Mr. Josh Bruni reports

AMERICAN AIRES ANNOUNCES CLOSING OF CONVERTIBLE DEBENTURE OFFERING

American Aires Inc. has completed a second and final tranche of its previously announced non-brokered private placement of convertible debenture units at a price of $1,000 per unit for gross proceeds of $717,000 through the issuance of 717 units, and paid finder's fees of $11,100.

Including the initial tranche, the company raised gross proceeds of $1,042,000 through the issuance of 1,042 units. All securities issued pursuant to the offering are subject to a four-month hold period from the date of issue. Proceeds from the offering will be used by the company for working capital purposes and to further the business objectives of the company.

Each unit consists of (i) one $1,000 principal amount secured convertible debenture of the company, and (ii) 2,000 (20,000 pre-10:1 consolidation on Sept. 18, 2023) common share purchase warrants. The debentures bear interest at a rate of 12 per cent per annum, payable semi-annually in arrears on the last day of June and December in each year, and mature on June 30, 2025. The debentures are convertible into common shares in the capital of the company at the market price of the common shares at the time of conversion, subject to the approval of the Canadian Securities Exchange in the event such price is below five cents, determined by the most recent closing price of the common shares on the day of conversion, at the option of the holder at any time prior to the close of business on the earlier of: (i) the last business day immediately preceding the maturity date, and (ii) the date fixed for redemption. Each warrant entitles the holder thereof to acquire one common share at an exercise price of 50 cents (five cents pre-10:1 consolidation on Sept. 18, 2023) until June 30, 2025. In addition, the debentures are secured by all of the assets of the company.

About American Aires Inc.

American Aires is a Canadian-based nanotechnology company committed to enhancing well-being and environmental safety through science-led innovation, education and advocacy. The company has developed proprietary silicon-based microprocessors that reduce the harmful effects of electromagnetic radiation (EMR). Aires's Lifetune products target EMR emitted by consumer electronic devices such as cellphones, computers, baby monitors and Wi-Fi, including the more powerful and rapidly expanding high-speed 5G networks.

We seek Safe Harbor.