AGI Announces Fourth Quarter 2025 Results, Provides Corporate Update and Restructuring Plan

WINNIPEG, Manitoba–(BUSINESS WIRE)–Ag Growth International Inc. (TSX: AFN) (“AGI”, the “Company”, “we”, or “our”) today announced its financial results for the three-month period ending December 31, 2025.

Fourth Quarter 2025 Highlights

• Revenue of $396 million increased by 4% year-over-year (“YOY”)
• Adjusted EBITDA¹ of $48 million decreased by 38% YOY
• Adjusted EBITDA Margin %² of 12.2% declined by 829 basis points YOY, primarily due to lower Farm volumes impacting overhead absorption, execution‑related issues on traditional equipment-only projects in Brazil that led to cost overruns, warranty charges, and bad debt write-offs, as well as product mix and production efficiency issues in our North American Commercial business
• Net debt leverage ratio² of 4.7x at Dec 31, 2025 vs 3.9x at Sept 30, 2025 and 3.1x at Dec 31, 2024
• The investment vehicle in Brazil designed to monetize financing receivables provided by AGI collected inflows of $7 million to-date with notable progress on securing material additional inflows near-term

Outlook

• Order book³ down 26% YOY to $543 million as of December 31, 2025 primarily owing to the execution of several significant projects in our International Commercial segment
• Farm segment remains exposed to ongoing cyclical market conditions which limits near-term visibility
• Commercial segment order intake softened in late 2025 and early 2026 amid longer customer review cycles

Corporate Update

Following the departure of the CEO and reconstitution of the Board of Directors earlier this year, management, at the direction and under the supervision of our Board of Directors, began a comprehensive and critical review of AGI’s business practices, organizational and cost structures, and investment approach with the objective of adjusting business practices and reallocating human and capital resources to improve the operational and financial performance of the Company.

As part of this exercise, management has identified numerous opportunities to streamline and simplify AGI’s business, improve operational efficiencies and enhance customer experience while at the same time improving AGI’s financial performance and strengthening its balance sheet. These opportunities include:

• Restructuring of the top executive leadership team from 17 to 8 members,
• Reorganizing North American leadership and operations into a single unified regional business,
• Consolidation of select corporate and leadership functions into Winnipeg HQ from other locations,
• Suspension of the current quarterly dividend of $0.15 per share effective immediately,
• An update to our corporate compensation structures to better align with shareholder returns, and
• Termination of the enterprise resource planning (“ERP”) deployment plan

Management estimates that during the first half of 2026, up-to $20 million of non-recurring expenses will be incurred as this restructuring is completed. Once completed, annualized cost savings are expected to be at least $20 million. As part of its review, management critically evaluated the merits of continuing with the ERP system implementation. After careful consideration and in consultation with the Board of Directors, management has determined to terminate this undertaking. Rather, AGI will evaluate the upgrade of current IT systems to address many of the issues and limitations with the existing systems in place. This change in approach is expected to save at least $20 million over the next two years and will allow AGI personnel to re-focus on running the day-to-day business of AGI.

Additionally, management is reevaluating the way in which AGI approaches major international Commercial projects. While Brazil and other emerging markets continue to represent significant growth opportunities, AGI will approach future opportunities in these markets with a view to substantially improving the free cash flow profile of such projects. While this may negatively impact the Commercial order book in the near term, it will improve the quality of future commercial projects from a return on invested capital and balance sheet perspective.

Finally, management is also reviewing its portfolio of assets with the intent of refocusing on core business lines and solidifying its balance sheet. Further updates will be provided in that regard as appropriate.

“Against a backdrop of continued market headwinds, particularly in North America, our financial results reflect the need for decisive action to position the Company for improved performance,” said Paul Brisebois, interim President and CEO of AGI. “In early 2026, we initiated a new phase of restructuring focused on simplifying our operations and strengthening customer focus, including a meaningful realignment of our executive leadership team and North American operations, among other initiatives. These changes are designed to improve our ability to execute, accelerate decision‑making, and better align the organization with customer needs. As market conditions gradually improve, we will be better positioned to take advantage of growth opportunities as they surface. That said, large‑scale Brazil projects contributed significant revenue in 2025, which creates a backfill challenge for the Commercial business to replenish the order book to 2025 levels.”

“Addressing areas of our financial position is a key focus and we recognize that free cash flow generation as well as leverage levels need to improve,” said Jim Rudyk, CFO of AGI. “Our fourth quarter margins reflect the combined impact of lower volumes and execution pressures, which is exactly why we’re leaning into a tighter operating discipline. Our restructuring program is designed to drive margin recovery, better cash conversion, and a stronger balance sheet over time.”

SUMMARY OF FOURTH QUARTER 2025 RESULTS

Order Book

The following table presents YOY changes in the Company’s order book^[1] as at December 31, 2025:

Fourth Quarter Farm Segment Summary

Farm segment revenue declined year-over-year in the fourth quarter amid ongoing challenging market conditions across North America. While U.S. Farm revenue showed early signs of improvement driven by portable equipment demand, overall market conditions remained fragile, and Canada experienced a more pronounced decline as similar pressures to those experienced in the U.S. market weighed on customer demand. Internationally, demand in Brazil was stable and growth in Australia supported results, though contributions remained modest. Adjusted EBITDA declined year-over-year, with margins compressing from 24.1% to 16.0%, primarily due to lower volumes and margin pressure on permanent handling and storage solutions in Canada.

Fourth Quarter Commercial Segment Summary

Commercial segment revenue grew year-over-year in the fourth quarter, driven primarily by international projects, with a strong top-line performance in Brazil and solid contributions from Europe, Middle East, and Africa (“EMEA”). U.S. results were positive but partially offset by lower volumes in Canada amid continued tight market conditions. Adjusted EBITDA declined year-over-year, with margins compressing from 21.6% to 12.0%, due to execution‑related cost pressures in traditional equipment-only projects in Brazil as well as product mix and production efficiency issues in our North American business.

Dividend Policy Update

AGI announced the suspension of its quarterly cash dividend, effective immediately, as part of its strategic review of capital allocation priorities and increased focus on managing cash flow. No dividend will be declared for the first quarter ending March 31, 2026. The Company previously maintained an annualized dividend of $0.60 per common share.

SUMMARY OF FULL YEAR 2025 RESULTS

MD&A and Financial Statements

AGI’s audited consolidated financial statements for the year ended December 31, 2025 (“consolidated financial statements”) and management’s discussion and analysis (the “MD&A”) for the three-and-twelve-month periods ended December 31, 2025 can be obtained electronically on SEDAR+ (www.sedarplus.ca) and on AGI’s website (www.aggrowth.com).

Conference Call

AGI will hold a conference call on Wednesday, March 25, 2026, at 8:00am ET to discuss its results for the three-months and year-ending December 31, 2025. To attend the event, please join using the AGI Fourth Quarter Results webcast link. Alternatively, participants can dial-in using +1-833-821-0159 if calling from Canada or the U.S. and +1-647-846-2271 internationally.

A replay of the webcast will be made available on AGI’s website. In addition, an audio replay of the call will be available for seven days. To access the audio replay, please dial +1-855-669-9658 if calling from Canada or the U.S. and +1-412-317-0088 internationally. Please enter access code 7819974# for the audio replay.

AGI Company Profile

AGI is a provider of the equipment and solutions required to support the efficient storage, transport, and processing of food globally. AGI has manufacturing facilities in Canada, the United States, Brazil, India, France, and Italy and distributes its product worldwide.

Further information can be found in the disclosure documents filed by AGI with the securities regulatory authorities, available at www.sedarplus.ca and on AGI’s website www.aggrowth.com.

NON-IFRS AND OTHER FINANCIAL MEASURES

This press release makes reference to certain specified financial measures, including non-IFRS financial measures, non-IFRS ratios and supplementary financial measures. Management uses these financial measures for purposes of comparison to prior periods and development of future projections and earnings growth prospects. This information is also used by management to measure the profitability of ongoing operations and in analyzing our business performance and trends. These specified financial measures are not recognized measures under International Financial Reporting Standards (“IFRS”), do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement our financial information reported under IFRS by providing further understanding of our results of operations from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS.

We use non-IFRS financial measures, non-IFRS ratios and supplementary financial measures to provide supplemental measures of our operating performance and thus highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS financial measures. Management also uses non-IFRS financial measures, non-IFRS ratios and supplementary financial measures in order to prepare annual operating budgets and to determine components of management compensation. 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 or ratio.

We use these specified financial measures in addition to, and in conjunction with, results presented in accordance with IFRS. These specified financial measures reflect an additional way of viewing aspects of our operations that, when viewed with our IFRS results and, in the case of non-IFRS financial measures, the accompanying reconciliations to the most directly comparable IFRS financial measures, may provide a more complete understanding of factors and trends affecting our business.

In this press release, we discuss the specified 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 this press release.

The following is a list of non-IFRS financial measures, non-IFRS ratios and supplementary financial measures that are referenced throughout this press release:

“Adjusted EBITDA” is defined as profit (loss) before income taxes before finance costs, depreciation and amortization, share of associate’s net income (loss), gain or loss on foreign exchange, non-cash share-based compensation expenses, net gain or loss on financial instruments, transaction, transitional and other costs (recovery), Enterprise Resource Planning system transformation costs, net gain or loss on sale of long-lived assets, equipment rework and remediation, accounts receivable reserve (recovery) for the conflict between Russia and Ukraine, and impairment charge (recovery). Adjusted EBITDA is a non-IFRS financial measure and its most directly comparable financial measure that is disclosed in our consolidated financial statements is profit (loss) before income taxes. Management believes Adjusted EBITDA is a useful measure to assess the performance and cash flow of the Company as it excludes the effects of interest, taxes, depreciation, amortization and expenses that management believes are not reflective of the Company’s underlying business performance. Management cautions investors that 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 “Profit (loss) before income taxes and Adjusted EBITDA” and “Profit (loss) before income taxes and Adjusted EBITDA by Operating Segment” below for the reconciliation of Adjusted EBITDA to profit (loss) before income taxes for the relevant periods.

“Adjusted EBITDA Margin %” is defined as Adjusted EBITDA divided by revenue. Adjusted EBITDA Margin % is a non-IFRS ratio because one of its components, Adjusted EBITDA, is a non-IFRS financial measure. Management believes Adjusted EBITDA Margin % is a useful measure to assess the performance and cash flow of the Company.

“Order book” is defined as the total value of committed sales orders that have not yet been fulfilled that: (a) have a high certainty of being performed as a result of the existence of a purchase order, an executed contract or work order specifying job scope, value and timing; or (b) has been awarded to the Company or its divisions, as evidenced by an executed binding letter of intent or agreement, describing the general job scope, value and timing of such work, and where the finalization of a formal contract in respect of such work is reasonably assured. Order book is a supplementary financial measure.

“Revenue by Operating Segment” and “Revenue by Geography”: The revenue information presented under “Revenue by Operating Segment” and “Revenue by Geography” are supplementary financial measures used to present the Company’s revenue by segment and geography.

“Net Debt Leverage Ratio” is a non-IFRS ratio and is defined as net debt divided by Adjusted EBITDA for the last twelve-month (“LTM”) period. Net debt leverage ratio is a non-IFRS ratio because its components, net debt and Adjusted EBITDA, are non-IFRS financial measures. Management believes net debt leverage ratio is a useful measure to assess AGI’s leverage position.

“Net Debt” is a non-IFRS financial measure and its most directly comparable financial measure that is disclosed in our consolidated financial statements is long-term debt. Net debt is defined as the sum of long-term debt, convertible unsecured subordinated debentures, senior unsecured subordinated debentures, and lease liabilities less cash and cash equivalents. Management believes that net debt is a useful measure to evaluate AGI’s capital structure and to provide a measurement of AGI’s total indebtedness. See “Net Debt” below for a reconciliation of long-term debt to net debt for the relevant periods.

Profit (loss) before income taxes and Adjusted EBITDA

The following tables reconcile profit (loss) before income taxes to Adjusted EBITDA for the three-month periods and years ended December 31, 2025 and 2024 and the LTM periods ended September 30, 2025 and 2024.

Contacts

For More Information Contact:
Andrew Jacklin

Sr. Director, Investor Relations

+1-437-335-1630

[email protected]

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