14:59:14 EDT Sat 10 Jun 2023
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American Aires receives cease trade order revocation

2023-03-13 11:25 ET - News Release

Mr. Josh Bruni reports


American Aires Inc. has been successful in its application to the Ontario Securities Commission, Alberta Securities Commission and British Columbia Securities Commission to revoke the failure-to-file cease trade order (CTO) issued by the Ontario Securities Commission on May 6, 2022.

The CTO was issued as a result of the company's delay to file its audited annual financial statements, management's discussion and analysis, and certificates of the chief executive officer and chief financial officer for the year ended Dec. 31, 2021 (collectively, the annual continuous disclosure documents), which were due to be filed on May 2, 2022. The company experienced delays associated with the completion of its annual audit due to difficulties in obtaining third party shipping data from some of the company's fulfillment centres.

Subsequent to the issuance of the CTO, delays with the audit continued and the company failed to file the interim financial statements, management's discussion and analysis, and certificates of the chief executive officer and chief financial officer for the periods ended March 31, 2022, June 30, 2022, and Sept. 30, 2022, respectively, which were due to be filed on May 30, 2022, Aug. 29, 2022, and Nov. 29, 2022, respectively (collectively, the interim continuous disclosure documents and, together with the annual continuous disclosure documents, the continuous disclosure documents).

The company has remedied these defaults by filing the continuous disclosure documents and the CTO was revoked by the commissions on March 10, 2023. In the absence of the company's filing of a management information circular, it has filed a Form 52-110F2 -- Audit Committee Disclosure, as required by National Instrument 52-110, Form 51-102F6V -- Statement Of Executive Compensation, as required by National Instrument 51-102, and Form 58-101F2 -- Corporate Governance Disclosure, as required by National Instrument 58-101, on SEDAR.

Additionally, as a condition to revoke the cease trade order, the company provided an undertaking to the Ontario Securities Commission that: (i) it will hold an annual meeting of shareholders within three months after the date on which the cease trade order is revoked; and (ii) that it will not complete a restructuring transaction, significant acquisition or reverse takeover of a business not located in Canada unless the company first receives a receipt for a final prospectus in respect of such business.

About American Aires Inc.

American Aires Inc. is a Canadian-based nanotechnology company which has developed proprietary silicon-based microprocessors that reduce the harmful effects of electromagnetic radiation (EMR). The technology was developed by a team of highly accredited scientists and confirmed by independent third party validation, including peer-reviewed studies and publications in scientific journals. American Aires's Lifetune products specifically target EMR emitted by consumer electronic devices, such as cellphones, computers, baby monitors and Wi-Fi radiation, including the rapidly expanding next-generation high-speed 5G networks.

We seek Safe Harbor.

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