Aquarius AI Inc. Announces Conditional Approval to List its Common Shares on the CSE, Voluntary TSX-V De-Listing and Agreement to Acquire Podkast Entertainment Corp.

Vancouver, British Columbia--(Newsfile Corp. - June 28, 2021) - Aquarius AI Inc. (TSXV: AQUA) (FSE: 4G5N) (the "Company" or "Aquarius) is pleased to announce that it has received conditional approval from the Canadian Securities Exchange (the "CSE") to list its common shares on the CSE under the symbol "AQUA". The Company has requested that its common shares be voluntarily delisted from the TSX Venture Exchange (the "TSX-V"). The Company expects that its shares will commence trading on the CSE, and no longer trade on the TSX-V, within the next 10 days or so, and will provide a further update regarding timing once known.

The Company also announces that it has entered into a definitive agreement to acquire (the "Acquisition") a minimum of 75% of the issued and outstanding common shares of Podkast Entertainment Corp. ("Podkast") in exchange for approximately 24,168,497 common shares ("Common Shares"), representing approximately 32% of the Common Shares that will be issued and outstanding as of closing of the Acquisition. The Company notes that it will voluntarily file a Business Acquisition Report ("BAR") in respect of the Acquisition, and notes further that all of the Common Shares to be issued in connection with the Acquisition will be subject to escrow trading restrictions which will lift upon filing of the BAR. The closing of the Acquisition is subject to a number of conditions including the satisfactory completion of due diligence and satisfaction of other customary closing conditions.

In conjunction with the Acquisition, Podkast's Chief Executive Officer, Mr. Owen Sagness, a seasoned senior executive with over ten years of experience with Microsoft MSN and App Nexus (sold to AT&T), will be joining the Company as Manager of Talent Acquisition.

Chris Bradley, Chief Executive Officer of the company commented, "Podkast has done a tremendous job building a platform for creators to monetize their audio content through the sale of related digital and physical experiences. Recently, Podkast has worked to extend its portfolio of digital offerings with NFTs. We believe that Podkast's combination with Aquarius AI Inc. will help to accelerate the transition by enabling Podkast to combine its consumer expertise and network of talent with leading edge blockchain technology."

About Podkast Entertainment Corp.

Podkast owns exclusive contracts to create podcasts and NFT content with respect to several well known celebrities in various verticals, including sports, media, entertainment, music and lifestyle. In addition, Podkast has in place a robust pipeline of future talent. Podkast's website can be found at https://www.podkast.com^[1].

Podkast is also contracted to supply the Kid Carson Morning Show to Vancouver-based Z95.3FM radio station, which is owned by Stingray Media Group.

On behalf of the board of directors

Jesse Dylan Executive Chairman

For Further Information:

Aquarius AI Inc.Melissa AdamsInvestors@AquariusAI.ca^[2](604) 265-7511

Cautionary Note Regarding Forward-Looking Statements

Forward-Looking Information: This news release contains "forward-looking information" within the meaning of applicable securities laws relating to statements regarding the listing of the Company's common shares on the CSE, the de-listing of the Company's common shares from the TSX-V and the Acquisition, including the business, operations and future plans of Podkast. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance and developments to differ materially from those contemplated by these statements depending on, among other things, the risk that Company's common shares will not be listed on the CSE, risk that the Acquisition will not be completed as contemplated, or at all, and risks that the Podkast's business and plan will vary from those stated in this news release and Podkast may not be able to carry out its business plans as expected. Except as required by law, the Company expressly disclaims any obligation and does not intend to update any forward-looking statements or forward-looking information in this news release. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. The statements in this news release are made as of the date of this release.

Neither the 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.

The CSE has not reviewed, approved or disapproved the content of this press release

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/88846^[3]

References

1. ^{^} https://www.podkast.com (www.newsfilecorp.com)
2. ^{^} Investors@AquariusAI.ca (www.newsfilecorp.com)
3. ^{^} https://www.newsfilecorp.com/release/88846 (www.newsfilecorp.com)