Axion Provides Corporate Update and Announces Voluntary Delisting from TSX-V

October 30, 2023 5:22 PM EDT | Source: Axion Ventures Inc.

Vancouver, British Columbia--(Newsfile Corp. - October 30, 2023) - Axion Ventures Inc. (TSXV: AXV) ("Axion" or the "Company") is pleased to provide the following corporate update.

Listing on Cboe Canada

The Company has applied for and received conditional approval to list its common shares (the "Common Shares") on the Neo Exchange Inc., operating as Cboe Canada ("Cboe Canada"). The completion of the Company's listing on Cboe is subject to a number of conditions, including completion of a financing, the acquisition of a 50% interest in H2CI-KuniUmi Asia, Inc. (see below) and satisfaction of all standard listing requirements of Cboe Canada.

The Company has applied to voluntarily delist the Common Shares from trading on the TSX Venture Exchange (the "TSX-V") after receiving the requisite approval of such application from the majority of minority shareholders of the Company at the annual general and special meeting of shareholders held on February 16, 2023. In the event that the Company delists from the TSX-V, the Company will continue as an unlisted reporting issuer under Canadian securities laws until such time as the Company completes its listing on Cboe Canada.

Acquisition of H2CI-KuniUmi Asia, Inc.

Further to its news releases of November 1, 2021, and August 11, 2022, the Company continues to pursue its proposed acquisition of a 50% interest in H2CI-KuniUmi Asia, Inc. (the "Acquisition"). The completion of the Acquisition is expected to be completed after delisting from the TSX-V and prior to listing on Cboe Canada, and accordingly is not subject to review by the TSX-V. The Acquisition is not expected to be subject to approval by the shareholders of the Company.

Litigation Updates

Axion Civil Claim

As previously announced, the Company has brought an action against its former CEO and their affiliates (collectively, the "Defendants") for the theft of significant assets of the Company (the "Axion Civil Claim").

In connection with the Axion Civil Claim, the Company filed an application for an injunction to prevent the Defendants from proceeding with overlapping claims in other jurisdictions (the "Injunction Application"). The Injunction Application is scheduled to be heard commencing on November 27, 2023.

Since March 3, 2023, the Supreme Court of British Columbia has found a number of the Defendants (the "Contemnors") guilty on four counts of contempt of Court.

On May 16, 2023, the Supreme Court of British Columbia ordered the Contemnors to post a bond or a letter of credit in the amount of US$3,437,521. On June 8, 2023, the Supreme Court of British Columbia found that the Contemnors' conduct is indicative of their disregard for the authority of the Court and ordered that the Contemnors post $250,000 by July 10, 2023. The Contemnors have filed an appeal, for which no date has yet been set and the Contemnors have yet to file their completed appeal materials. No such bond or letter of credit amounts have been posted by the Contemnors to date.

On July 21, 2023, the Company filed an application with the Supreme Court of British Columbia for, among other things, further findings of contempt against the Contemnors for failing to comply with the orders of May 16 and June 8, 2023. The application was heard during August 14-18 and September 25-26, 2023 and judgement has been reserved.

U.S. Civil Action

Since the stay of proceedings on October 25, 2022, there have been no developments with respect to the litigation initiated in the United States District Court for the Western District of Washington (the "U.S. Civil Action"), which is described more fully in the Company's most recent interim financial statements. However, on February 3, 2023, the Supreme Court of British Columbia found the allegations that the Company had obtained court judgements against its former CEO and their affiliates by means of fraud, made in both the U.S. Civil Action and the Axion Civil Claim, to be unsubstantiated.

Settlement of Interest on Convertible Debentures

The Company has issued an aggregate of 402,587 Common Shares to certain arm's length holders of convertible debentures of the Company. In accordance with the terms of the convertible debentures, the Common Shares were issued at market price at the time of settlement of the interest obligations. Of the 402,587 Common Shares issued: (i) 288,007 Common Shares were issued on January 8, 2020, at a deemed price per Common Share of $0.31; and (ii) 114,580 Common Shares were issued on June 3, 2020, at a deemed price per Common Share of $0.27. No new insiders of the Company were created as a result of such issuances. The share issuances are subject to the acceptance of the TSX-V.

For further information:

Axion Ventures Inc.

Grant Kim
Interim Chief Executive Officer
+1 (778) 400-6096

Cautionary Statement Regarding Forward-Looking Information

This news release contains certain forward-looking information and forward-looking statements, as defined in applicable securities laws (collectively referred to herein as "forward-looking statements"). These statements relate to future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates" or "believes", or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. Inherent in forward-looking statements are risks, uncertainties and other factors beyond the Company's ability to predict or control. Please also make reference to those risk factors referenced in the "Risk Factors" section of the Company's most recently filed management's discussion and analysis.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in such forward-looking statements. The forward-looking statements in this news release speak only as of the date hereof or as of the date specified in such statement. Specifically, this news release includes, but is not limited to, forward-looking statements regarding the listing of the Common Shares for trading on Cboe Canada, the delisting of the Common Shares from trading on the TSXV, shareholder approval of the Acquisition and expected litigation outcomes and events. Readers are cautioned that the forward-looking statements above do not contain an exhaustive list of the factors or assumptions that may affect the forward-looking statements, and that the assumptions underlying such statements may prove to be incorrect. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release.

All forward-looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information or future events or otherwise, except as may be required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements, unless required by law.

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 news release.

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