Mr. Josh Bruni reports

AMERICAN AIRES ANNOUNCES LETTER OF INTENT FOR PROPOSED SALE OF ASSETS

American Aires Inc. has entered into a settlement agreement and mutual release with its former officer and director, Dimitry Serov, and Serov Holdings Inc., pursuant to which the parties have agreed to resolve all outstanding disputes between them, including the litigation commenced by the company in the Ontario Superior Court of Justice.

As previously disclosed on Aug. 29, 2025, the company's special committee completed a review of certain conduct by Mr. Serov in his role as an officer and director. The settlement agreement resolves all matters as between the parties arising from that review, the subsequent termination of Mr. Serov's employment and the litigation, on a no-admission basis.

Under the settlement agreement, the parties have agreed to a full and final mutual release of claims and will take all necessary steps to dismiss the litigation with prejudice and without costs.

In connection with the settlement, the company and Mr. Serov entered into a technology assignment agreement, pursuant to which Mr. Serov has irrevocably assigned to the company all of his right, title and interest in and to certain patents, patent applications and related intellectual property associated with the company's products and business, including an issued United States patent and related international applications.

As part of the settlement, an aggregate of 1,777,778 common shares of the company previously issued to Serov Holdings Inc. will be cancelled and returned to treasury. No cash consideration was paid by the company in connection with the settlement agreement or the technology assignment agreement.

The settlement agreement also includes customary confidentiality and non-disparagement provisions, as well as a non-competition covenant in favour of the company covering key jurisdictions in which it operates, subject to customary exceptions.

The settlement agreement and technology assignment agreement resolve the outstanding disputes between the parties and confirm the company's ownership of the assigned intellectual property.

About American Aires Inc.

American Aires is a Canadian-based nanotechnology company in the business of manufacturing and distributing electromagnetic field radiation protection devices in Canada, the United States and around the world. The company's common shares trade on the Canadian Securities Exchange under the symbol WIFI and on the OTCQB Marketplace under the symbol AAIRF.

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