- Gross Profit increased 73% YoY
- Gross Margin increased 500 basis points to 68%
- Adjusted EBITDA loss reported at $1.46M vs $1.17M in year-ago quarter
- Near-term business objectives are focused on preserving cash, stabilizing operations, and securing the financial resources required to support continuity of operations
Toronto, Ontario--(Newsfile Corp. - November 26, 2025) - American Aires Inc. (CSE: WiFi) (OTCQB: AAIRF) ("Aires" or the "Company"), a pioneer in advanced technology designed to transform electromagnetic field (EMF) environments to support health and well-being, announces filing its unaudited Q3/2025 results on https://www.sedarplus.ca. Unless otherwise indicated, all dollar amounts are reported in Canadian dollars.
During the three months ended September 30, 2025, the Company's reported sales increased by 61% year-over-year, for a third quarter record of $7.39 million compared to sales of $4.59 million in the year-ago quarter. This performance highlights the dedication of the Company's team, the loyalty of its growing customer base, and the effectiveness of its data-driven marketing strategies, which have driven consistent growth. This growth was achieved primarily through expanded spending on social media platforms and further spending on developing affiliate relationships to promote our products.
Cash as of September 30, 2025 was reported at $0.23 million, and Inventory was reported at $2.21 million. Continued investments in scaling up promotional efforts contributed to increased advertising and marketing expenses in Q3/2025 (see details below), which resulted in an adjusted EBITDA loss reported at $1.46 million compared to an adjusted EBITDA loss of $1.17 million in the year-ago quarter.
Management provides additional details below (see "Liquidity and Ongoing Operations" section) related to factors within the Q3/2025 time period and up to today's date that have contributed to the material increase in working capital deficiency, which may restrict or delay product supply and specific marketing and advertising initiatives, which could, in turn, have a material adverse impact on the Company's future sales performance, operating results, and cash flows.
Q3/2025 Financial Highlights
Reported sales increased by 61% year-over-year to a third quarter record of $7.39 million compared to sales of $4.59 million in the year-ago quarter. Gross Profit increased 73% year-over-year to $5.04 million from $2.91 million in the year-ago quarter, and Gross Margin percentage was reported at 68% versus 63% in the year-ago quarter. The improvement in Gross Margin percentage was the combined result of multiple Company strategies, including realization of lowered products costs during the year based on higher purchasing volumes as well as reductions in certain fulfillment costs. The Company is focused on further improving gross margin through an effective pricing strategy and further optimization of manufacturing and fulfillment costs.
During the three months ended September 30, 2025, Advertising and Promotion expenses increased 49% year-over-year to $3.46 million, and Marketing expenses saw an increase of 83% year-over-year to $2.08 million. The increase in Advertising expenses was consistent with Management expectations as the Company continued executing its full-year strategy focused on strong, high-double-digit sales growth and building Aires into a well-recognized brand in the EMF and physical spaces transformation segment. The Company has historically found strong advertising investment in Q1, Q2 and Q3 is essential for continuing and building sales momentum following the seasonally strong holiday shopping in the previous Q4, while also continuing to engage consumers to lay the foundation for the Company's quarter-over-quarter sales growth heading into Q4.
The increase in Marketing expenses was also consistent with Management expectations primarily due to the continued amortization of marketing partnership contracts such as with UFC, WWE, Canada Basketball and Minnesota Timberwolves. Q3/2025 did not include any of those partnerships as the Company entered into the aforementioned agreements in late 2024 and early 2025. The Company notes that the marketing partnerships it has developed, together with the ability to create and leverage related co-branded content for use in the Company's marketing strategy and campaigns, helped drive order volume and sales growth in Q3/2025.
Table 1: Condensed Consolidated Interim Statements of Financial Position (Unaudited) (in Canadian Dollars)
| Revenue | Q3 2025 | Q3 2024 | POP % | ||||||
| Sales | $ | 7,387,036 | $ | 4,594,953 | 61% | ||||
| Cost of sales | $ | (2,347,959 | ) | $ | (1,689,062 | ) | 39% | ||
| Gross margin | $ | 5,039,077 | $ | 2,905,891 | 73% | ||||
| Gross margin % | 68% | 63% | |||||||
| Expenses | |||||||||
| Advertising and promotion | $ | (3,460,229 | ) | $ | (2,316,148 | ) | 49% | ||
| Marketing | $ | (2,082,025 | ) | $ | (1,137,493 | ) | 83% | ||
| Office and general, rent and travel | $ | (253,686 | ) | $ | (228,053 | ) | 11% | ||
| Consulting, salaries and benefits | $ | (402,718 | ) | $ | (804,025 | ) | -50% | ||
| Legal and professional | $ | (303,348 | ) | $ | (36,173 | ) | 739% | ||
| Share-based compensation | $ | (18,005 | ) | $ | (111,413 | ) | -84% | ||
| Interest charges | $ | (103,606 | ) | $ | (138,735 | ) | -25% | ||
| Depreciation | $ | (33,713 | ) | $ | (33,428 | ) | 1% | ||
| Net Income (Loss) | $ | (1,618,254 | ) | $ | (1,899,576 | ) | -15% | ||
| Management reconciliation to non-GAAP measures | |||||||||
| Net Income (Loss) | $ | (1,618,254 | ) | $ | (1,899,576 | ) | -15% | ||
| Interest charges | $ | 103,606 | $ | 138,735 | -25% | ||||
| Depreciation | $ | 33,713 | $ | 33,428 | 1% | ||||
| Investor relations consulting | $ | - | $ | 450,547 | -100% | ||||
| Share-based compensation | $ | 18,005 | $ | 111,413 | -84% | ||||
| Adjusted EBITDA | $ | (1,462,930 | ) | $ | (1,165,453 | ) | 26% | ||
Liquidity and Ongoing Operations Discussion
Following the release of its Q2/2025 results, the Company recorded strong operating performance during the month of August 2025. This period reflected continued progress in executing the Company's advertising strategy, resulting in improved sales momentum and enhanced efficiency in advertising spend. August represented one of the Company's strongest months to date in terms of sales, advertising spend as a percentage of revenue, and EBITDA contribution.
This solid performance supported management's expectations for a typical seasonal uplift in the third and fourth quarters, particularly during the holiday period. Historically, the fourth quarter has represented a significant portion of annual sales, with 2024 fourth-quarter revenue approximately 88% higher than the third quarter. Based on this seasonality and recent trends, management anticipated a robust finish to 2025, which, if achieved, would be expected to further strengthen the Company's financial position.
Beginning in mid-September and continuing into October 2025, the Company's largest advertising platform implemented significant algorithmic and ad-delivery changes that adversely affected the performance of the Company's advertising campaigns. These changes resulted in higher advertising costs, lower sales conversion rates, and reduced effectiveness of certain campaign strategies, which collectively contributed to increased operating losses during the period.
The combination of these higher operating losses, more negative cash flows, and the Company's existing working capital deficiency, further constrained liquidity. While management remains focused on adapting its advertising strategy to the new platform environment and expects to improve efficiency over time, these developments have impacted the Company's near-term ability to fully capitalize on the typically stronger holiday season. As a result, management acknowledges increased uncertainty in short-term performance, which may take several operating cycles to address, as well as uncertainty over long-term sales potentials and profitability.
In addition, management had anticipated that seasonally higher sales in November would accelerate repayment of the existing Shopify Capital Loan, which is repaid at a rate of approximately 12% of daily sales. A faster repayment schedule was expected to make the Company eligible for a new, and possibly larger, advance facility under the Shopify Capital program. Such a facility would have supported short-term liquidity through an increase in available cash resources.
Furthermore, throughout the year, the Company had been preparing to launch an in-house investor relations initiative designed to enhance market awareness of American Aires Inc. among investors. This initiative, in conjunction with potential debt and equity financings, was intended to address working capital requirements and support growth objectives for 2026. However, developments during the summer relating to the misconduct of former Chief Executive Officer Dimitry Serov, along with unresolved matters concerning repayment, intellectual property rights, and manufacturing agreements, have created elevated uncertainty and investor risk perception. These factors have, to date, constrained the Company's ability to raise external financing.
The combination of all three factors taking place at the same time contributed to the material increase in working capital deficiency to $5,541,178 as at September 30, 2025 from $3,931,125 as at June 30, 2025. With worse than expected performance in October and November, 2025, the Company found itself in the position where its inability to settle certain critical Accounts Payables as they become due may restrict or delay product supply, specific marketing and advertising initiatives, which could, in turn, have a material adverse impact on the Company's future sales performance, operating results, and cash flows. The current level of inventory provides the Company with a short-term opportunity to support cash flow generation. Inventory (an IFRS measure) was reported at $2.21 million as at September 30, 2025, compared to Q3/2025 Cost of Inventory (a non-IFRS measure)* of $1.64 million, which generated Sales (an IFRS measure) of $7.39 million. *Cost of Inventory is a non-IFRS measure, that reflects only the direct cost of products sold, and excludes fulfilment costs ($0.4 million), transaction fees (0.28 million) and other costs ($0.03 million) which together form the reported $2.35 million in Cost of Sales (an IFRS measure).
In light of the Company's current liquidity constraints and working capital deficiency, management's near-term business objectives are focused on preserving cash, stabilizing operations, and securing the financial resources required to support continuity of operations. The Company's key objectives are as follows:
- Liquidity Preservation and Cost Management
Management is prioritizing disciplined cash flow management and the implementation of additional cost-reduction measures across all functional areas. The objective is to extend the Company's operating runway by reducing spending, optimizing marketing expenditures, and renegotiating vendor terms where possible.
- Capital Raising and Financing Initiatives
The Company is actively pursuing both equity and non-dilutive financing alternatives to strengthen its balance sheet and address its working capital deficiency. While there are no assurances a financing could be completed in the near-term, successful completion of one or more of these initiatives is essential to maintaining operations and funding ongoing business activities.
- Operational Continuity and Revenue Generation
Despite the current financial pressures, management remains focused on maintaining product availability and supporting existing sales channels to sustain revenue generation. Where necessary, the Company will adjust its marketing and distribution priorities to align with available financial resources, with the goal of maximizing cash flow generation.
- Strategic Review and Long-Term Sustainability
Management continues to evaluate strategic alternatives designed to enhance shareholder value and improve the Company's long-term financial position. These may include potential partnerships, joint ventures, or other strategic transactions that provide access to new capital, markets, or operational efficiencies.
Management acknowledges that achieving these objectives is contingent upon the successful execution of its financing and cost-reduction plans. Failure to secure adequate funding or materially improve operating cash flows within the near term may adversely affect the Company's ability to continue as a going concern.
If the Company is unable to generate sufficient cash flows from operations, obtain additional financing or achieve profitable operations, it may be required to curtail or cease operations, which could have a material adverse effect on the Company's financial position, results of operations, and cash flows. Management anticipates that the Company may not be in a financial position to settle certain accounts payable as they become due. Consequently, the Company could be in breach of certain contractual arrangements with vendors and service providers. Any such breach may restrict or delay product supply, specific marketing and advertising initiatives, which would, in turn, have a material adverse impact on the Company's sales performance, operating results, and cash flows.
The above factors indicate the existence of material uncertainties that may cast significant doubt on the ability of the Company to continue as a going concern.
The condensed consolidated interim financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. If management is unsuccessful in securing financing and or capital, the Company's assets may not be realized or its liabilities get discharged at their carrying amounts and these differences could be material.
About American Aires Inc.
American Aires Inc. is a Canada-based nanotechnology company committed to enhancing well-being and environmental safety through science-led innovation, education, and advocacy. The company sells a line of proprietary patented silicon-based resonator products that transform electromagnetic environments to support health and well-being.* Aires' Lifetune products diffract electromagnetic field (EMF) radiation emitted by consumer electronic devices such as cellphones, computers, baby monitors, and Wi-Fi, including the more powerful and rapidly expanding high-speed 5G networks. The Aires Certified SpacesTM (AiresCertifiedSpaces.com) standard is a set of protocols for implementing EMF modulation solutions to create authorized EMF-friendly spaces that support well-being in a tech-driven world. Aires is listed on the CSE under the ticker 'WiFi' and on the OTCQB under the symbol 'AAIRF'. Learn more at investors.airestech.com and airestech.com/blogs/emf-education.
*Note: Based on the Company's internal and peer-reviewed research studies and clinical trials. For more information please visit airestech.com/pages/tech.
On behalf of the board of directors
Company Contact:
Josh Bruni, CEO
Website: investors.airestech.com
Email: wifi@airestech.com
Telephone: (415) 707-0102
Investor Relations Contact
Grant Pasay
(415) 707-0102
grant@airestech.com
This news release refers to certain financial performance measures that are not defined by and do not have a standardized meaning under International Financial Reporting Standards including "Adjusted EBITDA" (termed "Non-IFRS measures"). Non-IFRS measures are used by management to assess the financial and operational performance of the Company. The Company believes that these Non-IFRS measures, in addition to conventional measures prepared in accordance with International Financial Reporting Standards, enable investors to evaluate the Company's operating results, underlying performance and prospects in a similar manner to the Company's management. As there are no standardized methods of calculating these Non-IFRS measures, the Company's approach may differ from those used by others, and accordingly, the use of these measures may not be directly comparable. Accordingly, these Non-IFRS measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with International Financial Reporting Standards. The Corporation defines EBITDA as earnings before interest tax depreciation and amortisation. Adjusted EBITDA removes irregular and non-recurring items that distort EBITDA.
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. All statements other than statements of historical fact are forward-looking statements, including, without limitation, statements regarding future financial position and financial measures, YoY sales growth in 2024, sales growth resulting from advertising and promotion expenses, marketing partnerships, international expansion, ability to attract US-based investors, efficiency and effectiveness of the Company's advertising model, future market position, growth, innovations, global impact, business strategy, achieving universal brand awareness and brand development, product adoption, use of proceeds, corporate vision, proposed acquisitions, strategic partnerships, joint ventures, 2024 being our best year ever, continuing our trajectory of revenue growth, relationships with athletes, celebrities and performers, the size and growth of the consumer market focused on wellbeing and EMF protection, strategic alliances and co-operations, budgets, cost and plans and objectives of or involving the Company. Such forward-looking information reflects management's current beliefs and is based on information currently available to management. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "predicts", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. A number of known and unknown risks, uncertainties and other factors may cause the actual results or performance to materially differ from any future results or performance expressed or implied by the forward-looking information. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of the Company including, but not limited to, the impact of general economic conditions, industry conditions, the occurrence of force majeure events, developments and changes in laws and regulations, competitive factors, and dependence upon regulatory approvals. Certain material assumptions regarding such forward-looking statements may be discussed in this news release and the Company's annual and quarterly management's discussion and analysis filed at www.sedarplus.ca. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by securities laws.
No securities regulatory authority has either approved or disapproved of the contents of this news release. The Shares have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States, or to or for the account or benefit of any person in the United States, absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any common shares in the United States, or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. We seek safe harbour.
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this news release.
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