Mr. Josh Bruni reports

AMERICAN AIRES PROVIDES UPDATE ON LIQUIDITY POSITION, STRATEGIC REVIEW AND ONGOING LITIGATION

American Aires Inc. has issued this update regarding its liquidity position, its continuing strategic review and its previously disclosed litigation.

As previously disclosed, the company is pursuing legal proceedings against certain former officers and related parties in connection with alleged misconduct and related matters. The litigation is continuing, and the company continues to actively pursue its claims.

As disclosed in the company's prior press release, the company's former auditor resigned from its engagement. As a result of that resignation and the continuing matters described herein, the company does not currently expect to be in a position to complete its audit for the year ended Dec. 31, 2025, within the prescribed time frame. The company is actively engaged in efforts to appoint a successor auditor; however, there can be no assurance as to the timing of such appointment or the completion of the audit.

The company continues to operate in an environment of constrained liquidity and limited near-term visibility, which presents continuing operational challenges, including with respect to supply chain planning and inventory availability. In connection with previously disclosed matters, the company has implemented transition and contingency measures that, together with these conditions, have from time to time affected its ability to fully meet customer demand. While the company continues to operate its business, certain supply and operational arrangements remain subject to transition and execution risk.

The company believes the matters underlying the litigation have adversely affected its business operations. In particular, the company continues to experience supply chain challenges, including constraints on inventory availability, which have impacted its ability to meet customer demand.

Over recent months, the combination of supply chain constraints, reduced revenues and continued operating costs has placed additional pressure on the company's liquidity. During this time, management has devoted significant resources to stabilizing operations, addressing legacy matters and pursuing legal remedies. These circumstances, together with the resignation of the company's former auditor, have further constrained management's ability to finalize the company's audited financial statements for the fiscal year ended Dec. 31, 2025.

The company 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. These alternatives may include potential financing transactions, strategic partnerships or the disposition of certain assets. The strategic review remains in progress.

The company continues to advance the litigation and intends to seek appropriate remedies. While management believes the company's claims are well founded, there can be no assurance as to the timing or outcome of the litigation, or whether any recovery will be realized.

There can be no assurance that the company's strategic review will result in a particular transaction or outcome or that any strategic alternative will be implemented. The company intends to provide further updates as appropriate and in accordance with its continuous disclosure obligations.

We seek Safe Harbor.