Naia Relief Announces Closing of Reverse Takeover Transaction

Vancouver, British Columbia--(Newsfile Corp. - September 8, 2026) - Naia Relief Inc. (formerly, 1329308 B.C. Ltd.) (the "Company") announces that, further to its press releases dated October 3, 2025, July 6, 2026, July 30, 2026, August 19, 2026 and September 1, 2026, it has completed its previously announced reverse takeover transaction (the "Transaction") pursuant to which the Company acquired all of the issued and outstanding securities of Relief AI Inc. ("Relief AI").

The Transaction

The Transaction was completed by way of a three-cornered amalgamation under the Business Corporations Act (Ontario) among the Company, its wholly-owned subsidiary, 1001359160 Ontario Inc. ("Subco"), and Relief AI, pursuant to which Subco and Relief AI amalgamated to continue as one corporation and a wholly-owned subsidiary of the Company. In connection with the closing, holders of common shares of Relief AI (each, a "Relief Share") received one common share in the capital of the Company (each, a "Common Share") for each Relief Share held, and each outstanding warrant, broker warrant and stock option Relief AI was exchanged for like securities of the Company.

Concurrent Financing

In connection with the Transaction, Relief AI completed a private placement (the "Concurrent Financing") of an aggregate of 5,726,900 subscription receipts (the "Subscription Receipts") at a price of $1.00 per Subscription Receipt for aggregate gross proceeds of $5,726,900. Immediately prior to the effective time of the amalgamation, and upon satisfaction of the escrow release conditions, each Subscription Receipt converted into one Relief AI Share and one-half of one whole common share purchase warrant of Relief AI. Completion of the Concurrent Financing was a condition to the completion of the Transaction.

Each Relief AI Share and each whole warrant were exchanged for one Common Share and one Common Share purchase warrant of the Company (each, a "Warrant"). Each Warrant will be exercisable to purchase one Common Share at an exercise price of $1.25 for a period of 24 months from the date of issuance.

Name Change and Consolidation

Immediately prior to the closing of the Transaction, the Company filed a notice of alteration to change its name (the "Name Change") from "1329308 B.C. Ltd." to "Naia Relief Inc." and consolidated its issued and outstanding Common Shares on the basis of one (1) post-consolidation Common Share for every 9.0363 pre-consolidation Common Shares (the "Consolidation").

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