Early Warning Press Release

Vancouver, British Columbia–(Newsfile Corp. – November 9, 2021) – This press release is issued pursuant to National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

Invictus Enterprises Inc. (“Invictus”) announces that they have acquired an aggregate of 12,089,700 units (the “Units”) of Aquarius AI Inc. (the “Issuer”) at a price of $0.10 per Unit for an aggregate purchase price of $1,208,970 (the “Acquisition”). Invictus acquired the securities pursuant to a private placement of 35,931,700 Units of the Issuer at a purchase price of $0.10 per Unit for gross proceeds of $3,593,170, which closed November 9, 2021 (the “Offering”). Each Unit consists of one common share of the Issuer (a “Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder, on exercise thereof, to purchase one Common Share at a price of $0.20 per share for a period of 24 months from the completion of the Offering.

Prior to the Acquisition, Invictus held, directly and/or indirectly, 1,265,771 common shares of the Issuer. As a result of the Acquisition, Invictus now has beneficial ownership of, or control or direction over, 13,355,471 Common Shares of the Issuer, representing approximately 11.32% of the Issuer’s issued and outstanding Common shares. The Units were acquired by Invictus for investment purposes and Invictus may in the future acquire or dispose of securities of the Issuer through the market, privately or otherwise, as circumstances or market conditions warrant.

A report respecting this acquisition will be electronically filed with the Securities Commission in each jurisdiction where the Issuer is reporting and will be available for viewing on SEDAR at www.sedar.com.

INVICTUS ENTERPRISES INC.

For further information regarding the content of this release contact the Issuer:

Owen Sagness Director of Operations, Aquarius AI Inc.
Investors@aquariusai.ca
(604) 265-7511

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/102766