Astron Connect Inc. enters into Definitive Share Exchange Agreement with Innolink Network Ltd.

(TheNewswire)

VANCOUVER, BRITISH COLUMBIA,October 27 , 2025 – TheNewswire - Astron Connect Inc. (TSXV: AST) (the“ Company ”) is pleased to announce that, further to its news releasedated August 29, 2025 and September 12, 2025, it has entered into adefinitive share exchange agreement (the “ Agreement ”), datedOctober 27, 2025, with Innolink Network Ltd. (“ Innolink ”), aprivate arm's length British Columbia incorporated companyheadquartered in Richmond, British Columbia. Innolink is a Canadiantechnology firm specializing in secure, customizable, and end-to-endartificial intelligence (“ AI” ) infrastructure and enterprise-gradeprivate deployment solutions. Pursuant to the Agreement, the Companywill acquire all the issued and outstanding common shares of Innolink(the “ Transaction ”).

The Transaction remains subject to the approval of theTSX Venture Exchange (the “ TSXV ”) and is intended to constitute achange of business and reverse takeover of the Company by Innolink asdefined in TSXV Policy 5.2 – Change of Business and Reverse Takeovers . Thecombined company that will result from the completion of theTransaction (thereafter referred to as the “ Resulting Issuer ”)will be renamed to a name as agreed to by Innolink (the“ Name Change ”). Subject to TSXV approval, the common shares of theResulting Issuer will trade on the TSXV under a new trading symbol tobe determined by the parties and the Resulting Issuer will seek to belisted as a Tier 2 technology issuer.

The Transaction is an Arm’s Length Transaction (assuch term is defined in TSXV Policy 1.1 – Interpretation ) and,in connection with the announcement of the Transaction, trading in thecommon shares of the Company (the “ Astron Shares ”) hasbeen halted and is expected to remain halted until the closing (the“ Closing ”) of the Transaction. In connection with the Transaction,the Company intends to complete a non-brokered private placement toraise gross proceeds of up to $2,300,000 (the “ Concurrent Financing ”).

About Innolink

Innolink is a technology firm specializing in secure,customizable, and end-to-end AI infrastructure and enterprise-gradeprivate deployment solutions. It focuses on enabling small tomedium-sized enterprises (“ SMEs ”) to access high-performance computing(“ HPC ”) capabilities, custom AI model development, andInfrastructure as a Service (“ IaaS ”).

Recently, Innolink has focused its efforts ondeveloping its HPC Infrastructure & System Integration business.Innolink provides end-to-end AI infrastructure solutions, delivering afully integrated technology stack that supports the entire AIlifecycle, from foundational hardware to secure, production-gradeapplications. This business line combines advanced HPC capabilitieswith deep expertise in AI system integration, enabling clients torapidly deploy, optimize, and scale in-house or self-hosted AIenvironments.

The Transaction

The Transaction will be completed by way of a shareexchange, pursuant to which the shareholders of Innolink (the“ InnolinkShareholders ”) will transfer all of theircommon shares in the capital of Innolink (the “ Innolink Shares ”)to the Company. In consideration for the Innolink Shares, the Companywill issue an aggregate of 75,000,000 AstronShares to the Innolink Shareholders, distributedon a pro-rata basis according to each Innolink Shareholder’sholdings in Innolink.

Subject to the receipt of all required approvals, for aperiod of five years commencing on the date of Closing (the“ Anti-DilutionPeriod ”), Seikou Japan Co. Ltd.(“ Seikou ”), a majority shareholder of Innolink, will be granted ananti-dilution right to maintain its aggregate percentage ownership inthe Resulting Issuer Shares (as defined herein). The Companyanticpaties closing the Transaction by November 30, 2025.

The ConcurrentFinancing

In connection with the Transaction, the Company isundertaking the Concurrent Financing, consisting of a non-brokeredprivate placement of units of the Company (each, a “Unit ”) at aprice of $0.05 per Unit to raise aggregate gross proceeds of up to$2,300,000. Each Unit is comprised of one Astron Share and one warrantto purchase one Astron Share (each, an “ Astron Warrant ”)with each Astron Warrant entitling the holder thereof to acquire oneadditional Astron Share at an exercise price of $0.05 for a period ofthree years. Finders’ fees may be payable in connection with theConcurrent Financing.

Change of Officersand Directors

Upon the completion of the Transaction and subject toprior acceptance by the TSXV, the Company’s board of directors willbe restructured to consist of tentatively five directors,(collectively, the “ BoardReconstitution ”). Pursuant to the Agreement,the Company anticipates that the directors of the Resulting Issuerwill be S. Randall Smallbone, Iris Duan, Herrick Lau, Wei Kang, andJacky Zhang, prior to Closing. In addition, S. Randall Smallbone, IrisDuan, and Jacky Zhang will be appointed as officers of the Company(collectively, the “ Management Reconstitution ”). See theCompany’s news release dated [*], 2025 for more information aboutthe proposed directors and officers of the Resulting Issuer.

ClosingConditions

Closing is subject to the satisfaction of variousconditions standard for a transaction of this nature, including butnot limited to:

• the Company and Innolink obtaining all necessaryconsents, orders and regulatory approvals, including the conditionalapproval of the TSXV, for the Transaction and the ConcurrentFinancing;

• the completion of the Concurrent Financing;

• the cancellation of any outstanding options, sharepurchase warrants, convertible notes, and any other securitiesexercisable or convertible into Innolink Shares;

• the settlement of any outstanding shareholder loans byInnolink; and

• approval of the Transaction by the shareholders of theCompany and Innolink, if required by applicable corporate law and thepolicies of the TSXV, as applicable.

The Company intends to rely on Section 2.11 of NationalInstrument 45-106 – Prospectus Exemptions for an exemption fromthe prospectus requirements for the issuance of the Astron Shares tothe Innolink Shareholders.

Assuming the completion of the Transaction as well asthe Concurrent Financing and that no convertible securities of theCompany are exercised prior to Closing, approximately 342,146,236common shares of the Resulting Issuer (each, a “ Resulting Issuer Share ”) are expected to be issued and outstanding on theClosing, of which approximately 54.8% of the Resulting Issuer Shareswill be held by the former Innolink Shareholders, approximately 8.85%of the Resulting Issuer Shares will be held by existing shareholdersof the Company, 2.74% of the Resulting Issuer Shares will be held by afinder in connection with the Transaction, and approximately 33.61% ofthe Resulting Issuer Shares will be held by the subscribers under theConcurrent Financing. Additional information regarding any 10% orgreater shareholders of the Resulting Issuer will be set out in afiling statement to be prepared by the parties in accordance with thepolicies of the TSXV.

Sponsorship

Sponsorship of the Transaction is required by the TSXVunless exempt or waived in accordance with TSXV policies. The Companyintends to apply for a waiver from the sponsorship requirements. Thereis no assurance that the Company will be able to obtain such awaiver.

Additional Information

All informationcontained in this news release with respect to the Company andInnolink was supplied, for inclusion herein, by each respective partyand each party and its directors and officers have relied on the otherparty for any information concerning such other party.

Completion of theTransaction is subject to a number of conditions, including but notlimited to, TSXV acceptance and if applicable, disinterestedshareholder approval. Where applicable, the Transaction cannot closeuntil the required shareholder approval is obtained. There can be noassurance that the Transaction will be completed as proposed or atall.

Investors arecautioned that, except as disclosed in the management informationcircular or filing statement to be prepared in connection with theTransaction, any information released or received with respect to theTransaction may not be accurate or complete and should not be reliedupon. Trading in the securities of the Company should be consideredhighly speculative.

The TSX VentureExchange Inc. has in no way passed upon the merits of the proposedTransaction and has neither approved nor disapproved the contents ofthis news release.

About Astron Connect Inc.

Astron Connect Inc. (TSX-V:AST) helps Canadianenterprises in the food and beverage industry break through the noiseand bring their products to new international markets in the emerging world. Astron Connect brings Canadian food andbeverage companies to the world through its extensive connections andexport logistics capabilities in China and emerging markets. MannaWater and Sachiel Water (both Astron brands) supply China and otheremerging markets with pure Canadian bottled spring water. For moreinformation, visit www.astronconnect.com.

ON BEHALF OF THE BOARD OF DIRECTORS

“S. RandallSmallbone ”

Chairman and Director

For additional information, please contact Randy Smallbone at:

Astron Connect Inc.

Tel: 778-829-8686

Email: rsmallbone@cogeco.ca

Forward Looking Statements

Certain statements in this newsrelease are forward-looking statements, which reflect the expectationsof management regarding the Company’s completion of the Transactionand related transactions. Forward-looking statements consist ofstatements that are not purely historical, including any statementsregarding beliefs, plans, expectations or intentions regarding thefuture, including but not limited to, the Company and Innolinkcompleting the Transaction, the completion of the ConcurrentFinancing, the conditions to be satisfied for completion of theTransaction, completion of each of the Name Change, the name andbusiness carried on by the Resulting Issuer, the reliance on aprospectus exemption for the issuance of the Astron Shares to beissued in connection with the Transaction, and obtaining a waiver fromthe TSXV sponsorship requirements. Such statements are subject toassumptions, risks and uncertainties that may cause actual results,performance or developments to differ materially from those containedin the statements, including risks related to factors beyond thecontrol of the Company. The risks include the following: the requisitecorporate and shareholders approvals of the directors and shareholdersof the Company or Innolink, as applicable, may not be obtained; theCompany may be unable to close the Concurrent Financing in full or inpart; the TSXV may not approve the Transaction, including theAnti-Dilution Right; that the parties may be unable to satisfy theclosing conditions in accordance with the terms and conditions of theDefinitive Agreement; and other risks that are customary totransactions of this nature. No assurance can be given that any of theevents anticipated by the forward-looking statements will occur or, ifthey do occur, what benefits the Company will obtain from them. Thereader is cautioned not to place undue reliance of any forward-lookingstatements. Such information, although considered reasonable bymanagement at the time of preparation, may prove to be incorrect andactual results may differ materially from those anticipated.Forward-looking statements contained in this news release areexpressly qualified by this cautionary statement. The forward-lookingstatements contained in this news release are made as of the date ofthis news release. The Company disclaims any intention or obligationto update or revise any forward-looking statements, whether as aresult of new information, future events or otherwise, except asrequired by law.

Neither the TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.

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