Volatus Aerospace Corp. Announces the Commencement of Trading on the TSX Venture Exchange

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TORONTO, Dec. 31, 2023 (GLOBE NEWSWIRE) — Volatus Aerospace Corp., formerly Partner Jet Corp. (TSXV: VOL) (the “Corporation”) is pleased to announce that it has made its final submission to the TSX Venture Exchange (“TSXV”) and the TSXV has issued its listing bulletin in respect of the previously announced business combination of Partner Jet Corp. and the previous Volatus Aerospace Corp. to form the Corporation (the “RTO”).

The Corporation will be listed as a Tier 2 issuer on the TSXV, and the Corporation’s common shares will commence trading on the TSXV under the trading symbol “VOL” on January 4, 2023.

7,025,966 warrants to purchase common shares which were issued by the Corporation to previous holders of subscription receipts on closing of the RTO will also be listed on the TSXV and will commence trading on the TSXV under the trading symbol “VOL.WT” on January 4, 2023.

The Corporation has retained Independent Trading Group Inc. (“ITG”) to initiate its market-making service and provide market-making services to the Corporation in compliance with the policies and guidelines of the TSXV and other applicable regulations. ITG will trade shares of the Corporation on the TSXV on a best-efforts basis to maintain a reasonable and consistent bid and offer spread and board lot size for the Corporation’s common shares for the majority of the daily trading hours on the TSXV, and to supply liquidity as needed. The agreement between the Corporation and ITG provides that the Corporation will pay ITG $6,500 per month, payable monthly in advance. The engagement may be terminated by either party with 30 days written notice. The Corporation and ITG act at arm’s length. The agreement is principally for the purposes of maintaining market stability and liquidity for the Corporation’s common shares. There are no performance factors contained in the agreement between ITG and the Corporation, and ITG will not receive any shares or options from the Corporation as compensation for services it will render. The appointment of ITG is subject to the approval of the TSXV.

Detailed information regarding the Corporation and the RTO and other relevant information is available in the management information circular of Partner Jet Corp. dated November 14, 2023, which has been filed on the Corporation’s SEDAR profile at www.sedar.com.

The Corporation has also retained Harbor Access LLC (“Harbor Access”) to provide investor relations services. Harbor Access will be paid a cash retainer of $11,000 per month during the term of its engagement. The initial term of the Harbor Access engagement will end on March 30, 2023, subject to extension on mutual agreement. Either party may terminate Harbor Access’ engagement at any time on 30 days prior notice. Harbor access and the Corporation act at arm’s length and Harbor Access will not receive any shares or options from the Corporation as compensation. The appointment of Harbor Access is subject to the approval of the TSXV.

About Volatus Aerospace Corp.

Volatus Aerospace Corp. is a leading provider of integrated drone solutions throughout Canada, the United States, and Latin America. Operating a vast pilot network, Volatus serves commercial and defense markets with imaging and inspection, security and surveillance, equipment sales and support, training, and design, manufacturing, and R&D. Through its subsidiary Partner Jet Inc., Volatus carries on the business of aircraft management, charter sales, and cargo services using piloted, remotely piloted, and autonomous aircraft.

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The TSXV has not in any way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Cautionary Statement Regarding Forward Looking Information

This news release contains statements which constitute “forward-looking information” within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of the Corporation with respect to future business activities and operating performance.

Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or variations (including negative variations) of such words and phrases, or statements formed in the future tense or indicating that certain actions, events or results “may”, “could”, “would”, “might” or “will” (or other variations of the forgoing) be taken, occur, be achieved, or come to pass. Forward-looking information includes information regarding: (i) the expected listing of the Corporation’s shares on the TSXV; (ii) the business plans and expectations of the Corporation; and (iii) expectations for other economic, business, and/or competitive factors. Forward-looking information is based on currently available competitive, financial and economic data and operating plans, strategies or beliefs as of the date of this news release, but involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of the Corporation to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors may be based on information currently available to the Corporation, including information obtained from third-party industry analysts and other third-party sources, and are based on management’s current expectations or beliefs. Any and all forward-looking information contained in this news release is expressly qualified by this cautionary statement.

Investors are cautioned that forward-looking information is not based on historical facts but instead reflects expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Forward-looking information reflects the Corporation’s current beliefs and is based on information currently available to it and on assumptions it believes to be not unreasonable in light of all of the circumstances. In some instances, material factors or assumptions are discussed in this news release in connection with statements containing forward-looking information. Such material factors and assumptions include, but are not limited to: the impact of the COVID-19 pandemic on the Corporation; meeting the continued listing requirements of the TSXV; and anticipated and unanticipated costs and other factors referenced in this news release and the management information circular of Partner Jet Corp. dated November 14, 2023 which has been filed on the Corporation’s SEDAR profile at www.sedar.com, including, but not limited to, those set forth in such circular under the caption “Risk Factors”. Although the Corporation has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking information contained herein is made as of the date of this news release and, other than as required by law, the Corporation disclaims any obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.

Volatus Aerospace Corp