WINNIPEG, March 25, 2020 /CNW/ - Ag Growth
International Inc. (TSX: AFN) ("AGI", the "Company", "we" or "our")
today announced its financial results for the three-months and
year-ended December 31, 2019.
Overview of Results
|
|
|
(thousands of dollars
except per share amounts)
|
Three Months
Ended
December
31
|
Year
Ended
December
31
|
2019
$
|
2018
$
|
2019
$
|
2018
$
|
Trade Sales
(1)(2)
|
229,591
|
214,195
|
999,935
|
934,063
|
Adjusted EBITDA
(1)(3)
|
23,196
|
28,014
|
144,279
|
148,195
|
(Loss)
Profit
|
(8,286)
|
(11,861)
|
14,633
|
26,618
|
Diluted (loss) profit
per share
|
(0.44)
|
(0.66)
|
0.77
|
1.56
|
Adjusted (loss)
profit (1)
|
(1,180)
|
11,766
|
41,559
|
58,148
|
Diluted adjusted
(loss) profit per share (1)(4)
|
(0.06)
|
0.66
|
2.20
|
3.38
|
[1]
|
See "Non-IFRS
Measures".
|
[2]
|
See "OPERATING
RESULTS – YEAR ENDED DECEMBER 31, 2019 – Trade Sales" and
"OPERATING RESULTS – THREE MONTHS ENDED DECEMBER 31, 2019 – Trade
Sales" in our Management's Discussion and Analysis for the year
ended December 31, 2019 ("MD&A").
|
[3]
|
See "OPERATING
RESULTS – YEAR ENDED DECEMBER 31, 2019 – EBITDA and Adjusted
EBITDA" and "OPERATING RESULTS – THREE MONTHS ENDED DECEMBER
31, 2019 – EBITDA and Adjusted EBITDA" in our MD&A.
|
[4]
|
See "OPERATING
RESULTS – YEAR ENDED DECEMBER 31, 2019 - Diluted profit per share
and diluted adjusted profit per share" and "OPERATING RESULTS
– THREE MONTHS ENDED DECEMBER 31, 2019 - Diluted loss per share and
diluted adjusted profit (loss) per share" in our
MD&A.
|
AGI results in Q4 2019 were mixed as strong demand for portable
grain handling and drying equipment, a solid performance in
India and significantly improved
results in Brazil were offset by a
combination of factors that resulted in a decrease in Q4 2019
adjusted EBITDA compared to the prior year. In 2019, AGI
demonstrated the success of its AGI SureTrack subscription model as
demand exceeded our capacity and retail equivalent sales increased
by 70%. In the fourth quarter of 2019, AGI increased its investment
in sales, marketing and technical resources at AGI SureTrack to
address capacity and accelerate the future pace of new user
additions, resulting in negative Q4 2019 adjusted EBITDA at AGI
SureTrack of $2.7 million. Secondly,
a very wet and late harvest in the United
States and a continuation of the weak macro environment
negatively impacted AGI's grain storage systems business, resulting
in lower adjusted EBITDA compared to Q4 2018. Lastly, at the
request of our customers, several Commercial projects in
Canada and offshore were postponed
into 2020, resulting in a deferral of sales and earnings. Adjusted
EBITDA as a percentage of sales in AGI's seasonally weak Q4
decreased to 10% in 2019 from 13% in the prior year due to the
investment in AGI SureTrack, the impact of poor growing conditions
in the United States in 2019 and
the negative effect of trade disruption. In Q4 2019, adjusted loss
and adjusted loss per share decreased from the prior year, largely
due to lower adjusted EBITDA and higher finance costs, while loss
and loss per share improved as the Company recorded non-cash losses
on foreign exchange and the equity compensation swap in Q4 2018,
compared against non-cash gains in Q4 2019.
"As the world comes to terms with how to respond to the
developing COVID-19 crisis I would like to thank all of the
employees, suppliers and customers of AGI for their perseverance in
a period of such heightened stress and uncertainty," said
Tim Close, President and CEO of
AGI. "The one certainty we have now is that the safety of our
people is our highest priority. I'd like to acknowledge our
team in Northern Italy who
developed the policies and procedures to safely and responsibly
operate, right up to the recent mandatory suspension, in one of the
hardest hit regions and without a single positive COVID-19
case. They have been an inspiration to the rest of AGI
as we implement many of those same procedures across our business
to provide a safe environment for all of our teams. AGI's
products, services and technologies have been declared an essential
service in multiple states and provinces; recognition of the
critical nature of the global food infrastructure that we
supply. The COVID-19 crisis will have an impact on our
business in 2020, however we are working to mitigate the impact and
prepare for the post COVID-19 world."
Amendment and extension of credit facility
On March 20, 2020, AGI announced
it had amended and extended its credit facility with a syndicate of
five Canadian banks, led by the Canadian Imperial Bank of Commerce
and including TD Bank, National Bank of Canada, HSBC Bank Canada and the Bank of
Nova Scotia. The facility was
extended to March 20, 2025 and the
amendments include an increase in the maximum senior debt leverage
ratio to 3.75x for the balance of 2020 and an improved pricing
grid. As at December 31, 2019, AGI's
senior debt leverage ratio, as defined in the Company's credit
agreement, was 2.65x.
Diluted profit (loss) per share and diluted adjusted profit
per share
Diluted profit per share for the year ended December 31, 2019 was $0.77 versus $1.56
in 2018. Profit per share in 2019 and 2018 has been impacted by the
items enumerated in the table below, which reconciles profit to
adjusted profit.
|
|
|
Year Ended
December 31
|
[thousands of dollars
except per share amounts]
|
2019
$
|
2018
$
|
Profit
|
14,633
|
26,618
|
Diluted profit per
share
|
0.77
|
1.56
|
|
|
|
Loss (gain) on
foreign exchange
|
(2,534)
|
19,004
|
Fair value of
inventory from acquisition [2]
|
1,962
|
1,183
|
M&A
expenses
|
1,588
|
2,283
|
Other transaction and
transitional costs [3]
|
11,562
|
6,582
|
Loss on financial
instruments
|
1,503
|
2,061
|
Loss on sale of
PP&E
|
260
|
185
|
Impairment charge
[4]
|
233
|
232
|
Equipment rework
[5]
|
10,000
|
-
|
Share of associate's
net loss
|
2,352
|
-
|
Adjusted profit
[1]
|
41,559
|
58,148
|
Diluted adjusted
profit per share [1]
|
2.20
|
3.38
|
[1]
|
See "Non-IFRS
Measures".
|
[2]
|
Non-cash expenses
related to the sale of inventory that acquisition accounting
required be recorded at a value higher than manufacturing
cost.
|
[3]
|
Includes
restructuring and other acquisition related transition costs, as
well as the accretion and other movement in contingent
consideration and amounts due to vendors.
|
[4]
|
To record assets held
for sale at estimated fair value.
|
[5]
|
To record pre-tax
charge for the estimated cost of rework for equipment supplied to
two distinct projects. The charge relates to additional time,
material and services.
|
Outlook
COVID-19
The emergence of COVID-19 will have a significant adverse impact
on AGI's business, including the disruption of production, its
supply chain and product delivery. The extent, duration and
ultimate impact of COVID-19 and governmental and societal responses
thereto is unknown, and accordingly management is unable to provide
specific guidance on its impact on AGI. We can comment on the
business fundamentals as they stand today to provide context to the
very uncertain period going forward. Multiple state and
provincial governments have declared manufacturers of agriculture
equipment and infrastructure as essential services highlighting the
continuing need for AGI's products and services through this
period.
As it stands, AGI has suspended manufacturing at its plants in
Italy, India, France
and Brazil due to government
mandated shutdowns and/or regional requirements. These
shutdowns are scheduled to last 2-3 weeks. Interruptions are
possible in North America over the
coming weeks as the crisis evolves. Engineering, design and
quoting activity is continuing in each of these businesses which
will support resumption of operations. We are utilizing
vacation time, leave, and government programs to mitigate the
impact of these short suspensions. The impact on AGI would be
more pronounced should the duration extend. We do not
currently have enough information to gauge the likelihood of longer
suspensions.
As a relevant data point, Brazil, France and Italy currently have record level backlogs,
and India has robust back
logs. Although AGI's business will be substantially impacted
by these disruptions in production, management believes that post
crisis demand will be positively impacted as the world builds
additional redundancy into the global food infrastructure to
account for similar events in the future.
Q4 2019
Despite strength across many of AGI's businesses, sales and
adjusted EBITDA in the fourth quarter of 2019 were negatively
impacted by historically poor growing and harvesting conditions in
the U.S. and by the impact of trade disputes and tariffs.
Consistent with recent commentary, management expects those factors
were poised to negatively impact the first and second quarters of
2020 but that AGI's Farm business was anticipated to gain momentum
along with the planting season in Q2 2020. On the Commercial side
of AGI's business trade uncertainty in 2019 resulted in late
customer commitments and a backlog that is more weighted towards
the second half of 2020. Accordingly, management expected sales and
adjusted EBITDA in 2020 to be weighted toward the second half of
2020 as compared to prior years.
Q1 2020
Much of the first quarter was completed prior to broad impacts
of COVID-19, which were restricted mostly to our European
operations. Consistent with management expectations pre-COVID-19,
adjusted EBITDA in the first quarter of 2020 will be below the
strong results of Q1 2019. We do not expect overall organic growth
in the first quarter of 2020 due largely to the timing
considerations noted above, but also because the first quarter of
2019 included a large contribution from Canadian Commercial
projects and a strong contribution from Brazil. Although management anticipates
results in Brazil in 2020 will
exceed those of the prior year, AGI Brazil reported positive EBITDA
in the first quarter of 2019 and accordingly there is not a
significant year-over-year delta in Q1 2020. Results at Milltec in
Q1 2020 have been directionally consistent with expectations,
however there was a small negative impact related to timing of the
monsoon and banking liquidity. The first quarter of Q1 2020
includes an investment in our growing AGI SureTrack platform of
approximately $2 million and other
technology and marketing initiatives of approximately $1 million. Finally, results in Q1 2020 were
negatively impacted by the outbreak of COVID-19 as our operations
in EMEA were impacted by supply chain, delivery and production
disruptions. In summary, management expects adjusted EBITDA in Q1
of 2020 to approximate Q4 2019 results.
Going Forward
While COVID-19 is raising substantial uncertainties, we will
outline current fundamentals across the business to add context to
operating during this crisis. Prior to the outbreak of
COVID-19, our internal metrics and traditional external reference
points exiting Q1 2020 appeared favourable:
Farm
- Farmers are currently preparing for planting season leading to
input and required equipment purchases. Current order intake trends
are at normal levels.
- The underlying demand drivers for AGI Farm equipment were
expected to remain strong, and management expected demand for Farm
products to increase with the new planting season in the second
quarter of 2020 due to:
-
- An anticipated increase in U.S. planted acres, including a
significant increase in corn acres.
- Improved weather conditions compared to historically poor
conditions in 2019.
- Better farmer economics and sentiment should the U.S. and
China fully implement Phase 1 of a
trade agreement.
- Backlog (February 29, 2020) -
Despite a tough 2019, our Farm backlog in the U.S. is 14% higher
than the prior year, with increases in most product categories
including portable grain handling and grain storage systems.
Overall, our Farm backlog is consistent with the strong backlog at
the same time in 2019 as gains in the U.S. are offset by lower
backlogs in Canada that have
resulted partially from strong deal pull-through and the timing off
preseason order programs.
- The extent and duration of the COVID-19 crisis will determine
the impact on our Farm business.
Commercial North
America
- In the United States,
Commercial Grain handling activity has been stable but for the last
number of years has been restrained by depressed agricultural
markets and international trade disputes. The potential of an
improved trade environment, increased crop production and an
improved ag sector may benefit Commercial sales in 2020. AGI's
sales order backlog in the United
States is higher than the prior year due to progress in the
Fertilizer and Food categories.
- In Canada, the Commercial
market has been very active due to continued investment in grain
infrastructure, however the Canadian Commercial backlog has
decreased compared against the very high levels of a year ago.
- Backlog (February 29, 2020) -
Overall, our North American Commercial backlog is 7% lower than a
year ago.
Commercial International
- The pace of customer commitments accelerated in the second half
of 2019. As many contracts were finalized later in 2019, sales
related to many of these orders are expected to be recognized in
the second half of 2020.
- AGI Brazil has made progress both in manufacturing efficiencies
and market development. The backlog in Brazil is at a record high and is currently
28% higher than at the same time in 2019.
- Performance at Milltec, our platform acquisition in
India, has met expectations and is
well positioned for long-term growth.
- Backlog (February 29, 2020) -
Overall, excluding Milltec because their backlog is not included in
the 2019 comparative (acquisition date of March 29, 2019), our international backlog is 30%
higher than at the same time in 2019.
- Capital decisions related to Commercial projects, particularly
in international markets, appear to be slowing due to the
uncertainty surrounding COVID-19. The extent and duration of the
crisis will impact the ongoing pace of development of our project
pipeline.
Technology
- In 2019, AGI demonstrated the success of its AGI SureTrack
subscription model as demand exceeded our capacity and we increased
retail equivalent sales by 70%. In the first quarter of 2020, we
expect the increase in retail equivalent sales to approximate 200%
year over year growth.
- Continued growth in the SureTrack platform is expected to
deepen AGI's relationships with processors, merchandisers, grain
buyers and producers throughout North
America and provide a significant opportunity for equipment
cross-sales.
Summary
Activity in the first quarter of 2020, absent COVID-19, has been
consistent with management expectations, and results in the second
quarter, to a lesser degree, are expected to be impacted by similar
factors, namely the carryover impact of very poor conditions in the
U.S. in 2019 and the timing of international orders. AGI entered
2020 with expectations that adjusted EBITDA would grow
significantly over 2019, and we expected that growth over the prior
year would occur primarily in the second half fiscal 2020. Positive
Farm sentiment and an improving trade environment, evidenced by
strong Farm and Commercial backlogs, supported our expectations.
The emergence of COVID-19, discussed above, has created substantial
uncertainly and is expected to have negative impacts in the
short-term and management is focused on mitigating its impact.
Management remains optimistic with respect to the business of AGI
and its longer-term growth prospects.
Trade sales and adjusted EBITDA will be influenced by, among
other factors, the extent, duration and impact of the COVID-19
outbreak, weather patterns, crop conditions, the timing of harvest
and conditions during harvest and changes in input prices,
including steel. The Company endeavors to mitigate its exposure to
higher input costs through strategic procurement of steel, sales
price increases and limiting the length of time commercial quotes
remain valid; however, the pace and volatility of input price
increases may negatively impact financial results. Other factors
that may impact results include the impact of existing and
potential future trade actions, the ability of our customers to
access capital, the rate of exchange between the Canadian and U.S.
dollars, changes in global macroeconomic factors as well as
sociopolitical factors in certain local or regional markets, and
the timing of Commercial customer commitments and deliveries.
MD&A and Financial Statements
AGI's financial statements and management's discussion and
analysis (the "MD&A") for the three-months and year-ended
December 31, 2019 can be obtained at
https://www.newswire.ca/news-releases/ and will also be available
electronically on SEDAR (http://www.sedar.com) and on AGI's website
(http://www.aggrowth.com).
Conference Call
Management will hold a conference call on Wednesday March 25, 2020, at 8:00 a.m. EDT to discuss AGI's results for the
three-months and fiscal year ended December
31, 2019. To participate in the conference call, please dial
1-888-390-0605 or for local access dial 416-764-8609. An audio
replay of the call will be available for seven days. To access the
audio replay, please dial 1-888-390-0541 or for local access dial
416-764-8677. Please quote passcode 209503# for the audio
replay.
Company Profile
AGI is a leading provider of equipment solutions for agriculture
bulk commodities including seed, fertilizer, grain, feed and food
processing systems. AGI has manufacturing facilities in
Canada, the United States, the United Kingdom, Brazil, France, Italy
and India, and distributes its
product globally.
Further information can be found in the disclosure documents
filed by AGI with the securities regulatory authorities, available
at www.sedar.com and on AGI's website www.aggrowth.com.
NON-IFRS MEASURES
In analyzing our results, we supplement our use of financial
measures that are calculated and presented in accordance with
International Financial Reporting Standards ("IFRS") with a number
of non-IFRS financial measures including "trade sales", "EBITDA",
"Adjusted EBITDA", "gross margin", "funds from operations", "payout
ratio", "adjusted profit", and "diluted adjusted profit per
share". A non-IFRS financial measure is a numerical measure
of a company's historical performance, financial position or cash
flow that excludes [includes] amounts, or is subject to adjustments
that have the effect of excluding [including] amounts, that are
included [excluded] in the most directly comparable measures
calculated and presented in accordance with IFRS. Non-IFRS
financial measures are not standardized; therefore, it may not be
possible to compare these financial measures with other companies'
non-IFRS financial measures having the same or similar businesses.
We strongly encourage investors to review our consolidated
financial statements and publicly filed reports in their entirety
and not to rely on any single financial measure.
We use these non-IFRS financial measures in addition to, and in
conjunction with, results presented in accordance with IFRS. These
non-IFRS financial measures reflect an additional way of viewing
aspects of our operations that, when viewed with our IFRS results
and the accompanying reconciliations to corresponding IFRS
financial measures, may provide a more complete understanding of
factors and trends affecting our business.
In this press release, we discuss the non-IFRS financial
measures, including the reasons that we believe that these measures
provide useful information regarding our financial condition,
results of operations, cash flows and financial position, as
applicable, and, to the extent material, the additional purposes,
if any, for which these measures are used. Reconciliations of
non-IFRS financial measures to the most directly comparable IFRS
financial measures are contained in our MD&A.
Management believes that the Company's financial results may
provide a more complete understanding of factors and trends
affecting our business and be more meaningful to management,
investors, analysts and other interested parties when certain
aspects of our financial results are adjusted for the gain (loss)
on foreign exchange and other operating expenses and income. These
measurements are non-IFRS measurements. Management uses the
non-IFRS adjusted financial results and non-IFRS financial measures
to measure and evaluate the performance of the business and when
discussing results with the Board of Directors, analysts,
investors, banks and other interested parties.
References to "EBITDA" are to profit before income taxes,
finance costs, depreciation, amortization and share of associate's
net loss. References to "adjusted EBITDA" are to EBITDA before the
gain or loss on foreign exchange, non-cash share based compensation
expenses, gain or loss on financial instruments, M&A expenses,
other transaction and transitional costs, gain or loss on the sale
of property, plant & equipment, gain or loss on disposal of
assets held for sale and fair value of inventory from acquisitions,
equipment rework costs and impairment. Management believes that, in
addition to profit or loss, EBITDA and adjusted EBITDA are useful
supplemental measures in evaluating the Company's performance.
Management cautions investors that EBITDA and adjusted EBITDA
should not replace profit or loss as indicators of performance, or
cash flows from operating, investing, and financing activities as a
measure of the Company's liquidity and cash flows. See "Operating
Results –EBITDA and Adjusted EBITDA" in our MD&A for the
reconciliation of EBITDA and Adjusted EBITDA to profit before
income taxes.
References to "trade sales" are to sales net of the gain or loss
on foreign exchange. Management cautions investors that trade sales
should not replace sales as an indicator of performance. See
"Operating Results - Trade Sales" in our MD&A for the
reconciliation of trade sales to sales.
References to "gross margin" are to trade sales less cost of
inventories, and thereby exclude depreciation, amortization, fair
value of inventory from acquisitions and equipment rework from cost
of sales. Management believes that gross margin provides a useful
supplemental measure in evaluating its performance. See "Operating
Results – Gross Margin" in our MD&A for the calculation of
gross margin.
References to "funds from operations" are to adjusted EBITDA
less IFRS 15 adjustment, interest expense, non-cash interest, cash
taxes and maintenance capital expenditures. Management believes
that, in addition to cash provided by (used in) operating
activities, funds from operations provide a useful supplemental
measure in evaluating its performance. References to "payout ratio"
are to dividends declared as a percentage of funds from operations.
See "Funds from Operations and Payout Ratio" in our MD&A for
the calculation of funds from operations and payout ratio.
References to "adjusted profit" and "diluted adjusted profit per
share" are to profit for the period and diluted profit per share
for the period adjusted for the gain or loss on foreign exchange,
fair value of inventory from acquisitions, M&A expenses or
recoveries, other transaction and transitional costs, gain or loss
on financial instruments, gain or loss on sale of property, plant
and equipment impairment charges, cost of equipment rework and
share of associate's net loss. See "Detailed Operating Results –
Diluted profit (loss) per share and diluted adjusted profit per
share" in our MD&A for the reconciliation of diluted profit per
share and diluted adjusted profit per share to profit.
FORWARD-LOOKING INFORMATION
This press release contains forward-looking statements and
information [collectively, "forward-looking information"] within
the meaning of applicable securities laws that reflect our
expectations regarding the future growth, results of operations,
performance, business prospects, and opportunities of the Company.
All information and statements contained herein that are not
clearly historical in nature constitute forward-looking
information, and the words "anticipate", "believe", "continue",
"could", "expects", "intend", "plans", "postulates", "predict",
"will" or similar expressions suggesting future conditions or
events or the negative of these terms are generally intended to
identify forward-looking information. Forward-looking information
involves known or unknown risks, uncertainties and other factors
that may cause actual results or events to differ materially from
those anticipated in such forward-looking information. In addition,
this press release may contain forward-looking information
attributed to third party industry sources. Undue reliance should
not be placed on forward-looking information, as there can be no
assurance that the plans, intentions or expectations upon which it
is based will occur. In particular, the forward-looking information
in this press release includes information relating to our business
and strategy, including our outlook for our financial and operating
performance including our expectations for our future financial
results including sales, EBITDA and adjusted EBITDA, industry
demand and market conditions, the anticipated impacts of the
coronavirus (COVID-19) outbreak on our business, operations and
financial results; and with respect to our ability to achieve
the expected benefits of recent acquisitions and the contribution
therefrom including from purchasing and personnel synergies and
margin improvement initiatives. Such forward-looking information
reflects our current beliefs and is based on information currently
available to us, including certain key expectations and assumptions
concerning: the anticipated impacts of the coronavirus (COVID-19)
outbreak on our business, operations and financial results;
anticipated grain production in our market areas; financial
performance; the financial and operating attributes of recently
acquired businesses and the anticipated future performance thereof
and contributions therefrom; business prospects; strategies;
product and input pricing; regulatory developments; tax laws; the
sufficiency of budgeted capital expenditures in carrying out
planned activities; political events; currency exchange and
interest rates; the cost of materials; labour and services; the
value of businesses and assets and liabilities assumed pursuant to
recent acquisitions; the impact of competition; the general
stability of the economic and regulatory environment in which the
Company operates; the timely receipt of any required regulatory and
third party approvals; the ability of the Company to obtain and
retain qualified staff and services in a timely and cost efficient
manner; the timing and payment of dividends; the ability of the
Company to obtain financing on acceptable terms; the regulatory
framework in the jurisdictions in which the Company operates; and
the ability of the Company to successfully market its products and
services. Forward-looking information involves significant risks
and uncertainties. A number of factors could cause actual results
to differ materially from results discussed in the forward-looking
information, including the effects of global outbreaks of pandemics
or contagious diseases or the fear of such outbreaks, such as the
recent coronavirus (COVID-19) pandemic, including the effects on
the Company's operations, personnel, and supply chain, the demand
for its products and services, its ability to expand and produce in
new geographic markets or the timing of such expansion efforts, and
on overall economic conditions and customer confidence and spending
levels, changes in international, national and local macroeconomic
and business conditions, as well as sociopolitical conditions in
certain local or regional markets, weather patterns, crop planting,
crop yields, crop conditions, the timing of harvest and conditions
during harvest, the ability of management to execute the Company's
business plan, seasonality, industry cyclicality, volatility of
production costs, agricultural commodity prices, the cost and
availability of capital, currency exchange and interest rates, the
availability of credit for customers, competition, AGI's failure to
achieve the expected benefits of recent acquisitions including to
realize anticipated synergies and margin improvements; and changes
in trade relations between the countries in which the Company does
business including between Canada
and the United States. These risks
and uncertainties are described under "Risks and Uncertainties" in
our MD&A, our annual MD&A and in our most recently filed
Annual Information Form, all of which are available under the
Company's profile on SEDAR [www.sedar.com]. These factors should be
considered carefully, and readers should not place undue reliance
on the Company's forward-looking information. We cannot assure
readers that actual results will be consistent with this
forward-looking information. Readers are further cautioned that the
preparation of financial statements in accordance with IFRS
requires management to make certain judgments and estimates that
affect the reported amounts of assets, liabilities, revenues and
expenses and the disclosure of contingent liabilities. These
estimates may change, having either a negative or positive effect
on profit, as further information becomes available and as the
economic environment changes. The forward-looking information
contained herein is expressly qualified in its entirety by this
cautionary statement. The forward-looking information included in
this press release is made as of the date of this press release and
AGI undertakes no obligation to publicly update such
forward-looking information to reflect new information, subsequent
events or otherwise unless so required by applicable securities
laws.
SOURCE Ag Growth International Inc. (AGI)