2025 AIF (2025 YE AIF Final)

Annual Information Form

For the Year Ended December 31, 2025

Corporate Structure 2

General Development of the Business 2

Narrative Description of the Business 4

Risks and Uncertainties to the Company 5

Selected Consolidated Financial Information 11

Management's Discussion and Analysis 12

Market for Securities 12

Debt 12

Capital Structure 13

Directors and Officers 14

Legal Proceedings 15

Transfer Agent and Registrar 15

Interests of Experts 15

Audit Committee 15

Additional Information 16

In this Annual Information Form, all dollar amounts quoted are in Canadian dollars and in thousands, except for per share data, unless otherwise noted. This Annual Information Form is presented as at March 5, 2026.

Copies of the Annual Information Form, as well as copies of the Company's 2025 Annual Report and Management Information Circular, may be obtained at www.algonet.com/investor-relations and on SEDAR+ at www.sedarplus.ca.

This Annual Information Form may include forward-looking statements concerning the future results of the Company. These forward-looking statements are based on current expectations. The Company cautions that all forward-looking information is inherently uncertain and actual results may differ materially from the assumptions, estimates or expectations reflected or contained in the forward-looking information, and that actual future results could be affected by a number of factors, many of which are beyond the Company's control, including economic circumstances, technological changes, weather conditions, and the material risks and uncertainties identified by the Company and discussed in section 4 of this report. For further detail on forward-looking statements, please refer to the 2025 Management's Discussion & Analysis at https://www.algonet.com/investor-relations and on SEDAR+ at https://www.sedarplus.ca.

Name, Address and Incorporation of Algoma Central Corporation ("Company" or "Algoma")

The Company was incorporated in 1899 by a Special Act of the Parliament of Canada as Algoma Central Railway Company and was continued under the Canada Business Corporations Act in 1986. The name of the Company was changed to The Algoma Central and Hudson Bay Railway Company in 1901, to Algoma Central Railway in 1965 and to Algoma Central Corporation in 1990.

The Company's registered head and executive offices are located at 63 Church Street, St. Catharines, ON, L2R 3C4. Inter-corporate Relationships

The following is a list of the principal subsidiaries of Algoma representing more than 10% of the Company's consolidated assets or more than 10% of the Company's consolidated revenues and joint ventures representing a significant company interest. The other subsidiaries and joint ventures of the Company, not listed, represent together 20% or less of the Company's consolidated assets and 20% or less of the Company's consolidated revenues.

Percentage of voting securities beneficially owned or over which

Algoma Central Corporation owns and operates the largest fleet of dry and liquid bulk carriers operating on the Great Lakes - St. Lawrence Seaway, including self-unloading dry-bulk carriers, gearless dry-bulk carriers and product tankers. Algoma also owns and operates ocean-going self-unloading dry-bulk vessels trading in international markets and holds interests in global joint ventures that own diversified portfolios of dry and liquid bulk fleets operating internationally. Across the global fleet, Algoma holds an ownership interest in over 100 vessels. In addition to its ownership interests, the Company provides operational management for other vessels.

The Company's executive offices are located in St. Catharines, Ontario. The Company employs approximately 1,705 people globally and had assets at December 31, 2025 of $1,770,704 and 2025 revenues of $761,056.

The following is a description of the significant events that have influenced the general development of the business over the course of the last three years:

2025

For the first time in Algoma's history the Company took delivery of four vessels within a single quarter, the Fure Vesborg, Algoma Endeavour, Algoma East Coast, and Algoma Acadian. These ships serve key markets across Northern Europe, the Great Lakes - St. Lawrence Seaway, and the Canadian and U.S. east coasts.

Retroactive to April 2025, the Company's international Ocean self-unloader segment updated its commercial agreement, modifying the structure by including, in addition to revenues, a pro rata sharing of operating costs for the vessels.

In September 2025, the Company took delivery of the Algoma Legacy, the first of three next-generation methanol-ready self-unloading vessels. The delivery of the Algoma Legacy also marked the Company's global ownership interest in 100 vessels.

In October 2025, Nova Algoma Cement Carriers Limited entered into a definitive agreement with a global marine entity, for the sale of a 51% controlling interest in NovaAlgoma's wholly owned cement assets.

In the third and fourth quarters of 2025, the Company approved investments in three new build 9,500 deadweight mini-bulkers in the global short sea joint venture, with deliveries expected in 2026.

In the fourth quarter, the Company expanded its fleet to include a 33% interest in two self-unloading vessels trading in Northern Europe. Two additional new build self-unloaders are currently under construction with expected deliveries in 2028.

2024

In January 2024, the Company purchased two 2009 built 16,600 deadweight product tankers from Norway's Knutsen OAS Shipping. The vessels were initially on bareboat charters back to the sellers. Following completion of their bareboat charters later in the year, Algoma began trading one vessel in the Company's Canadian fleet, the renamed Algosolis, and one was deployed in Europe in the FureBear joint venture and renamed Fure Spear.

In February 2024, the first vessel in FureBear, the Fure Vanguard, was delivered. FureBear is a joint venture established in 2022 between Algoma and Furetank AB of Sweden, which at the end of 2023 had an agreement to construct 10 dual-fuel product tankers at China Merchants Jinling Shipyard in Yangzhou, China.

In April 2024, the Company took delivery of the Algoma Bear, the eleventh Equinox Class vessel and seventh Seawaymax self-unloader in the Class to be delivered. The vessel began regular operations within the domestic dry-bulk fleet in the second quarter of 2024.

In September 2024, the Company announced the retirement of their Executive Vice-President and Chief Financial Officer, Peter Winkley, effective December 31, 2024 and appointment of current Chief Financial Officer, Christopher Lazarz, as of January 1, 2025.

In September 2024, the Fure Viken was delivered, the second of ten new builds in the FureBear joint venture.

In September 2024, a new-build contract became effective for a 38,000 deadweight tonne methanol-ready pneumatic cement vessel. The vessel will be the world's largest pneumatic cement carrier and the first cement carrier with a methanol-ready designation and is scheduled to be delivered to NovaAlgoma Cement Carriers in the first quarter of 2027.

In October 2024, the keels were laid for two 37,000 deadweight ice class product tankers at Hyundai Mipo Shipyard in South Korea for the domestic tanker fleet. They entered service in the second quarter of 2025 and are on contract for Irving Oil on the east coasts of Canada and the United States.

In October 2024, a revised shipbuilding contract was finalized for the Algoma Endeavour, a Seawaymax forward mounted self-unloader, in Croatia and the vessel was delivered in the first quarter of 2025 for the domestic dry-bulk fleet. The vessel is the twelfth and final vessel in the Equinox Class new build series.

During the fourth quarter of 2024, the Fure Viskär and the Fure Vyl were delivered to the FureBear joint venture.

In December 2024, the keel was laid for the first of three methanol-ready ocean self-unloaders at Jiangsu Yangzi-Mitsui Shipbuilding Co., Ltd., in China. These new ships will replace Algoma's oldest vessels operating in the Pool, and become the model for its next generation of ocean self-unloaders. The first vessel, the Algoma Legacy, was delivered in 2025 and the remaining two are expected between 2026 and 2027.

2023

In February 2023, the Company announced a new build order with Jiangsu Yangzi-Mitsui Shipbuilding Co., Ltd., to construct two new methanol-ready Kamsarmax-based ocean belt self-unloading vessels. These new ships will replace Algoma's oldest vessels operating in the Pool, and become the model for its next generation of ocean self-unloaders. In July 2023, the Company added a third vessel to the order. The vessels have expected delivery dates between 2025 and 2027.

In June 2023, the Company announced it had placed an order with Hyundai Mipo Shipyard in South Korea to build two 37,000 deadweight ice class product tankers for a total investment of $127 million CAD. These new ships have been entered under long-term time charters to Irving Oil under Canadian flag, servicing the energy company's refinery in Saint John, New Brunswick, with deliveries to ports in Atlantic Canada and the U.S. East Coasts. Both vessels were delivered in the second quarter of 2025.

In September 2023, the Company increased its order to 10 new build duel-fuel product tankers within the FureBear joint venture. The initial commitment in 2022 was for eight vessels.

During 2023, the Algoma Hansa, the Algonorth, and the Algosea were sold. The sale of the Algonorth, now named the Fure Skagen, was to a newly formed joint venture in which FureBear holds a two-thirds interest. The Algoma Hansa and Algosea were sold to third parties.

The Company's Environmental and Safety Policies stipulate the principles to which Algoma Central Corporation and its subsidiaries will adhere and the commitment of the Board of Directors and corporate officers to health and safety and environmental protection. The Company's integrated management system (addressing safety, environment and quality control) underlies the compliance program and provides the framework and procedures to systematically ensure the preservation of the environment and the health and safety of employees and contractors. The Company strives to be a leader in this area and is committed to the prevention of human injury and loss of life and the protection of the environment and property.

The policy of the Company is as follows:

1. To constantly aspire to a safe, clean healthy workplace within the context of a clean healthy, sustainable natural environment.

2. To strive to be an exemplary employer and corporate citizen in environmental management by carrying out sound operational and management practices to ensure its operations and facilities are in compliance with all applicable legislation providing for the protection of the environment, employees and the public.

3. In the absence of legislation, to minimize the environmental impact on the public, employees, customers and property within the limitations of technology and economic viability.

The Company provides information on its sustainability initiatives and achievements in a bi-annual Sustainability Report on its website. The most recent Sustainability Report was published in 2024 and provides an update on the Company's sustainability performance, highlighting safety, operations excellence, environment, people and community. It is available for viewing on the Company's website at https://www.algonet.com/sustainability/.

Both the domestic dry-bulk and product tanker fleets participate in the voluntary Green Marine program. This initiative's objective is to improve the marine industry's environmental performance above and beyond regulatory requirements in a number of areas, including aquatic invasive species, pollutant air

emissions (SOx, NOx and PM), greenhouse gases, waste management, ship recycling, and underwater noise. The Green Marine program requires participating ship-owners and port authorities to implement specific best practices that will contribute to reducing the environmental impact of their business activities. Each company must self-assess their performance in each category on an annual basis on a scale of one to five, with one representing regulatory compliance and five demonstrating excellence and leadership, and provide these results to Green Marine for communication in a publicly available annual report. Participant self-assessment results are verified by an independent party on a bi-annual basis.

As one example of environmental stewardship, the Company is working towards carbon reduction in its operations, in line with global and national targets. This includes the introduction of more energy efficient ships, implementation of energy efficiency technologies, trialing of biofuels, and the study of alternative fuels and technologies for possible future adoption.

1. ‌NARRATIVE DESCRIPTION OF THE BUSINESS‌

   Principal Business Segments

   The Company reports the results of its operations for five business units or segments. The largest is the Domestic Dry-Bulk segment, which includes the Company's 19 Canadian dry-bulk carriers. This segment serves a wide variety of major industrial sectors, including iron and steel producers, aggregate producers, cement and building material producers, salt producers, and agricultural product distributors.

   The Product Tankers fleet consists of ten product tankers employed in Canadian flag service, including two vessels that entered service in the 2025 second quarter. The segment also includes the Company's 50% interest in an international joint venture comprising ten tankers, two of which are under construction, and an interest in a foreign-flagged tanker operation comprising two product tankers. Customers include major oil refiners, leading wholesale distributors, and large consumers of petroleum products.

   The Company's international Ocean Self-Unloaders segment consists of nine ocean-going self-unloading vessels and joint venture interests in three additional self-unloaders. Eight wholly owned self-unloaders are part of a Pool comprising the world's largest fleet of ocean-going self-unloaders, which at the end of the period totalled 18 vessels. Two additional ocean self-unloaders are currently under construction, with deliveries in 2026 and 2027, and are set to replace the oldest Algoma-owned vessels in the Pool. Two of the three joint venture vessels were part of a 33% interest acquisition during the year, which also included interests in two additional new build vessels currently under construction with expected deliveries in 2028.

   The Global Short Sea Shipping segment, which consists of the Company's NovaAlgoma joint ventures, focuses on niche marine transportation markets featuring specialized equipment or services. The cement carrier fleet operates pneumatic cement carriers servicing large global cement manufacturers that support construction and infrastructure projects. The short sea mini-bulker fleet comprises owned ships, chartered vessels, and vessels operated under third-party management contracts. The fleet supports the agricultural, cement, construction, energy, and steel industries worldwide. The handy-size fleet is an opportunistic vessel sales and purchase venture. Two new build mini-bulkers and two pneumatic cement carriers are currently under construction, with contracts signed for an additional two new build mini-bulkers, all with expected deliveries between 2026 and 2027.

   The Corporate segment consists of the Company's head office expenditures, third-party management services, other administrative functions of the Company, and earnings from a joint venture in a mechanical, machining, and fabrication shop.

   Seasonality

   The nature of the Company's business is such that the earnings in the first quarter of each year are not indicative of the results for the other three quarters in the year. Due to the closing of the canal system and the winter weather conditions on the Great Lakes - St. Lawrence Seaway, the majority of the Domestic Dry-Bulk fleet does not operate for most of the first quarter. In addition, significant repair and maintenance costs are incurred in the first quarter to prepare the Domestic Dry-Bulk fleet for the upcoming navigation season. As a result, first quarter revenues and earnings are significantly lower than those of the remaining quarters in the year.

   The seasonality is largely limited to the Domestic Dry-Bulk business. Earning fluctuations and seasonality of the Product Tankers and Ocean Self-Unloader fleets are less significant.

   Foreign Operations

   The Company has businesses that carry on most of their operations in foreign jurisdictions. The Company's proportionate share of the property, plant, and equipment in foreign jurisdictions at December 31, 2025 and 2024 was $596,720 and $568,084, respectively.

   The Company's share of revenues in foreign jurisdictions for the years ended December 31, 2025 and 2024 was $341,815 and $329,366, respectively.

   Locations

   • The Domestic Dry-Bulk segment has offices in St. Catharines, Ontario and Winnipeg, Manitoba.

   • The Product Tanker segment has an office in St. Catharines, Ontario and Gothenburg, Sweden.

   • The Ocean Self-Unloaders segment has an office in Hamilton, Bermuda and Norway.

   • The Global Short Sea Shipping segment is based in Lugano, Switzerland and has offices in Hamilton, Bermuda, and St. Catharines, Ontario.

   • The Company has corporate and support offices located in St. Catharines, Ontario, Montreal, Quebec, Winnipeg, Manitoba, and Fort Lauderdale, Florida.

   Financing

   The Company refinanced all of its senior secured debt in 2020. The credit facilities include $340 million (all amounts in Canadian dollar equivalent) raised in a private placement of senior secured notes payable (the "Notes"). The Notes, which have been issued in both U.S. dollar and Canadian dollar tranches, have terms between 7 and 15 years and bear interest rates ranging from 3.37% to 4.01% per annum, resulting in an overall effective rate at closing of 3.80%. The Notes have been issued to a group of Canadian and U.S. insurance companies. As at December 31, 2025, the weighted average term to maturity is 7 years.

   Concurrent with the issuance of the Notes, and since extended into 2027, the Company entered into a $178 million revolving bank credit agreement (the "Facility") with a syndicate of four banks. In 2024 and 2025, the credit agreement was increased by an additional $50 million, for a total of $278 million. An accordion feature of the credit agreement provides for increased borrowings by up to an additional $100 million.

   The senior debt is subject to financial covenants, secured by mortgages on the majority of the Company's wholly owned vessels and supported by guarantees from its main operating subsidiaries.

   Additional term financing was also secured in 2025 against specific property and vessel assets.

   Employees and Unions

   The normal complement of employees is approximately 1,705, the majority of whom are unionized. The status of the various union agreements is provided below:

   Captains and Chief Engineers

   All Captains and Chief Engineers of the Company are non-unionized.

   Navigation and Engineering Officers

   Navigation and Engineering Officers consist of seven separate bargaining units, all of which are represented by the Canadian Merchant Service Guild (CMSG). Each of these seven agreements are current. The NACC agreement was renewed in 2025 and expires on April 30, 2029. The four Domestic Dry Bulk agreements expire on May 31, 2027. The two Algoma Tanker Limited agreements expire on July 31, 2028.

   Unlicensed Employees

   There are four bargaining units for unlicensed shipboard employees. The Seafarers' International Union (SIU) represents three unlicensed employee bargaining units and Unifor the fourth. Each of the unlicensed agreements are current. The Algoma Tankers Limited agreement expires on July 31, 2029. For Domestic Dry Bulk, the Unifor agreement expires on March 31, 2027, and SIU agreement on August 31, 2028. The NACC agreement expires on June 30, 2027.

2. ‌RISKS AND UNCERTAINTIES TO THE COMPANY‌

   The following section describes both general and specific risks that could affect the Company's financial performance. The risks described below are not the only risks facing the Company. Additional risks and uncertainties that are not currently known or that are currently considered immaterial may also materially and adversely affect the Company's business operations.

   Tariffs

   Global, as well as North American trade conditions, including trade barriers such as the imposition of tariffs on certain commodities or fees pertaining to vessels, may interfere with the free circulation of goods across Canada and the U.S. or the cost associated therewith. There can be no assurance that trade actions will not materially adversely affect the volume of marine shipments and/or revenues from commodities carried by the Company, and thus materially and negatively impact earnings and/or cash flow.

   Availability of Qualified Personnel

   The long-term challenge of recruiting and retaining skilled crews in the marine industry continues to be an area of focus. The challenge of recruiting new employees into the marine industry, competition for skilled labour from other sectors, competitors, or other entities operating in the marine industry is a growing challenge. The limited number of cadet berths is also a factor that needs to be addressed by the marine industry as a whole. A lack of properly skilled shipboard employees could lead to service delays and interruptions as the ability of the Company to fully utilize its domestic vessels could be affected. The Company continues to work with industry groups, its unions, and educators to develop and enhance training programs to ensure an adequate supply of labour is available to meet its future needs.

   Contractual Nature of the Business

   The overwhelming majority of the Company's revenues are a result of long-term contracts with large industrial customers, many of which have been customers for many years. Contracts typically have terms of three to five years and can have terms of ten years or longer in some instances. Such contractual commitments result in the Company dedicating vessel capacity to customers over long periods of time. Failure to renew a significant contract could result in a reduction in revenue and prevent profitable deployment of vessel capacity.

   Unions

   The majority of the positions on the Company's domestic vessels are unionized. Failure to enter into new collective agreements with any of the unions representing workers could result in service interruptions. The Company believes it offers fair and competitive compensation packages and negotiates in good faith to avoid service interruptions.

   Partnering

   The Company operates portions of its business jointly with third parties. Partnerships are seen by the Company as an effective tool to expand the business on a global basis. The expanded service capacity a partnership can provide includes additional stability and flexibility to its customer base. The success of its partnerships depends on the on-going cooperation and liquidity of its partners. The Company believes it has chosen partners who have similar goals and values and the financial strength to execute the strategies set out by each of the partnerships.

   Outsourcing

   The Company outsources certain information technology functions and activities to third-party service providers. The selection of the proper service providers is important to ensure the Company's high performance standards are applied consistently. Agents not performing to the expectations of the Company could have a significant impact on the reputation and financial results of the Company. The Company takes great care in ensuring the performance of parties selected to perform outsourced services on its behalf match its high quality standards. The Company deals with leading international companies for these services.

   Service Failure

   The Company's customers demand a high standard of operations excellence in order to ensure timely and safe delivery of their cargoes. Incomplete or non-performance of services could expose the Company to customer complaints, penalties, litigation or loss of reputation. Failure to manage its fleet maintenance and capital improvements could impact the ability to generate revenue. The Company maintains stringent operational and maintenance plans to ensure assets perform to their maximum capability, and "Operations Excellence" is a high priority for each business unit segment.

   Health and Safety

   The Company places significant emphasis on health and safety management and is committed to the prevention of human injury and loss of life. An unsatisfactory safety record could lead to significant fines and penalties and a reduction in customer confidence in the Company's ability to perform the required service. A significant event could result in the termination of the service agreement, which may adversely affect the Company's operations.

   Property, Plant, and Equipment

   The failure by a shipyard to complete the construction of a vessel under development would impact on the Company's ability to replace existing assets and expand the business. There are currently 12 vessels on order or under construction in China. The Company has knowledgeable supervision teams in place at the shipyards to monitor the quality of construction and to assist in moving to a successful completion of each contract.

   Capital Expenditures

   Capital expenditures and other costs necessary to operate and maintain Algoma's vessels tend to increase with the age of each vessel. Accordingly, it is likely that the operating costs of Algoma's older vessels will increase. In addition, changes in government regulations, safety or other equipment standards, as well as compliance with standards imposed by maritime self-regulatory organizations and customer requirements or competition, may require the Company to make additional expenditures.

   In order to satisfy any such requirements, Algoma may incur significant costs for alterations to its fleet or the addition of new equipment, including taking vessels out of service for extended periods of time, with corresponding losses of revenues. In the future, market conditions may not justify these expenditures or enable Algoma to operate its older vessels profitably during the remainder of their anticipated economic lives. Sudden changes could result in shortened economic lives of existing vessels and necessitate increased capital expenditures on new ships than currently planned.

   Business Acquisitions

   Future acquisitions of vessels or businesses by Algoma would subject the Company to additional business, operating, and industry risks, the impact of which cannot presently be evaluated and could adversely impact Algoma's capital structure. Algoma intends to pursue acquisition opportunities in an effort to diversify its investments and/or grow its business. While Algoma is not presently committed to any business acquisition, the Company may be actively pursuing one or more potential acquisition opportunities in the future.

   Future acquisitions may be of individual or groups of vessels or of businesses operating in the shipping or other industries. Algoma is not limited to any particular marine industry or type of business that it may acquire. Accordingly, there is no current basis to evaluate possible merits or risks of the particular business or assets that Algoma may acquire, or of the industry in which any such business may operate. To the extent the Company acquires an operating business, it may be affected by numerous risks inherent in the acquired business's operations.

   In addition, the financing of any acquisition completed by Algoma could adversely impact Algoma's capital structure as any such financing could include the issuance of additional equity securities and/or the borrowing of additional funds. The issuance of additional equity securities may significantly reduce the equity interest of existing stockholders and/or adversely affect prevailing market prices for the Company's common stock. Increasing Algoma's indebtedness could increase the risk of a default that would entitle the holder to declare all of such indebtedness due and payable and/or to seize any collateral securing the indebtedness. In addition, default under one debt instrument could in turn permit lenders under other debt instruments to declare borrowings outstanding under those other instruments to be due and payable pursuant to cross default clauses. Accordingly, the financing of future acquisitions could adversely impact our capital structure. Except as required by law or the rules of any securities exchange on which our securities might be listed at the time we seek to consummate an acquisition, shareholders will not be asked to vote on any proposed acquisition.

   Competitive Markets

   Marine transportation is competitive in both domestic and international markets. Marine transportation is subject to competition from other forms of transportation such as road and rail. Competition may decrease the profitability associated with any particular contract, increase the cost of certain inputs and may increase the cost of acquisitions. The Company strives to differentiate itself from the competition with superior customer service, having vessels suited to each customer's needs and maintaining a compliant, safe, efficient and reliable fleet.

   Changes in general economic conditions or conditions specific to a particular customer may affect the demand for vessel capacity. The Company believes that due to the long-term nature of its service contracts, vessel configurations, and geographic diversity, it is well positioned in the market place and is able to withstand fluctuations in market conditions. The geographic and operational diversity of the Company will help to mitigate negative economic impact to the sectors in which it operates.

   Climate Change and Environment

   As a marine shipping company, Algoma's business is impacted by and has an impact on the environment in a number of ways, many of which pose risks for the company. In this section, we discuss the material risks that could impact the Company's operating performance or cash flows in future periods.

   Sulphur Oxide Emissions

   The global marine shipping industry is subject to regulations established by the International Maritime Organization ("IMO") that govern various aspects of marine shipping operations. Among these are regulations limiting the amount of sulphur oxides ("SOx") that can be emitted to the air by vessels from combustion of fuel oils. Upon entering the atmosphere, SOx emissions contribute to effects such as smog and acid rain.

   These regulations were adopted by the IMO in 2008 and on January 1, 2020, set a global limit of 0.5 percent sulphur content in marine fuels, except for fuels used in vessels equipped with exhaust gas scrubbers. Certain jurisdictions established emission control areas ("ECAs"), including Canada and the United States, reducing limits for sulphur in fuel to an even lower 0.1 percent.

   Sulphur oxides can be reduced by taking one of two approaches: controlling the sulphur content of the fuel or cleaning the resulting exhaust gas stream, which is commonly called scrubbing. Each of these methods exposes the industry and the companies that adopt them to certain risks.

   Scrubbers are designed as either open or closed loop or as a hybrid system, capable of operating in either open or closed loop mode. In a closed loop system, such as those installed on Algoma's twelve Equinox Class Laker vessels, the washwater is recirculated in the scrubber and then the sulphur-bearing effluent is removed from the exhaust stream and cleaned in a washwater treatment plant on board. The resulting sludge is stored on board the vessel for removal to a land-based waste disposal facility. In an open loop system, the scrubber washwater is diluted with sea water and released overboard. Some jurisdictions prohibit or limit the use of open loop scrubbers. In addition to the twelve closed loop systems, Algoma operates two hybrid scrubbers that periodically operate in open loop mode when voyaging in Gulf and coastal waters, and in closed loop mode when in the St. Lawrence River and Great Lakes.

   Operators relying on either type of scrubber system face risks of equipment failure and the subsequent need to switch to more expensive sulphur compliant fuel if the scrubber breaks down. The advantage of installing scrubbers lies in the ability for the operator to consume traditional marine fuels for their main engines and generators. The alternative to installing scrubbers is to convert to the use of low sulphur fuels. These fuels include marine diesel, low sulphur blends of intermediate fuels, and biofuels. While using such fuels enables operators to avoid the capital cost of installing scrubbers, the cost of diesel and blended fuels has traditionally been higher than heavy fuel oils.

   The regulatory framework concerning scrubbers is under review by the IMO. Effluent from scrubbers is under study and there is a possibility of additional restrictions on discharge in future.

   Ballast Water

   Under the International Convention for the Control and Management of the Ships' Ballast Water and Sediments (the "Convention"), vessels are subject to rules governing the release of ballast water in an effort to control the spread of non-native and potentially invasive aquatic organisms. While such controls were historically addressed by flushing ballast tanks mid-ocean; recent rule changes require the installation of ballast water treatment systems ("BWTS"). All of Algoma's international vessels have installed BWTS.

   Ballast water rules governing domestic vessels operating on the Great Lakes have been developed by both the Canadian and U.S. governments. U.S rules generally exempt vessels trading exclusively within the Great Lakes and St. Lawrence River. Canadian ballast water regulations finalized in 2021 require the Canadian domestic fleet to install systems on vessels. Algoma is complying with the new Canadian rules, and has installed treatment systems on fourteen vessels in its domestic fleet, but these systems are difficult to operate due to the different operating parameters of the lakes business (generally faster and more frequent ballasting and de-ballasting) and the recognized challenges with treating the very cold, fresh and, often, turbid water in the Great Lakes.

   While failure to comply with regulations could result in fines and suspension of operating licenses, installation of approved equipment that is subsequently determined to fail to meet the targets for elimination of organisms could also result in further costs in the future. Algoma has installed BWTS on some of its new Lakers and has received extensions to the compliance dates for others.

   Greenhouse Gases

   The marine industry is participating in global efforts to reduce greenhouse gas emissions ("GHGs"). The IMO has set GHG reduction goals for the overall global marine industry, with the first being a 40% reduction in global emissions (on an intensity, or work conducted basis) by 2030 and net-zero GHG emissions by 2050. Regulations are in place that apply to as-yet built vessels requiring the utilization of newer, more efficient designs. Global efficiency standards, known as the Carbon Intensity Indicator ("CII"), for currently operating ships also came into force as of 2023. These regulations could impact engine and hull design, and vessel speeds (the so-called 'slow steaming', as vessels generally operate less efficiently at higher speeds), and require that shipowners adopt technical or operational measures to improve efficiency. Equipment retrofits such as propeller devices or engine/shaft power limiters will require additional capital investment.

   Transport Canada determined that most of the Canadian fleet could not meet the global efficiency standard requirements due to the Canadian vessels' unique design, operational and trading characteristics. Therefore, the Company's domestic vessels follow a Canadian CII that applies the IMO measures as much as possible while factoring-in the unique technical and operational traits of the Canadian fleet.

   In addition to ship-based measures, the IMO is developing a pricing mechanism for GHG emissions and a GHG fuel standard that accounts for life cycle GHG emissions. A proposal for a carbon pricing mechanism (the IMO's 'Net-Zero Framework') was considered by IMO members in 2025 but failed to be adopted. The framework will be further discussed in 2026 by the IMO and if eventually adopted would introduce increased shipping costs based on the carbon emissions from marine vessels.

   In the interim, various jurisdictions have enacted measures intended to either reduce carbon emissions or to put a price on emissions. Canada has enacted a carbon tax that is in place in provinces that do not have their own emission control regime, including Ontario. The European Union has implemented a price on carbon emissions and an emissions trading scheme. It is possible that carbon taxes or other measures could be applied in the future and that any measures enacted will impact the operating costs of the business and may not be recoverable through increased revenues.

   Algoma has implemented technical and operational measures to reduce GHG emissions throughout its fleet and is currently evaluating design parameters and future alternative fuels for opportunities for further reductions.

   Water levels

   Water levels on the Great Lakes and related waterways are expected to be impacted by climate change. Water levels have fluctuated from record low levels to record high levels during the past decade and similar fluctuations are likely to occur in the future. Significant drops or increases in water levels on the Great Lakes - St. Lawrence Seaway, which the Company has no control over, could have an impact on the future operations and profitability of the domestic dry-bulk vessels and product tankers.

   Severe Weather

   Maritime storms are a risk inherent in marine transportation and have been the cause of many significant vessel incidents and loss of life throughout history. Climate change is expected to result in increasingly volatile weather conditions. Severe storms pose a risk of vessel damage, loss of cargo, and in extreme situations, injuries and fatalities, all of which have the potential to impose significant financial costs on the business. Even in the absence of weather events directly impacting our businesses, insurance claims related to weather events outside of our business and industry are expected to affect the cost of insurance in the broader insurance markets, thereby increasing our operating costs.

   Modern weather forecasting technologies combined with advanced communication systems that enable vessels to be in constant communication with shoreside support assist in mitigating the risks posed by severe weather. With adequate forewarning, ships are able to divert their voyage or seek shelter and avoid the worst of most storms. Taking such actions will usually affect the profitability of a given voyage even if the direct cost of encountering a storm can be avoided; however, such voyage-by-voyage costs are not generally material overall.

   Winter Conditions

   The Company's domestic dry-bulk vessels and product tankers operate primarily in the Great Lakes and the St. Lawrence Seaway. Winter conditions during the December to March period and rising or changing water levels in ports in which the vessels load and unload have the effect of increasing or reducing operating days and cargo sizes, respectively, and this could affect the profitability of these vessels. Harsh winter conditions may also result in more severe ice coverage on the Great Lakes and the St. Lawrence Seaway, resulting in operating delays and adjustments in the opening and closing of the canals in the system and the movement of cargo.

   The expectation is that climate change could result in more extreme weather events in the future, which could include increased frequency and severity of gales and storms with longer duration and stronger wind forces. An overall trend towards less ice on the Great Lakes could result in the opportunity of a longer shipping season but with the propensity of more/greater storms, greater overall evaporation due to more open water and increased snowfall.

   Climate change theory and experience states that there could be more extremes in both temperature and rainfall. High water and low water levels both can negatively effect operations. Further concerns would be the ability of older marine infrastructure to withstand more extreme weather.

   Vessel Recycling

   Algoma has typically operated its dry-bulk vessels domestically for 40 or more years, its international dry-bulk vessel for 30 years, and its tankers for 25 years. After a vessel has reached the end of its economic life, the Company usually sells its vessels to qualified ship recyclers who will demolish the vessel and sell the materials recovered into the recycled materials markets. Algoma takes steps to ensure the service providers selected for this purpose operate in a responsible manner in respect of compliance with environmental regulations as well as labour practices and other applicable regulations. Recent vessel sales have been to recyclers in Canada and in Turkey.

   Regulatory

   A change in governmental policy could impact the ability to transport certain cargoes or increase the cost of doing so. A policy change could threaten the Company's competitive position and its capacity to offer efficient programs or services. Often, several different jurisdictions are able to exercise authority over marine transportation and vessel operations. For example, within the Great Lakes - St. Lawrence Seaway there are eight U.S. state governments and two Canadian provincial governments plus both federal governments. The Company expects sufficient warning of a policy change, providing it time to adjust and minimize the impact on the organization. Any such regulatory change would have a similar impact on the Company's waterborne competitors. The Company has employees participating in a number of industry associations that advise and provide feedback on potential regulatory change and to ensure we maintain current knowledge of the regulatory environment.

   Catastrophic Loss

   A major disaster could impact the Company's ability to sustain certain operations and provide essential programs and services. The Company's assets may be subject to factors outside of its control. The Company has emergency response and security plans for each fleet and vessel that is tested annually in accordance with statutory requirements. The Company maintains comprehensive insurance coverage on its assets and assesses the adequacy of this coverage annually.

   Nature of the Shipping Industry

   The cyclical nature of the Great Lakes dry-bulk shipping industry may lead to decreases in shipping rates, which may reduce Algoma's revenue and earnings. The shipping business, including the dry-bulk market, has been cyclical in varying degrees, experiencing fluctuations in charter rates, profitability and volumes shipped. Algoma anticipates that the future demand for the Company's vessels and freight revenues will be dependent upon continued demand for commodities, economic growth in the United States and Canada, seasonal and regional changes in demand, and changes to the capacity of the Great Lakes fleet, which cannot be predicted. Adverse economic, political, social or other developments could decrease demand and growth in the shipping industry and thereby reduce revenue and earnings.

   Fluctuations, and the demand for vessels, in general, have been influenced by, among other factors:

   • global and regional economic conditions;

   • developments in international and Great Lakes trade;

   • changes in seaborne and other transportation patterns, such as port congestion and canal closures;

   • weather, water levels and crop yields;

   • political developments; and

   • embargoes and strikes.

     Seaway

     A significant portion of the Company's domestic business is dependent on the operations of the canal system on the Great Lakes and St. Lawrence Seaway. These canals provide the only method of moving a vessel between Lake Superior and Lake Huron, Lake Erie and Lake Ontario, and past Cornwall and Montreal in the St. Lawrence River. In addition to potential variations in the length of the operating season caused by climate, a strike or a physical disruption to a lock in any part of the canal system would significantly impact the ability of the Industry to service certain trades. Other than being a major stakeholder in the system, the Company has no ability to influence the maintenance plans, improvement projects related to the locks, canals, tunnels and bridges, or labour relations.

     Fees and Tolls

     Certain critical aspects of the Great Lakes - St. Lawrence Seaway transportation system are managed by government and quasi-government agencies. These agencies typically charge fees or tolls for use of the system or for access to services that are required in order to use the system. Some of these agencies face the same shortage of qualified staff that is faced by the Company and in response, these entities have begun to compete more aggressively for staff. This is creating cost increases for companies in the industry both to retain qualified staff and in the form of high fees passed through by the agencies. The Company attempts to mitigate the impact of these fees by hiring qualified staff; however, this may have the effect of increasing the Company's costs. The ability of the Company to recovery these cost increases from customers is uncertain.

     Costs of Incidents

     Operating vessels that can weigh tens of thousands of tonnes when fully loaded and which carry materials that may be harmful to the environment is inherently risky. The potential costs that could be incurred by the Company because of these risks include damages caused to property owned by others, the cost of environmental contamination including fines and clean-up costs, costs associated with damage to our own assets, and the impact of injuries sustained by our employees or by others. The Company has in place a system designed to guide its employees in the management of all of these risks and is focused on a process of learning and continuous improvement after any incident. The Company also carries insurance designed to provide financial mitigation of costs incurred as the result of an incident; however, there is no guarantee that the insurance coverage will be sufficient to provide full reimbursement of all costs, nor is there any assurance that such insurance will continue to be available in the future at a reasonable cost.

     Vessel Inspection

     A failure to pass inspection by classification societies and regulators could result in one or more vessels being unemployable unless and until they pass inspection, resulting in a loss of revenues from such vessel for that period and a corresponding decrease in earnings, which may be material.

     The hull and machinery of every commercial vessel must be approved by a classification society authorized by its country of registry, as well as being subject to inspection by shipping regulatory bodies such as Transport Canada and the U.S. Coast Guard. The classification society certifies that a vessel is safe and seaworthy in accordance with the applicable rules and regulations of the country of registry of the vessel and the United Nations Safety of Life at Sea Convention.

     A vessel must undergo Annual Surveys, Intermediate Surveys, and Special Surveys by its classification society, as well as periodic inspections by shipping regulators. In lieu of a Special Survey, a vessel's machinery may be on a continuous survey cycle, under which the machinery would be surveyed periodically over a five-year period. The Company's vessels are on Special Survey cycles for hull inspection and continuous survey cycles for machinery inspection. Every vessel is also required to be dry-docked every five years for inspection of the underwater parts of such vessel.

     Due to the age of several of the vessels, the repairs and remediation required in connection with such classification society surveys and other inspections may be extensive and require significant expenditures. Additionally, until such time as certain repairs and remediation required in connection with such surveys and inspections are completed (or if any vessel fails such a survey or inspection), the vessel may be unable to trade between ports and, therefore, would be unemployable. Any such loss of the use of a vessel could have an adverse impact on Algoma's revenues, results of operations and liquidity, and any such impact may be material.

     Aging Vessels

     We may be unable to maintain or replace our vessels as they age. The domestic dry-bulk vessels that will begin the 2026 navigation season have an average age of approximately 22 years. The expense of maintaining, repairing and upgrading vessels typically increases with age, and after a period of time the cost necessary to satisfy required marine certification standards may not be economically justifiable. There can be no assurance that Algoma will be able to maintain its fleet by extending the economic life of existing vessels, or that our financial resources will be sufficient to enable us to make expenditures necessary for these purposes. In addition, the supply of replacement vessels is very limited and the costs associated with acquiring a newly constructed vessel are high. In the event that the Company were to lose the use of any of its vessels, our financial performance would be adversely affected.

     Insurance Coverage

     Algoma maintains insurance on its fleet for risks commonly insured against by vessel owners and operators, including hull and machinery insurance, war risks insurance and protection and indemnity insurance (which includes environmental damage and pollution insurance). Algoma does not, however, insure the loss of a vessel's income when it is being repaired due to an insured hull and machinery claim due to the cost of this type of insurance. We can give no assurance that the Company will be adequately insured against all risks or that its insurers will pay a particular claim. Even if its insurance coverage is adequate to cover its losses, Algoma may not be able to obtain a replacement vessel on a timely basis in the event of a loss.

     Furthermore, in the future, Algoma may not be able to obtain adequate insurance coverage at reasonable rates for the Company's fleet. Algoma may also be subject to calls, or premiums, in amounts based not only on its own claims record but also the claims record of all other members of the protection and indemnity associations through which Algoma may receive indemnity insurance coverage. Algoma's insurance policies also contain deductibles, limitations and exclusions which, although we believe are standard in the shipping industry, may nevertheless increase its costs.

     Certain insurance coverage maintained by the Company is provided by global insurance associations that operate as mutual insurance companies ("Mutuals"). Under the terms of mutual insurance contracts, the Company could be liable for supplementary calls or premium increases in the future if the claims experienced by the Mutuals exceeded what was expected when initial annual premiums were set. Such supplementary calls, though rare, can be material if they were to occur.

     Marine Disaster

     The operation of marine vessels entails the possibility of marine disasters and similar events that may cause a loss of revenue from affected vessels and may lead to loss of business.

     The operation of vessels entails certain inherent risks that may adversely affect Algoma's business and reputation, including:

   • damage or destruction of a vessel due to marine disaster such as a collision or grounding;

   • the loss of a vessel due to piracy and terrorism;

   • cargo and property losses or damage as a result of the foregoing or less drastic causes such as human error, mechanical failure, low water levels and bad weather;

   • environmental accidents as a result of the foregoing;

   • business interruptions and delivery delays caused by mechanical failure, human error, war, terrorism, political action in various countries, labour strikes or adverse weather conditions; and

   • the impact on marine infrastructure of an incident involving vessels owned by others.

     Any of these circumstances or events could substantially increase costs, such as for example, the costs of replacing a vessel or cleaning up a spill, or lower its revenues by taking vessels out of operation permanently or for extended periods of time. The involvement of the Company's vessels in a disaster or delays in delivery or damages or loss of cargo may harm its reputation as a safe and reliable vessel operator and cause it to lose business. If vessels suffer damage, they may need to be repaired at the Company's cost at a dry-docking facility. The costs of dry-dock repairs are unpredictable and can be substantial. The Company may have to pay repair costs that insurance does not cover. The loss of earnings while these vessels are being repaired and repositioned, as well as the actual cost of these repairs, could decrease its revenues and earnings substantially, particularly if a number of vessels are damaged or repaired at the same time.

     Arrests

     Maritime claimants could arrest Algoma's vessels, which could interrupt its earnings. Crew members, suppliers of goods and services to a vessel, shippers of cargo, and other parties may be entitled to a maritime lien against a vessel for unsatisfied debts, claims or damages against such vessel. In many jurisdictions, a maritime lien holder may enforce its lien by arresting a vessel through foreclosure proceedings. The arrest or attachment of one or more of the Company's vessels could interrupt its earnings and require it to pay large sums to have the arrest lifted.

     Credit Facilities

     Algoma's credit facilities impose operating and financial restrictions that may limit its ability to:

   • incur additional indebtedness;

   • make investments;

   • engage in mergers or acquisitions;

   • pay dividends; and,

   • sell any of the Company's vessels or any other assets outside the ordinary course of business

   Foreign Exchange

   The Company operates internationally and is exposed to risk from changes in foreign currency rates. The foreign currency exchange risk to the Company results primarily from changes in exchange rates between the Canadian dollar, which is the Company's reporting currency, and the U.S. dollar. The Company's exchange risk on earnings of foreign subsidiaries is diminished due to both cash inflows and outflows being denominated in the same currency.

   From time to time, the Company has significant commitments due for payment in U.S. dollars and Euro. The Company mitigates the risk associated with the U.S. dollar and Euro payments principally through utilizing cash or foreign exchange forward contracts as a hedge on purchase commitments required under ship building contracts with foreign shipbuilders.

   Credit Risk

   Credit risk arises from the potential that a counter-party will fail to perform its obligations. The Company is exposed to credit risk from its customers. The Company believes that the credit risk for accounts receivable is limited due to the tight credit terms given to customers, minimal bad debts experience and a customer base that consists of relatively few, large industrial concerns in diverse industries.

   Employee Future Benefits

   Economic conditions may prevent the Company from realizing sufficient investment returns to fund the defined benefit pension plans at existing levels. Any increase in the regulatory funding requirements for the Company's defined benefit pension plans, although a use of resources, is not expected to have a material impact on its cash flows. Effective January 1, 2010, the Company closed its defined benefit plans to new members and adopted defined contribution plans for all new employees.

   Judicial and Other Proceedings

   From time to time, the Company is a party to judicial, arbitration, or similar proceedings either as claimant or as respondent. Although the Company will take any actions it deems necessary to represent its interests in these proceedings, the ultimate outcomes of such proceedings are outside of the control of the Company. The realizable value of any assets and the exposure to liabilities associated with such proceedings may be different than the carrying value of those assets or liabilities on the financial statements of the Company.

3. ‌SELECTED CONSOLIDATED FINANCIAL INFORMATION‌

   The table below provides summarized consolidated financial data for the last three years:

   Favourable/(Unfavourable)

   For the years ended December 31	2025	2024	2023	2025 vs 2024	2024 vs 2023
   Reported revenue	$ 761,056	$ 703,444	$ 721,220	$ 57,612	$ (17,776)
   Freight revenue(1)	923,636	848,965	860,730	74,671	(11,765)
   Operating earnings	80,198	75,145	74,532	5,053	613
   Net earnings	143,025	91,638	82,870	51,387	8,768
   Basic earnings per share	3.53	2.29	2.15	1.24	0.14
   Diluted earnings per share	3.53	2.29	2.00	1.24	0.29
   EBITDA(2)	230,987	200,494	186,042	30,493	14,452
   Free Cash Flow(2)	92,918	77,097	66,067	15,821	11,030
   Dividends declared per share	0.80	0.76	0.72	0.04	0.04
   Return on Equity (ROE)(3)	14.99 %	10.92 %	11.02 %	4.07 %	(0.10)%
   As at December 31
   Common shares outstanding	40,567,816	40,567,816	38,649,996	-		1,917,820
   Total assets	$ 1,770,704	$ 1,523,953	$ 1,344,156	$ 246,751 $		179,797
   Total long-term financial liabilities	$ 418,943	$ 334,084	$ 377,021	$ (84,859) $		42,937

   1. Freight revenue from each segment includes our proportionate share of freight revenue from our respective joint ventures and excludes revenue from non-marine activities of the Company.

   2. See the section entitled 'Select Financial and Operational Highlights' within the 2025 Management's Discussion & Analysis filed on SEDAR+.

   3. Return on equity is a profitability measure that presents the net earnings as a percent of average shareholders' equity.

      Revenues

      Revenue by business segment for the last three years were as follows:

      Favourable/(Unfavourable)

      For the years ended December 31	2025	2024	2023	2025 vs 2024 2024	vs 2023
      Reported Revenue	$ 761,056	$ 703,444	$ 721,220	$ 57,612 $	(17,776)
      Freight revenue(1) Domestic Dry-Bulk	$ 403,989	$ 374,100	$ 407,083	$ 29,889 $	(32,983)
      Product Tankers	231,587	160,284	132,166	71,303	28,118
      Ocean Self-Unloaders	179,602	180,385	182,468	(783)	(2,083)
      Global Short Sea Shipping	108,458	134,196	139,013	(25,738)	(4,817)
      Total freight revenue	$ 923,636	$ 848,965	$ 860,730	$ 74,671 $	(11,765)

      1. Freight revenue from each segment includes our proportionate share of freight revenue from our respective joint ventures and excludes revenue from non-marine activities of the Company.

      The financial information above is prepared in accordance with IFRS Accounting Standards. There are no significant factors affecting the comparability of financial data between 2023, 2024, and 2025. Further discussion of the operating results for fiscal 2025 can be found in the Management's Discussion and Analysis for the years ended December 31, 2025, 2024, and 2023 available at https://www.algonet.com/investor-relations.

      Dividends

      The declaration of future dividends is subject to the discretion of the Board of Directors after consideration of earnings available for dividends, financial requirements and other conditions prevailing from time to time. The Company's debt agreements contain formulas that could serve to limit the amount of regular dividends that can be paid in certain circumstances. None of these circumstances exists at the present time.

      Declared Date	Record Date	Payment Date	Dividend Per Share	Dividend Type
      January 29, 2026	February 13, 2026	March 2, 2026	$0.2100	Eligible
      November 3, 2025	November 17, 2025	December 1, 2025	$0.2000	Eligible
      August 5, 2025	August 19, 2025	September 2, 2025	$0.2000	Eligible
      May 2, 2025	May 16, 2025	June 2, 2025	$0.2000	Eligible
      January 9, 2025	February 14, 2025	March 3, 2025	$0.2000	Eligible
      November 1, 2024	November 18, 2024	December 2, 2024	$0.1900	Eligible
      August 1, 2024	August 20, 2024	September 3, 2024	$0.1900	Eligible
      May 1, 2024	May 17, 2024	June 3, 2024	$0.1900	Eligible
      January 11, 2024	February 16, 2024	March 1, 2024	$0.1900	Eligible
      November 3, 2023	November 17, 2023	December 1, 2023	$0.1800	Eligible
      August 3, 2023	August 18, 2023	September 1, 2023	$0.1800	Eligible
      May 3, 2023	May 18, 2023	June 1, 2023	$0.1800	Eligible
      January 12, 2023	February 15, 2023	March 1, 2023	$0.1800	Eligible
      December 14, 2022	January 4, 2023	January 18, 2023	$1.3500	Eligible

4. ‌MANAGEMENT'S DISCUSSION AND ANALYSIS‌

   The Company's 2025 Management's Discussion and Analysis is available at https://www.algonet.com/investor-relations and https://www.sedarplus.ca.

5. ‌MARKET FOR SECURITIES‌

   Stock Market Highlights

   Common Shares

   The common shares of the Company are listed on The Toronto Stock Exchange ("TSX") under the symbol of ALC. The price ranges and volume of common shares of the Company traded on the TSX on a monthly basis for 2025 were as follows:

   Month	High	Low	Number of Trades	Volume Traded (000's)	Value Traded (000's)
   January	$15.03	$14.26	565	117	$ 1,714
   February	$15.50	$14.60	684	164	$ 2,468
   March	$15.38	$14.42	927	200	$ 2,992
   April	$15.53	$14.07	814	180	$ 2,690
   May	$16.45	$15.20	710	166	$ 2,613
   June	$16.34	$15.80	571	125	$ 2,007
   July	$16.50	$15.82	605	148	$ 2,408
   August	$17.50	$15.99	1,005	218	$ 3,680
   September	$17.75	$16.31	825	190	$ 3,228
   October	$18.29	$16.52	837	192	$ 3,356
   November	$18.84	$17.50	736	135	$ 2,454
   December	$19.58	$18.31	700	119	$ 2,274

6. ‌DEBT‌

The Company's bank credit facility (the "Facility") comprises a Canadian $125 million (2024 - $125 million) and a U.S. $111.5 million (2024 - $75 million) senior secured revolving bank credit. The Facility bears interest at rates that are based on the Company's ratio of net senior debt, as defined, to earnings before interest, taxes, depreciation and amortization and ranges from 170 to 325 basis points above adjusted SOFR, CORRA, or EURIBOR rates. The Company has granted a general security agreement in favour of the senior secured lenders and has granted specific collateral mortgages covering the majority of its wholly owned vessels. As at December 31, 2025, $117,412 had been withdrawn from the Facility. In addition, the Company maintains an accordion feature that provides for increased borrowings by up to an additional $100 million Canadian. The accordion remains fully available as at December 31, 2025. Under the terms of the Facility, the Company is subject to certain covenants, including ones with respect to maintaining defined financial ratios and other conditions.

The Company's long-term debt consists of senior secured notes payable (the "Notes") issued in 2020. These credit facilities include $340 million (all amounts in Canadian dollar equivalent) raised in private placements to Canadian and U.S. insurance companies. The Notes, which have been issued in both U.S. and Canadian dollar tranches, have terms between 7 and 15 years and bear interest rates ranging from 3.37% to 4.01% per annum, resulting in an overall effective rate at closing of 3.80%. As at December 31, 2025, the weighted average term to maturity is 7 years.

The senior debt is subject to financial covenants, secured by mortgages on the majority of the Company's wholly owned vessels and supported by guarantees from its main operating subsidiaries.

Additional term financing was also secured in 2025 against specific property and vessel assets and is subject to customary terms and conditions.

Authorized share capital consists of an unlimited number of common and preferred shares with no par value. In 2025 the Company renewed its normal course issuer bid with the intention to purchase common shares for cancellation.

Common Shares

A holder of common shares is entitled to one vote per share at meetings of shareholders, to receive dividends, if any, as and when declared by the board, and to receive pro rata the remaining property and assets of Algoma Central Corporation upon its dissolution or winding-up, subject to the rights of shares having priority over the common shares. The Company had 40,567,816 common shares outstanding as at December 31, 2025.

Preferred Shares

At December 31, 2025 and 2024 there were no preferred shares issued and outstanding.

Normal Course Issuer Bid

Effective March 21, 2025, the Company renewed its normal course issuer bid (the "2025 NCIB") to purchase up to 2,028,391 of its common shares ("Shares"), representing approximately 5% of the 40,567,816 Shares issued and outstanding as of the close of business on March 7, 2025.

Under the 2025 NCIB, the Company may purchase up to 2,063 Shares per day, representing 25% of the average daily trading volume for the previous six months. The Company may buy back Shares anytime during the twelve-month period beginning on March 21, 2025 and ending on March 20, 2026. The stated capital of $1.41 per share equals the approximate paid-up capital amount of the Shares for purposes of the Income Tax Act.

Under the 2025 NCIB, or the previous year NCIB, no Shares were purchased and cancelled for the years ended December 31, 2025 or 2024. The Company intends to renew its normal course issuer bid upon receipt of the required approvals from regulatory authorities.

For more information regarding the capital structure of the Company please see the consolidated financial statements in the 2025 Annual Report, available online at https://www.algonet.com/investor-relations or on SEDAR+ at https://www.sedarplus.ca.

1. ‌DIRECTORS AND EXECUTIVE OFFICERS‌

   The following are the names and municipalities of residence of the directors and executive officers of the Company, their positions and principal occupations within the past five years and the period during which each director has served as director of the Company. The bylaws of the Company provide that all of the directors hold office until the next annual meeting of shareholders or until their respective successor is elected.

   Directors Mats Berglund, Gothenburg, Sweden

   During the last five years, Mr. Berglund has been an Independent Director of Ardmore Shipping and Chief Executive Officer and Director of Pacific Basin. He has served as a director of the Company since 2023.

   Trinity O. Jackman, Toronto, Ontario

   During the last five years, Ms. Jackman has been an Instructor in the History Department at York University and a Curatorial Consultant to the Royal Ontario Museum. She has served as a director of the Company since 2021.

   Richard B. Carty, Toronto, Ontario

   During the last five years, Mr. Carty has been Vice-President, General Counsel and Corporate Secretary of E-L Financial Corporation Limited, an investment and insurance holding company. He has served as a director of the Company since 2010.

   Mark McQueen, Toronto, Ontario

   During the last five years, Mr. McQueen has been President and Executive Managing Director, Innovation Banking at CIBC, a Canadian chartered bank and President and Chief Executive Officer of Wellington Financial LP which was acquired by CIBC in 2018. He has served as a director of the Company since 2015.

   Jens Grønning, Gentofte,Denmark

   During the last five years, Mr. Grønning has been a partner in Otto Danielson, a boutique asset management firm and Chief Executive Officer of Navig8 Chemical Tankers and Executive Director of Navquim B.V.. He has served as a director of the Company since 2023.

   Clive P. Rowe, Delray Beach, Florida

   During the last five years, Mr. Rowe has been a corporate director and consultant. He has served as a director of the Company since 1999.

   E. M. Blake Hutcheson, Toronto, Ontario

   During the last five years, Mr. Hutcheson has been President and Chief Executive Officer of OMERS, a public sector pension fund, and President and Chief Executive Officer of Oxford Properties Group, a wholly owned subsidiary of OMERS. He has served as a director of the Company since 2003.

   Gregg Ruhl, Amherst, New York

   During the last five years, Mr. Ruhl has been President and Chief Executive Officer at Algoma Central Corporation. He has served as a director of the Company since 2023.

   Duncan N. R. Jackman, Toronto, Ontario

   During the last five years, Mr. Jackman has been Chairman, President and Chief Executive Officer of E-L Financial Corporation Limited, an investment and insurance holding company. He has served as a director of the Company since 1997.

   Eric Stevenson, Toronto, Ontario

   During the last five years, Mr. Stevenson has been a Director of Perseverance Marine Holdings, an international shipping investment firm, and a principal of Alliance Tanker Management. He has served as a director of the Company since 2013.

   Shareholdings of Directors and Executive Officers

   The directors and executive officers of the Company as a group beneficially own, directly or indirectly, or exercise control or direction 132,243 or 0.33% of the common shares of the Company.

   Executive Officers Duncan N. R. Jackman, Toronto, Ontario

   Chairman

   During the last five years, Mr. Jackman has been Chairman of the Board at Algoma Central Corporation.

   J. Wesley Newton, St. Catharines, Ontario

   Executive Vice-President, Strategy and Business Development

   During the last five years, Mr. Newton has been Executive Vice-President, Strategy and Business Development and Senior Vice-President, Corporate Development and General Counsel at Algoma Central Corporation.

   Gregg Ruhl, Amherst, New York

   President and Chief Executive Officer

   During the last five years, Mr. Ruhl has been President and Chief Executive Officer at Algoma Central Corporation.

   Jeffrey DeRosario, Fonthill, Ontario

   Senior Vice-President, Commercial

   During the last five years Mr. DeRosario has been Senior Vice-President, Commercial and Vice-President, Commercial at Algoma Central Corporation.

   Christopher Lazarz, Niagara Falls, Ontario

   Chief Financial Officer

   During the last five years Mr. Lazarz has been Chief Financial Officer and Vice-President, Corporate Finance at Algoma Central Corporation.

   Committees of the Board of Directors

   Executive Committee

   The members of the Executive Committee are Duncan N. R. Jackman, Clive P. Rowe, and Gregg A. Ruhl. Audit Committee

   The Company is required to have an Audit Committee of the Board of Directors. The members of the Audit Committee are Clive P. Rowe (Chair), Richard B, Carty, E.M. Blake Hutcheson, and Mark McQueen. Please refer to section 14 of this Annual Information Form for additional information on the Audit Committee.

   Corporate Governance Committee

   The members of the Corporate Governance Committee are Richard B. Carty (Chair), Clive P. Rowe, Duncan N. R. Jackman, Trinity O. Jackman, and Eric Stevenson.

   Environmental Health and Safety Committee

   The members of the Environmental Health and Safety Committee are Eric Stevenson (Chair), Mats Berglund, Richard B. Carty, Jens Grønning, Trinity O. Jackman, and E. M. Blake Hutcheson.

   Investment Committee

   The members of the Investment Committee are Clive P. Rowe (Chair), Mats Berglund, Jens Grønning, Duncan N.R. Jackman, Trinity Jackman, and Eric Stevenson.

2. ‌LEGAL PROCEEDINGS‌

   There are no legal proceedings involving a material amount outstanding against the Company. For information on contingencies, please refer to Note 27 of the consolidated financial statements.

3. ‌TRANSFER AGENT AND REGISTRAR‌

   TSX Trust is the registrar and transfer agent for the common shares of the Company. TSX Trust keeps the Register of Holders and the Register of Transfers for the common shares at its principal stock transfer office in the City of Toronto.

4. ‌INTERESTS OF EXPERTS‌

   Deloitte LLP is the auditor of the Company and is independent of the Company within the meaning of the CPA Code of Rules of Professional Conduct of the Chartered Professional Accountants of Ontario.

5. ‌AUDIT COMMITTEE‌

Mandate of the Audit Committee

The purpose of the Audit Committee is to augment and improve financial disclosure by the Company and to monitor compliance by the Company with all applicable legal requirements in this connection.

In fulfilling this role, the Committee reviews quarterly and annual financial statements prior to Board approval. As part of this process, the Committee reviews all financial statements to satisfy itself with the fairness and consistency of the accounting practices used in creating the statements, ensures that the Company's financial statements comply with International Financial Reporting Standards and presents the approved financial statements to the Board for final approval. The Committee is also required to review all news releases containing financial information prior to their release.

The Committee also has responsibility for ensuring the integrity of the external audit process. The Committee is mandated to act as an independent liaison between external auditors and the Company. Additionally, the Committee is to ensure that its auditors are independent and ultimately accountable to the Committee and the Board as representatives of the shareholders. Similarly, the Committee is expected to monitor external audits to ensure sufficient managerial independence and reporting.

The Committee is also responsible for administering the policy regarding employee complaints on accounting and auditing matters. This process allows for confidential employee submissions concerning any accounting or auditing matters.

Composition of the Audit Committee

The Audit Committee is to be composed of independent directors. The Chair of this Committee must have significant accounting or related financial experience and should not hold more than 20% of the Company's issued and outstanding shares.

Each member of the Audit Committee is financially literate and independent. According to Multilateral Instrument 52-110 - Audit Committees ("MI 52-110"), an individual is financially literate if he or she has the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can reasonably be expected to be raised by the Company's financial statements. According to MI 52-110, a member of an audit committee is independent if the member has no direct or indirect material relationship with the Company.

Relevant Education and Experience

The education and experience of each Audit Committee member that is relevant to the performance of his responsibilities as an Audit Committee member is described below:

Clive P. Rowe, Chairman Mr. Rowe is a corporate director and serves as Chairman of Monument Re Group, a Bermuda-based life reinsurance company. He previously served as Managing Partner of a New York-based investment fund. Mr. Rowe holds a Bachelor of Arts in Political Science and an MBA from Harvard Business School.

Richard B. Carty Mr. Carty has a Bachelor of Commerce (Honours) Degree from Queen's University, a Bachelor of Law Degree from the University of Victoria and an MBA from Imperial College (London, U.K.). Mr. Carty has many years of experience working with audit committees and exposure to financial and accounting issues of reporting issuers, a life insurance company and a mutual fund corporation.

E. M. Blake Hutcheson Mr. Hutcheson has over 30 years of experience in the real estate services, investment, and finance business. He is currently President and CEO of OMERS effective June 1st, 2020. Prior to that, he was President and Chief Pension Officer of OMERS and President and Chief Executive for Oxford Properties Group, a wholly owned subsidiary of OMERS. In these roles, he has dealt with multiple complex accounting issues, several years of audits, statement preparations and has a strong working knowledge of financial reporting, tax, internal controls and accounting practices.

Mark McQueen Mr. McQueen has worked in the financial services industry since 1993. Mr.

McQueen is currently a business executive. Prior to that he was President and Executive Managing Director, Innovation Banking at CIBC. Prior to that he led Wellington Financial LP's growth from its inception as a $7 million fund in 2000 to its current $600 million investment program.

Pre-Approval Policies and Procedures

The Audit Committee has a process for approval of all audit and non-audit services to be provided by its current external auditor.

The process for the audit services requires that an annual client services plan be provided to and pre-approved by the Audit Committee prior to the commencement of services by the auditor.

All requests for non-audit services must be submitted in writing and must provide adequate details as to the particular services to be provided by the external auditor. The Audit Committee must be informed about each non-audit service provided and may not delegate its approval authority to management. Services may be approved by the Chairman of the Audit Committee for non-audit services up to $25,000 and the Chairman of the Audit Committee advises the Audit Committee of any such pre-approved services at its next meeting.

Additional information, including directors' and officers' remuneration and indebtedness, principal holders of the Company's securities, options to purchase securities, and interests of insiders in material transactions, where applicable, is contained in the Company's Management Information Circular. Additional financial information is provided in the Company's comparative financial statements for its most recently completed financial year.

Requests for additional information should be directed to:

Chief Financial Officer, Algoma Central Corporation

63 Church Street, Suite 600, St. Catharines, Ontario, L2R 3C4 E-mail: Investorrelations@algonet.com

Additional information relating to the Company is available at https://www.algonet.com and with SEDAR+ at https://www.sedarplus.ca.

ALGOMA CENTRAL CORPORATION

63 Church Street, Suite 600, St. Catharines, Ontario L2R 3C4 (905) 687-7888

https://www.algonet.com