Mr. Josh Bruni reports

AMERICAN AIRES ANNOUNCES $3 MILLION PRIVATE PLACEMENT

Americas Aires Inc. has entered into an agreement with Eight Capital dated May 8, 2024, pursuant to which the Eight Capital has agreed to act as agent, on a best efforts basis, in connection with a private placement of up to 3,158,000 units of the company at a price of 95 cents per unit (the issue price) for gross proceeds of up to $3,000,100.

Each unit will comprise one common share of the company and one common share purchase warrant of the company. Each warrant will entitle the holder thereof to purchase one common share of the company at an exercise price of $1.20 per warrant share for a period of five years following the closing of the offering.

The company has also granted Eight Capital the option to sell up to an additional 810,911 units at the issue price, exercisable in whole or in part at any time up to 48 hours prior to the closing date. If the agent's option is exercised in its entirety, the total gross proceeds to the company from the offering will be $3,770,465 from the sale of 3,968,911 units.

The net proceeds of the offering will be used for marketing, working capital and general corporate purposes.

The offering is expected to close on or about May 16, 2024, or such other date as the company and Eight Capital may agree and is subject to certain conditions including, but not limited to, the receipt of all necessary Canadian Securities Exchange, regulatory and other approvals.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 -- Prospectus Exemptions (NI 45-106), the units will be offered for sale to purchasers resident in Canada, other than Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106. Because the offering is being completed pursuant to the listed issuer financing exemption, the securities issued to Canadian resident subscribers in the offering will not be subject to a hold period pursuant to applicable Canadian securities laws.

The agent will also be entitled to offer the units for sale in jurisdictions outside of Canada provided it is understood that no prospectus filing or comparable obligation arises in such other jurisdiction. All securities not issued pursuant to the listed issuer financing exemption will be subject to a hold period in accordance with applicable Canadian securities law, expiring four months and one day following the closing of the offering.

There is an offering document related to the offering that can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

Upon closing of the offering, the company shall pay to Eight Capital: (i) a cash commission equal to 7 per cent of the aggregate gross proceeds of the offering; and (ii) non-transferrable broker warrants of the company exercisable at any time prior to the date that is 24 months following the closing of the offering to acquire that number of units equal to 7 per cent of the number of units issued under the offering at an exercise price equal to the issue price.

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 a proprietary silicon-based resonator that protect against 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. Aires is listed on the CSE under the ticker WIFI and on the OTCQB under the symbol AAIRF.

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