Mr. Matthew Davis reports

THREED CAPITAL INC. ISSUES EARLY WARNING REPORT IN CONNECTION WITH THE DISPOSITION OF SECURITIES OF AI/ML INNOVATIONS INC.

Through a series of transactions ending in recent weeks, ThreeD Capital Inc.'s Sheldon Inwentash (the joint actor) disposed of ownership and control of an aggregate 385,000 common shares of AI-ML Innovations Inc. The subject shares represented approximately 0.13 per cent of all issued and outstanding common shares of AI-ML at the time of the dispositions. As a result of the dispositions, the percentage ownership of the company held by ThreeD and the joint actor decreased by greater than 2 per cent on a partially diluted basis since the last early warning report filed.

Immediately prior to the dispositions, ThreeD and the joint actor owned and controlled an aggregate of 48,744,200 common shares, 48,555,000 common share purchase warrants of the company that are exercisable within the ensuing 60 days, and convertible debentures entitling the holder thereof to acquire 15 million common shares and 15 million common share purchase warrants. The holdings of ThreeD and the joint actor represent approximately 16.7 per cent of all issued and outstanding common shares of AI-ML (or approximately 34.4 per cent on a partially diluted basis, assuming exercise of such existing warrants and convertible debentures held). Of this total: (i) ThreeD held an aggregate of 27,899,200 common shares, 21.5 million existing warrants, and convertible debentures entitling ThreeD to acquire 10 million common shares and 10 million common share purchase warrants, representing approximately 9.6 per cent of the issued and outstanding common shares of AI-ML (or approximately 20.9 per cent on a partially diluted basis, assuming exercise of the existing warrants and convertible debentures held); and (ii) the joint actor held an aggregate of 20,845,000 common shares, 27,055,000 existing warrants, and convertible debentures entitling the joint actor to acquire five million common shares and five million common share purchase warrants, representing approximately 7.2 per cent of the issued and outstanding common shares of AI-ML (or approximately 17.6 per cent on a partially diluted basis, assuming exercise of the existing warrants and convertible debentures held).

Immediately following the dispositions, ThreeD and the joint actor own and control an aggregate of 48,359,200 common shares, 48,555,000 existing warrants, and convertible debentures entitling the holder thereof to acquire 15 million common shares and 15 million common share purchase warrants. The holdings of ThreeD and the joint actor represent approximately 16.6 per cent of all issued and outstanding common shares of AI-ML (or approximately 34.3 per cent on a partially diluted basis, assuming exercise of existing warrants and the convertible debentures held). Of this total: (i) ThreeD held an aggregate of 27,899,200 common shares, 21.5 million existing warrants, and convertible debentures entitling ThreeD to acquire 10 million common shares and 10 million common share purchase warrants, representing approximately 9.6 per cent of the issued and outstanding common shares of AI-ML (or approximately 20.9 per cent on a partially diluted basis assuming the exercise of the existing warrants and convertible debentures held); and (ii) the joint actor held an aggregate of 20.46 million common shares, 27,055,000 existing warrants, and convertible debentures entitling the joint actor to acquire five million common shares and five million common share purchase warrants, representing approximately 7.0 per cent of the issued and outstanding common shares of AI-ML (or approximately 17.5 per cent on a partially diluted basis, assuming exercise of the existing warrants and convertible debentures held).

The dispositions took place through the facilities of the Canadian Securities Exchange. The holdings of securities of the company by ThreeD and the joint actor are managed for investment purposes. ThreeD and the joint actor may from time to time acquire additional securities of the company, dispose of some or all of the existing or additional securities they hold or will hold, or continue to hold their current position.

The subject shares were sold for total consideration of $17,477, or approximately 4.5 cents per subject share.

About ThreeD Capital Inc.

ThreeD is a publicly traded Canadian-based venture capital firm focused on opportunistic investments in companies in the junior resource and disruptive technology sectors. ThreeD's investment strategy is to invest in multiple private and public companies across a variety of sectors globally. ThreeD seeks to invest in early-stage, promising companies where it may be the lead investor and can additionally provide investees with advisory services and access to the company's ecosystem.