Mr. Josh Bruni reports

AMERICAN AIRES INC. ANNOUNCES UPDATES ON ANNUAL FILINGS, LITIGATION AND LISTING MATTERS, CEASE TRADE ORDER, AND 2024 FINANCIAL STATEMENTS

Further to the news releases dated April 7, 2026, and April 17, 2026, American Aires Inc. will not file its audited annual financial statements for the fiscal year ended Dec. 31, 2025, together with the related management's discussion and analysis and chief executive officer and chief financial officer certifications, because the audited financial statements have not been completed following the resignation of the company's former auditor, AGT Partners LLP, on April 6, 2026. Accordingly, the company has received a cease trade order from the Ontario Securities Commission dated May 6, 2026. As a result of the CTO, the trading of the company's common shares on the Canadian Securities Exchange has been suspended, and shareholders will be prohibited from trading in the company's securities. In addition, the OTC Markets Group has informed the company that the company's stock will be moved from the OTCQB market to the OTC Pink market and will trade under AAIRF.

Following AGT's resignation, the company's ability to complete the audit has been constrained by the company's very tight liquidity, which over the past number of quarters has been primarily focused on its business operations and pursuing legal proceedings against certain former officers and related parties in connection with alleged misconduct and related matters. In addition and as a result of its previously disclosed liquidity constraints, the company is currently facing demand letters from several suppliers. The company is working to resolve and settle these matters with its long-time partners. As a result of the foregoing, the company's ability to effect the audit remained constrained and it requires additional time to complete its year-end financial reporting and audit processes.

As disclosed in the company's news release dated April 17, 2026, the company is evaluating its liquidity constraints and continues to implement cash management and operational efficiency measures while evaluating longer-term solutions. The board of directors, together with the company's legal and financial advisers, is actively reviewing strategic alternatives intended to strengthen the company's financial position and support future operations.

The company will issue further updates by news release as appropriate and intends to file the outstanding documents promptly once they are available. The company confirms that, other than the matters disclosed in this news release, there is no material information concerning the affairs of the company that has not been generally disclosed.

The company's obligation to disclose material changes continues even while the CTO is in effect, and the company intends to comply with all applicable default reporting requirements under National Policy 12-203, including the issuance of default status reports if required, until the default has been remedied and any applicable CTO has been revoked.

In addition, the company has been informed by AGT that the Canadian Public Accountability Board has concluded its inspection of AGT's audit file and associated April 25, 2025, auditor's report for the company's Dec. 31, 2024, financial statements. The CPAB concluded that there were issues with the AGT report related to the company's non-compliance with U.S. sales tax laws and that the AGT report should no longer be relied upon. AGT has informed the company that, notwithstanding its different perspective on CPAB's findings, it is prepared to respect them. AGT believes that it may be possible to remediate the matters identified by CPAB and issue an amended auditor's report if it can obtain additional audit evidence from the company. The company is working with AGT so that it may issue an amended auditor's report, but, until such report is filed, the 2024 financial statements should not be relied upon by investors.

We seek Safe Harbor.