Nextech AR Amends Terms of Public Offering of Units

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

TORONTO, Jan. 24, 2023 (GLOBE NEWSWIRE) -- Nextech AR Solutions Corp. (Nextech or the Company) (OTCQX: NEXCF) (CSE: NTAR) (FSE: EP2) announces that it has amended certain terms of its marketed offering (the Offering) of units of the Company (the Units), that was previously announced on January 23, 2023 and January 24, 2023. Pursuant to the amended terms, the Offering of Units will be conducted at a price of $0.83 per Unit for aggregate gross proceeds of up to $3,000,000. Each Unit shall be comprised of one common share of the Company (a "Common Share") and one Common Share purchase warrant of the Company (a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one Common Share at an exercise price of $1.03 for a period of 48 months following closing of the Offering.

The Offering is being led by Research Capital Corporation as the sole agent and sole bookrunner (the Agent).

The Company has granted to the Agent an option to increase the size of the Offering by up to an additional number of Units, and/or the components thereof, that in aggregate would be equal to 15% of the total number of Units to be issued under the Offering, to cover over-allotments, if any, and for market stabilization purposes, exercisable at any time and from time to time up to 30 days following the closing of the Offering.

The net proceeds from the Offering will be used for working capital and general corporate purposes.

The closing of the Offering is expected to occur on or about January 31, 2023 (the Closing), or such other earlier or later date as the Agent and Company may agree upon. Closing is subject to the Company receiving all necessary regulatory approvals, including any requisite approval of the Canadian Securities Exchange (the Exchange) to list the Common Shares and the Common Shares issuable upon exercise of the Warrants and the Agents broker warrants, on the Exchange.

The Company intends to file a prospectus supplement (the Prospectus Supplement) to the Companys short form base shelf prospectus dated March 21, 2022 (the Shelf Prospectus) following pricing of the Offering with the securities regulatory authorities in each of the provinces and territories of Canada (except Quebec). Copies of the Shelf Prospectus and the Prospectus Supplement to be filed in connection with the Offering, can be found on SEDAR at www.sedar.com. The Shelf Prospectus and the Prospectus Supplement will contain, important detailed information about the Company and the Offering. Prospective investors should read the Prospectus Supplement and accompanying Shelf Prospectus and the other documents the Company has filed on SEDAR at www.sedar.com before making an investment decision.

This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.

About Nextech AR Solutions Corp.

Nextech AR Solutions (OTCQX: NEXCF) (CSE: NTAR) (FSE: EP2) is a diversified augmented reality, AI technology company that leverages proprietary AI to create 3D experiences for the metaverse. Its main businesses are creating 3D WebAR photorealistic models for the Prime Ecommerce Marketplace as well as many other online retailers. The company develops or acquires what it believes is disruptive technology and once commercialized spins them out as stand alone public companies issuing a stock dividend to shareholders while retaining a significant ownership stake in the public spin-out.

On 10/26/2022, Nextech AR completed its first spin-out of an augmented reality wayfinding solution company calledARway. Nextech AR retained a control ownership in ARway Corp. with 13 million shares, or a 50% stake. ARway is currently listed on the Canadian Securities Exchange (CSE:ARWY), in USA on the (OTC: ARWYF) and Internationally on the Frankfurt Stock Exchange (FSE: E65).

On 12/14/2022,Nextech AR announcedits proposed second spinout ofToggle3D, an artificial intelligence (A) powered 3D design studio, to compete with Adobe. Toggle3D is expected to be public in the first half of 2023.

Nextech Investor Relations Contact
Lindsay Betts
investor.relations@Nextechar.com
866-ARITIZE (274-8493) Ext 7201

Nextech AR Solutions Corp.
Evan Gappelberg
CEO and Director
866-ARITIZE (274-8493)

To learn more about Nextech AR, please follow us on Twitter, YouTube, Instagram, LinkedIn, and Facebook, or visit our website: https://www.Nextechar.com.

Disclaimer for Forward-Looking Information

This news release includes certain statements and information that constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements in this news release, other than statements of historical facts are forward-looking statements. Such forward-looking statements and forward-looking information specifically include, but are not limited to, statements that relate to the completion of the Offering and the timing and pricing in respect thereof, the use of proceeds of the Offering, the entering into of the agency agreement and timely receipt of all necessary approvals, including any requisite approval of the Canadian Securities Exchange.

Statements contained in this release that are not historical facts are forward-looking statements that involve various risks and uncertainty affecting the business of the Company. Such statements can generally, but not always, be identified by words such as expects, plans, anticipates, intends, estimates, forecasts, schedules, prepares, potential and similar expressions, or that events or conditions will, would, may, could or should occur. All statements that describe the Companys plans relating to operations and potential strategic opportunities are forward-looking statements under applicable securities laws. These statements address future events and conditions and are reliant on assumptions made by the Companys management, and so involve inherent risks and uncertainties, as disclosed in the Companys periodic filings with Canadian securities regulators. As a result of these risks and uncertainties, and the assumptions underlying the forward-looking information, actual results could materially differ from those currently projected, and there is no representation by the Company that the actual results realized in the future will be the same in whole or in part as those presented herein. the Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. Readers are referred to the additional information regarding the Companys business contained in the Companys reports filed with the securities regulatory authorities in Canada. Although the Company has attempted to identify important factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. For more information on the Company and the risks and challenges of its business, investors should review the Companys filings that are available at www.sedar.com.

The Company provides no assurance that forward-looking statements and information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company does not undertake to update any for-ward looking statements, other than as required by law.