Aisix Solutions Inc【AISX】株式ニュース

AISIX Solutions Inc. and Re: Drying Equipment Inc. Announce Proposed Reverse Takeover TransactionJune 11, 2026 1:50 PM
NewsfileVancouver, British Columbia--(Newsfile Corp. - June 11, 2026) - AISIX Solutions Inc. (TSXV: AISX) ("AISIX"), a wildfire risk assessment and analytics solutions provider, and Re: Drying Equipment Inc. ("Drying"), a Canadian insurance-focused restoration and property claims services company, are pleased to announce that they have entered into an amalgamation agreement dated June 11, 2026 (the "Amalgamation Agreement") pursuant to which the parties have agreed to complete a business combination involving a "three-cornered" amalgamation of Drying with a wholly-owned subsidiary of AISIX ("AISIX Subco") that will have the effect of AISIX acquiring all of the issued and outstanding common shares of Drying (the "Drying Shares") in exchange for common shares of AISIX, and resulting in the reverse takeover of AISIX by Drying (the "Proposed Transaction"). The Amalgamation Agreement was negotiated at arm's length. The Resulting Issuer (as defined below) expects to list as a Tier 2 Industrial Issuer following completion of the Proposed Transaction. A copy of the Amalgamation Agreement will be made available on AISIX SEDAR+ profile at www.sedarplus.ca. Information Concerning AISIX AISIX is a company existing under the laws of British Columbia, a reporting issuer in Alberta and British Columbia, and listed on the TSX Venture Exchange (the "Exchange"). AISIX is a wildfire risk and data-analytics solutions provider trusted by organizations seeking a more predictive future. Leveraging the advancements of data analytics and risk assessment, AISIX provides auditable, explainable, and defensible assessments to help businesses and communities protect their property, assets, and infrastructure from wildfire-related risks. AISIX currently has 185,750,858 common shares ("AISIX Shares") issued and outstanding. In addition, AISIX has granted incentive stock options to purchase up to an aggregate of 10,100,000 AISIX Shares with exercise prices ranging from $0.05 to $0.065 and expiry dates ranging from July 2026 to September 2030 (the "AISIX Options"), and common share purchase warrants to purchase an aggregate of 38,251,192 AISIX Shares with exercise prices ranging from $0.05 to $0.07 and expiry dates of August 2027 (the "AISIX Warrants"). Other than these AISIX Shares, AISIX Options and AISIX Warrants, no other securities of AISIX are outstanding.Information Concerning DryingDrying is a private company existing under the federal laws of Canada that operates within the property claims and restoration ecosystem. Drying provides 24/7 emergency response, mitigation, contents handling, reconstruction, drying equipment, and restoration support services to insurers, adjusters, property owners, contractors, and commercial clients. Built on hands-on industry experience, preferred vendor relationships, operational discipline, and reliable claim execution, Drying is positioned on a path toward industry leadership, expanded service capacity, and national-scale growth within the insurance restoration market.During the fiscal year ended September 30, 2025, Drying had revenue of $3,160,101 and a net profit before taxes of $485,582. As at September 30, 2025, Drying had total assets of $2,378,491 and long-term liabilities of $1,235,967. The foregoing financial information is unaudited. Financial information for Drying will be provided in the information circular of AISIX to be prepared in connection with the approval of the Proposed Transaction. Information Concerning the Proposed TransactionAISIX and Drying have entered into the Amalgamation Agreement setting out certain terms and conditions pursuant to which the Proposed Transaction will be completed. It is anticipated that the completion of the Proposed Transaction will involve the following steps: AISIX will consolidate the outstanding AISIX Shares on a 10 to 1 basis (the "Consolidation"), so that following the Consolidation, AISIX will have 18,575,085 AISIX Shares issued and outstanding, as well as the AISIX Options which will then be exercisable to acquire up to 250,000 AISIX Shares at exercise prices of $0.50 and the AISIX Warrants which will then be exercisable to acquire up to 3,825,119 AISIX Shares at exercise prices ranging from $0.50 to $0.70 per share;AISIX will change its name to such name as is acceptable to Drying and the Exchange, and will carry on the business of Drying (the "Resulting Issuer"); AISIX will then issue AISIX Shares to the holders of the common shares of Drying (the "Drying Shares") in exchange for the Drying Shares on the basis of 193,332.51 post-Consolidation AISIX Shares for each Drying Share held (the "Exchange Ratio"), resulting in the issuance of approximately 19,333,251 post-Consolidation AISIX Shares (the "Resulting Issuer Shares") to Drying's current shareholders at a deemed price per Resulting Issuer Share of $0.27; AISIX will settle approximately $451,000 debt outstanding with 1821 Capital Corp., a company owned and controlled by Mihalis Belantis, the current Chairman and director of AISIX, through the issuance of approximately 1,670,370 Resulting Issuer Shares at a settlement price of $0.27 per share (the "1821 Debt Settlement"), andThe Resulting Issuer will carry on the business of Drying.It is expected that the Proposed Transaction will be structured as a three-cornered amalgamation in which Drying will amalgamate with a newly incorporated, wholly-owned subsidiary of AISIX, to be formed solely for the purpose of facilitating the Proposed Transaction. The amalgamated company will be a wholly-owned subsidiary of AISIX (renamed as the parties may agree to). The final legal structure for the Proposed Transaction, however, will be determined after the parties have considered all applicable tax, securities law, and accounting efficiencies. Following completion of the Proposed Transaction the Resulting Issuer will carry on the business of Drying.As a result of the amalgamation, the current holders of Drying Shares (not including future shareholders as a result of the Financing (as defined below) and Resulting Issuer Shares issued pursuant to the 1821 Debt Settlement) will hold approximately 51% of the Resulting Issuer Shares and the current holders of the AISIX Shares will hold approximately 49% of the Resulting Issuer Shares. The Proposed Transaction will not constitute a Non-Arm's Length Transaction (as such term is defined in the policies of the Exchange). No Insider, promoter or Control Person (as such terms are defined in the policies of the Exchange) of AISIX has any material interest in Drying prior to giving effect to the Proposed Transaction. The Resulting Issuer Shares issuable under the Proposed Transaction will be subject to the escrow requirements of the Exchange and hold periods as required by applicable securities laws. Other than with respect to the Financing (as defined below), no finder's fees will be paid in connection with the Proposed Transaction.The Proposed Transaction is subject to approval by the shareholders of AISIX in accordance with Exchange policies. A meeting of the shareholders of AISIX will be called to approve the Proposed Transaction, Name Change and the appointment of new directors as detailed below (if required by Exchange policies) and applicable laws. The Proposed Transaction is also subject to approval by the shareholders of Drying, which will be obtained prior to the closing.FinancingPrior to completion of the Proposed Transaction, AISIX intends to complete a non-brokered private placement, on a post-Consolidation basis, of up to 7,407,407 subscription receipts (each a "Subscription Receipt") at a price of $0.27 per Subscription Receipt for minimum gross proceeds of $1.5 million and maximum gross proceeds of $2 million (the "Financing"). The Subscription Receipts will convert into AISIX Shares or Resulting Issuer Shares for no additional consideration following the satisfaction of release conditions. The Resulting Issuer following completion of the Proposed Transaction will use the net proceeds from the Financing for working capital purposes and to further the business objectives of the Resulting Issuer. AISIX may pay finder's fees in connection with the Financing. Further details of the Financing will be provided at a later date once the terms of the Financing are settled.It is a condition to closing of the Proposed Transaction that AISIX completes the Financing for gross proceeds of at least $1.5 million.Principal Shareholders of Resulting IssuerRuslan Elensky, the proposed Chairman and Chief Executive Officer of the Resulting Issuer, will own approximately 13,533,275 Resulting Issuer Shares or approximately thirty percent (30%) of the Resulting Issuer assuming completion of the minimum Financing and 1821 Debt Settlement.Management and Board of Directors of Resulting IssuerUpon completion of the Proposed Transaction, it is expected that the board of directors and management of the resulting issuer will consist of the persons identified below. Ruslan Elensky – Chairman, Chief Executive Officer and DirectorRuslan Elensky is the Founder and Chief Executive Officer of Drying (dba as Lemarg Restoration), an insurance-focused restoration company serving the property claims ecosystem. With over 15 years of experience in emergency response, mitigation, contents, reconstruction, and preferred vendor services, Ruslan brings a strong background in growing and scaling companies, with a focus on strengthening Drying's operations, team, processes, and service delivery for long-term growth and future public-market opportunities.Veronique Laberge – Chief Financial Officer and Corporate SecretaryVeronique Laberge is a chartered professional accountant and holder of the title of auditor. With more than 20 years of experience in professional practice, she is specialized in certification mandates, general accounting and acts as CFO for multiple public and private companies. She has been involved in numerous acquisitions, reverse takeovers and financing for small cap issuers. Riccardo Forno – DirectorRiccardo Forno has a general corporate/commercial and securities law practice with an emphasis on corporate finance, private equity, stock exchange listings, initial public offerings, capital pool company formations, qualifying transactions, and mergers and acquisitions. Mr. Forno has been a securities lawyer since 2009 actively assisting private and public issuers with their corporate finance and securities matters and has regularly assisted his public company clients with their continuous disclosure obligations and financial statement filings. Mr. Forno received his Bachelor of Laws in 2008 from the University of Ottawa and a Bachelor of Business Administration in International Business and Finance from The George Washington University in 2003 (Magna Cum Laude).Genadi Saltikov – DirectorGenadi Saltikov is a technical leader with over 15 years of experience designing and scaling complex operational systems. Currently operating in the insurance sector specializing in catastrophe and risk solutions, Genadi brings deep domain expertise regarding the data workflows and risk models utilized by major insurance carriers. Previously, he served as a Tech Lead for an ESG software platform, where he directed technical scaling, integrated AI workflows, and managed resource allocation. Genadi's background includes deploying critical systems for highly regulated environments, including government bodies, law enforcement agencies, and global financial institutions. As a board director, he leverages his background in corporate compliance and systems architecture to provide strategic oversight on governance, risk management, and operational scaling. Genadi holds a Bachelor's degree in Management Information Systems obtained from the College for Academic Studies, Israel 2011 - 2014.Edward Olson – DirectorEdward Olson is a Partner and National Lead of MNP's Sustainability Consulting Services practice, with over 26 years of experience in public practice and industry. He specializes in helping clients identify, measure, and manage material climate-related topics, advancing innovative solutions. Mr. Olson also leads national services addressing global supply chain transparency and sustainability, driving value-driven climate solutions.Gioachino Roberti – Director Dr. Gioachino Roberti is the current Chief Executive Officer of AISIX, and previously served as Head of Product at AISIX. Dr. Roberti is a physical climate risk scientist. As a recognized expert in geohazards and climate risk, he leads the development of catastrophe modeling solutions for various sectors, including insurance, critical infrastructure management and finance. Dr. Roberti holds a Ph.D in natural hazard and risk from Simon Fraser University and an M.Sc in Earth Sciences from Università degli Studi di Torino, and is a Professional Geoscientist registered in Alberta and British Columbia.Conditions to TransactionThe completion of the Proposed Transaction is subject to the approval of the Exchange and all other necessary regulatory approvals. It is also subject to additional conditions precedent, including among other things:approvals of the boards of directors of AISIX and Lemarg;completion of the Financing by AISIX for gross proceeds of at least $1.5 million;preparation and approval of an information circular outlining the definitive terms of the Proposed Transaction in accordance with the policies of the Exchange; receipt of all director, shareholder and requisite regulatory approvals relating to the Proposed Transaction, including, without limitation, the approval of the Exchange; any person who will be a post-closing shareholder of AISIX which is required by the Exchange to sign an escrow agreement in accordance with the policies of the Exchange shall have signed and delivered such agreement; andeach of AISIX and Drying shall have executed, delivered and performed all covenants on its part to be performed under the Amalgamation Agreement and all representations and warranties of each party contained in the Amalgamation Agreement shall be true and correct at the time of closing.Information Circular and CautionFurther details about the Proposed Transaction, the Resulting Issuer and Financing will be provided in the information circular of AISIX to be prepared and filed in respect of the Proposed Transaction. Investors are cautioned that, except as disclosed in the information circular, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon.Trading in the AISIX SharesTrading in the AISIX Shares will be halted as a result of this announcement. Trading in the AISIX Shares will remain halted pending receipt and review of acceptable documentation pursuant to Section 2.2 of Exchange Policy 5.2 regarding a Change of Business/RTO in respect of the Proposed Transaction. There can be no assurance that trading in the AISIX Shares will resume prior to the completion of the Proposed Transaction. Forward-Looking Information This press release contains forward-looking information based on current expectations. Statements about the closing of the Proposed Transaction, expected terms of the Proposed Transaction, the number of securities of AISIX that may be issued in connection with the Proposed Transaction, the ownership ratio of AISIX shareholders post-closing, and the parties' ability to satisfy closing conditions and receive necessary approvals are all forward-looking information. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, there can be no assurance that the Proposed Transaction will occur or that, if the Proposed Transaction does occur, it will be completed on the terms described above. AISIX and Drying assume no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law.Cautionary StatementsCompletion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange requirements, disinterested shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of AISIX should be considered highly speculative. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.For further information, please contact:Dr. Gio Roberti, Chief Executive Officer
+1 (604) 620-1051
investors@AISIX.caTo view the source version of this press release, please visit https://www.newsfilecorp.com/release/301125 Original: AISIX Solutions Inc. and Re: Drying Equipment Inc. Announce Proposed Reverse Takeover Transaction

AISIX Solutions Inc. Secures Three Year $780,000 Wildfire Catastrophe Modeling Contract with Major Canadian InsurerMay 5, 2026 9:18 AM
NewsfileThree-Year Agreement Delivers Predictable Recurring Revenue; Validates Enterprise-Grade PlatformVancouver, British Columbia--(Newsfile Corp. - May 5, 2026) - AISIX Solutions Inc., (TSXV: AISX) ("AISIX" or "the Company"), a climate risk and wildfire intelligence company, is pleased to announce the execution of a Master Services Agreement (MSA) and Statement of Work (SOW) with a major Canadian insurance provider valued at $260,000 per year over a minimum three-year term, representing $780,000 in contracted revenue. AISIX was selected through a competitive, invite-only Request for Proposal (RFP) process in which multiple providers were evaluated. The agreement was signed May 4th, 2026.Contract Highlights:$260,000 annual contract value; $780,000 minimum total contract valueThree-year minimum term providing long-term revenue visibilityMilestone-linked payment schedule tied to delivery acceptanceCompetitive RFP win against multiple evaluated providersExpands AISIX's footprint in the Canadian insurance marketPayment Schedule and Milestones:Year 1 payments of $260,000 are structured across three deliverables and tied to client acceptance at each stage. Deliverable 1 (wildfire hazard data layers) accounts for 50% of Year 1 fees ($130,000), payable upon acceptance. Deliverable 2 (wildfire loss metrics including ground-up and gross loss modeling) accounts for 25% ($65,000), distributed across four milestones spanning the first 150 days. Deliverable 3 (reinsurance integration and net loss metrics) accounts for the remaining 25% ($65,000), distributed across four milestones completing within approximately 120 days of Deliverable 2 acceptance. Years 2 and 3 fees of $260,000 per year are each payable within 30 calendar days of the applicable renewal date.Scope of Work:Under the agreement, AISIX will deploy its wildfire catastrophe modeling platform across three structured deliverables: (1) baseline and climate scenario wildfire hazard data covering all of Canada; (2) location-level and portfolio-wide loss metrics - including Annual Average Loss (AAL), Occurrence and Aggregate Probable Maximum Loss (PML), and Event and Year Loss Tables - for both ground-up and gross perspectives; and (3) reinsurance integration to support net loss metrics and capital management. The platform will support portfolio runs of up to 20 million locations, with the initial hazard data delivery targeted within 15 calendar days of contract start.The engagement supports the insurance provider's underwriting, portfolio risk management, and capital allocation functions, and includes development of a custom vulnerability framework calibrated against the client's historical claims data."This contract represents exactly the type of enterprise, recurring revenue relationship we have been building toward," said Dr. Gio Roberti, Chief Executive Officer of AISIX Solutions Inc. "Winning a competitive RFP against established providers, and executing a multi-year agreement with a major Canadian insurer, is a meaningful validation of our platform's technical depth and commercial readiness. We look forward to delivering measurable value for our client and continuing to grow our presence in the insurance analytics market."For more information about AISIX Solutions Inc. and its climate risk solutions, please visit www.aisix.ca or follow the Company on X (formerly Twitter) at @AISIXSolutions or on LinkedIn at linkedin.com/company/aisixsolutionsinc/About AISIX Solutions Inc. AISIX Solutions Inc., is a wildfire risk and data-analytics solutions provider trusted by organizations seeking a more predictive future. Leveraging the advancements of data analytics and risk assessment, AISIX Solutions Inc. is on a mission to provide auditable, explainable, and defensible assessments to help businesses and communities protect their property, assets, and infrastructure from wildfire-related risks. By empowering organizations with wildfire risk insights, AISIX Solutions Inc. aims to foster resilience and sustainability in the face of climate change. For further information:
Dr. Gio Roberti, Chief Executive Officer
+1 (604) 620-1051
investors@aisix.ca Forward-Looking Statements Certain information in this news release constitutes forward-looking statements and forward-looking information (collectively, the "forward-looking statements") within the meaning of Canadian securities laws, and is subject to numerous risks, uncertainties, and assumptions, many of which are beyond the Company's control. This forward-looking information includes, among other things, information with respect to the Company's beliefs, plans, expectations, anticipations, estimates and intentions. The words "may", "could", "should", "would", "suspect", "outlook", "believe", "anticipate", "estimate", "expect", "intend", "plan", "target" and similar words and expressions are used to identify forward-looking information, including the Company's expected product offerings, the functionalities of the Company's products and the Company's expected growth opportunities. The forward-looking information in this news release describes the Company's expectations as of the date of this news release. The results or events anticipated or predicted in such forward-looking information may differ materially from actual results or events. Material factors which could cause actual results or events to differ materially from such forward-looking information include, among others, the Company's ability to engage and retain qualified key personnel, employees and affiliates, the Company's ability to obtain capital and credit on reasonable terms, the Company's ability to compete and the Company's ability protect its intellectual property rights. The Company cautions that the foregoing list of material factors is not exhaustive. When relying on the Company's forward-looking information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company has assumed a certain progression, which may not be realized. It has also been assumed that the material factors referred to in the previous paragraph will not cause such forward-looking information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. The forward-looking statements contained in this news release represent the expectations of the Company as of the date of this news release and, accordingly, are subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While the Company may elect to, it does not undertake to update this information at any particular time. Media Contact

media@aisix.ca Investor Relations

investors@aisix.ca Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release To view the source version of this press release, please visit https://www.newsfilecorp.com/release/295956 Original: AISIX Solutions Inc. Secures Three Year $780,000 Wildfire Catastrophe Modeling Contract with Major Canadian Insurer