Mr. John Bonner reports

AXION VENTURES COMPLETES CROSS AND PRIVATE PLACEMENT

Axion Ventures Inc. has completed a cross distribution and private placement previously announced on Feb. 22, 2019, pursuant to which Cern One Ltd., a control person of Axion Ventures, has sold 5.75 million common shares at a price of $1 per share over the facilities of the TSX Venture Exchange and used 100 per cent of the proceeds to acquire the same number of common shares from the company at the same price per share.

PI Financial Corp. provided capital markets advisory services to the company in connection with the cross; and a syndicate of agents, led by PI Financial and including Haywood Securities Inc., Beacon Securities Limited, Eight Capital and Macquarie Capital Markets Canada Ltd., provided customary agency services to the company in connection with the private placement. The company paid the agents a cash commission equal to 6 per cent of the aggregate proceeds of the private placement, and no fees were paid by either Cern One or the company in connection with the cross.

The company intends to use the net proceeds of the private placement for the development and continued commercial expansion of the company's flagship game, Rising Fire; development and publishing of other titles in its portfolio; and general working capital purposes. The common shares issued pursuant to the private placement are subject to a four-month hold period from the date of closing.

The issuance of common shares to Cern One pursuant to the private placement is considered to be a related party transaction subject to TSX-V Policy 5.9 and Multilateral Instrument 61-101. Cern One intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of Multilateral Instrument 61-101 on the basis that participation in the private placement by Cern One will not exceed 25 per cent of the fair market value of Axion Ventures' market capitalization. The private placement has been approved by the board of directors of the company.

The private placement is subject to final approval of the TSX-V.

About Axion Ventures Inc.

Axion Ventures is an investment issuer with majority ownership in Axion Games, an on-line video game development and publishing company headquartered in Shanghai, China, as well as in True Axion Interactive Ltd., its video game development company headquartered in Bangkok, Thailand, co-founded with True Corp. Axion Ventures also maintains holdings in other innovative technology companies.

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