global Energy's financial reporting could influence investor perception of the energy sector, particularly for companies listed on multiple exchanges. Investors often look for consistent and timely financial disclosures to gauge a company's performance and reliability. The extended timeline for filing, set to no later than May 31, 2024, creates a prolonged period of uncertainty that could affect not only the company's stock but also the sector's attractiveness.

Additionally, the situation may prompt investors to scrutinize the audit processes of other energy firms, especially those with recent listings or auditor changes. While the delay is not indicative of financial instability, as the company is not undergoing insolvency proceedings, it places the company's operational efficiency under question. The market's reaction once the filings are made will be telling of the overall confidence in the company's management and financial practices.

The legal implications of Kolibri Global Energy's filing delay and the subsequent MCTO are significant. The MCTO is a preventative measure that can mitigate legal risks associated with insider trading during periods of non-compliance with disclosure requirements. It is a clear indicator that the company is navigating within the legal frameworks set by Canadian securities laws and the British Columbia Securities Commission.

Investors should be aware that the MCTO restricts certain insiders from trading, which can be a double-edged sword. It is a protective legal step, but also a signal that there may be material information not yet disclosed to the public. Compliance with NP 12-203's alternative information guidelines demonstrates a commitment to transparency, but any deviations or additional delays could have legal ramifications and further erode investor trust.

THOUSAND OAKS, Calif.--(BUSINESS WIRE)-- Kolibri Global Energy Inc. (the "Company") announced today that it will likely miss its filing deadline of April 2, 2024 to file audited annual financial statements and accompanying management's discussion and analysis and related CEO and CFO certificates for the financial year ended December 31, 2023 (collectively, the "Annual Filings"), as required under applicable Canadian securities laws.

In connection with the Company's inability to file the Annual Filings on time, the Company has applied for a Management Cease Trade Order ("MCTO") under National Policy 12-203 – Management Cease Trade Orders ("NP 12-203") and is waiting for the British Columbia Securities Commission approval.

The Company recently engaged Marcum LLP as the Company’s new auditor due to the Company’s listing on the NASDAQ stock exchange. The Company and Marcum LLP are performing their due diligence and procedures to meet regulatory requirements. The additional time will provide its auditors with the opportunity to thoroughly perform their audit procedures. This approach underscores the Company's commitment to maintaining rigorous financial compliance and ensuring the highest levels of accuracy and transparency for its shareholders.

The Company expects to file the Annual Filings as soon as they are available and by no later than May 31, 2024. The Company will issue a news release once the Annual Filings have been filed. Until the Company files the Annual Filings, it will comply with the alternative information guidelines set out in NP 12-203. The guidelines, among other things, require the Company to issue bi-weekly default status reports, in the form of news releases, for so long as the Annual Filings have not been filed.

During the MCTO, the general investing public will continue to be able to trade in the Company's common shares listed on the Canadian Securities Exchange. However, the Company's Chief Executive Officer, Chief Financial Officer and such other directors, officers and persons as determined by the applicable regulatory authorities will not be able to trade in the Company's common shares, nor will the Company be able to, directly or indirectly, issue securities to or acquire securities from an insider or employee of the Company except in accordance with legally binding obligations to do so existing as of April 2, 2023, being the date of the Company’s anticipated continuous disclosure default.

The Company is not subject to any insolvency proceedings. If the Company provides any information to any of its creditors during the period in which it is in default of filing the Annual Filings, the Company confirms that it will also file material change reports on SEDAR containing such information.

About Kolibri Global Energy Inc.

Kolibri Global Energy Inc. is a North American energy company focused on finding and exploiting energy projects in oil and gas. Through various subsidiaries, the Company owns and operates energy properties in the United States. The Company continues to utilize its technical and operational expertise to identify and acquire additional projects in oil, gas and clean and sustainable energy. The Company's shares are traded on the Toronto Stock Exchange under the stock symbol KEI and on the NASDAQ under the stock symbol KGEI.

Forward-Looking Statements

Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "expects", "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward‐looking statements", are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management's expectations and intentions with respect to, among other things, management expectations that it will miss the filing deadline for the Annual Filings and the ability of the Company to file the Annual Filings within the time period described herein.

These forward‐looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: the Company being unable to hire a new audit firm and file the Annual Filings in the proposed timeframe; recent market volatility; and the state of the financial markets for the Company’s securities.

In making the forward looking statements in this news release, the Company has applied several material assumptions, including without limitation, that: the Company will be able to hire a new audit firm and file the Annual Filings in the proposed time frame.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.

Kolibri Global Energy Inc.

Wolf E. Regener +1 (805) 484-3613

Email: wregener@kolibrienergy.com

Website: www.kolibrienergy.com

Source: Kolibri Global Energy Inc.

FAQ

Why will Kolibri Global Energy Inc. likely miss its filing deadline for the audited financial statements for 2023?

Kolibri Global Energy Inc. is facing potential delays in filing its audited financial statements for 2023 due to regulatory requirements under Canadian securities laws.

What action has Kolibri Global Energy Inc. taken regarding the delay in filing its financial statements?

Kolibri Global Energy Inc. has applied for a Management Cease Trade Order (MCTO) under National Policy 12-203 and is awaiting approval from the British Columbia Securities Commission.

Why did Kolibri Global Energy Inc. engage Marcum LLP as its new auditor?

Kolibri Global Energy Inc. engaged Marcum LLP as its new auditor due to the Company's listing on the NASDAQ stock exchange.

What is the expected timeline for Kolibri Global Energy Inc. to file the Annual Filings?

Kolibri Global Energy Inc. expects to file the Annual Filings by no later than May 31, 2024, once they are available.

How will Kolibri Global Energy Inc. communicate updates to shareholders during the delay?

Kolibri Global Energy Inc. will issue bi-weekly default status reports in the form of news releases until the Annual Filings are filed.

Kolibri Global Energy Inc.

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