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").
Letters of transmittal with respect to the Name Change and Consolidation have been mailed to registered shareholders of the Company. All registered shareholders with physical certificates will be required to send their respective share certificates representing pre-Consolidation Common Shares, along with a properly executed letter of transmittal, to the Company's registrar and transfer agent, TSX Trust Company, in accordance with the instructions provided in the letter of transmittal. Shareholders who hold their Common Shares through a broker, investment dealer, bank or trust company or other intermediary should contact that nominee or intermediary for assistance in depositing their Common Shares in connection with the Consolidation.
Directors and Officers
In connection with the Transaction, the Company's board of directors and management have been reconstituted. The board of directors is now comprised of Frank Scheelen, Paul Pint, Philip Williams, James Lanthier, and Arne Schulz. The Company's management team consists of Frank Scheelen as President, Paul Pint as Chief Executive Officer, Jordan Greenberg as Chief Financial Officer and Jen Thor as Corporate Secretary.
Additional information regarding the Transaction is contained in the Company's Filing Statement dated August 14, 2026, available under the Company's profile on SEDAR+ at www.sedarplus.ca.
ABOUT Naia Relief Inc.
Naia Relief is revolutionizing mental well being with NAIA, the world's first AI digital human burnout coach. Powered by a secure, fully automated machine learning platform, NAIA delivers personalized, science backed burnout prevention programs to individuals and organizations - anytime, anywhere. Through empathetic, interactive conversations across various channels, NAIA guides users from stress assessment to actionable coaching, leveraging validated psychological frameworks and behavioral science. Naia Relief leverages information and data from the Scheelen Institute, a global leader in personality diagnostics and talent profiling, including coaching, behaviour analysis and mental health solutions, for over 25 years. NAIA enhances precision by incorporating proven psychometric assessments, enabling deep insights into stress triggers and resilience factors. With enterprise grade security, Naia Relief is empowering individuals to thrive and companies to build resilient, high performing teams globally.
For further information, please contact:
Paul Pint | Chief Executive Officer
Email: investorinfo@naiarelief.com | Phone: (416) 433-5696
This news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company's Management's Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.
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