Nextech AR Announces Update Of Proposed Arrangement To Spin Out Real-World Augmented Reality Spatial Mapping Platform Arway

Martech Outlook

- Increases dividend shares to Nextech shareholders again to 4 million shares +25% from the 3,200,000 previously announced

- Execution of Arrangement Agreement To Spin Out Real-World Augmented Reality Spatial Mapping Platform ARway

TORONTO, ON, Canada - Nextech AR Solutions Corp. (“Nextech” or the “Company”) (OTCQB: NEXCF) (CSE: NTAR) (FSE: N29) is pleased to announce that it has entered into an arrangement agreement dated effective July 29, 2022 with its wholly-owned subsidiary 1000259749 Ontario Inc. (“Spinco”) and a special purpose financing company, 1373222 B.C. Ltd. (“FinanceCo”). The Arrangement Agreement, a copy of which will be available under the Company’s profile on SEDAR, sets out the terms on which Nextech will complete a plan of arrangement (the “Arrangement”) under the Business Corporations Act (British Columbia) whereby the Company’s ARway platform and associated assets will be spun out to Spinco.

The Arrangement, if completed, will result in, among other things, Nextech receiving an aggregate of 16,000,000 common shares of Spinco (“Spinco Shares”) and an aggregate of 4,000,000 Spinco Shares being distributed directly to the shareholders of Nextech on a pro rata basis. Nextech currently intends to transfer an aggregate of 3,000,000 of the 16,000,000 Spinco Shares which it receives pursuant to the Arrangement to certain service providers in consideration of past services and other indebtedness

Evan Gappelberg, Chief Executive Officer of Nextech comments “This spin-off transaction is quickly moving forward and will give Nextech shareholders ownership in yet another exciting public company with a spatial computing platform which I believe is perfectly positioned for growth in the rapidly emerging Web3.0 world. Once approved, this spinco will be another major milestone for Nextech and its valued shareholders. This transaction is anticipated to enable the realization of the true potential of ARway (formerly ARitize Maps) assets under a highly experienced and focused management team, unlocking the true value of our real world Spatial Computing platform. He continues “After 16 years of walking around with a smartphone in our pockets the next generation of devices is about to emerge in the form of Computer glasses. Computer glasses will become the device of choice for spatial commuting and the spatial web which is the next evolution of our computer driven world. I believe it will become a major focus of investors when Apple Computer releases a pair of computer glasses which is widely anticipated and expected to happen in the next 12 months. Once fully launched ARway, spatial computing and the spatial web will have unlimited potential and use cases including; healthcare, education, sports venues, hospitals, campuses, trade shows, theme parks, airports, museums, warehouse wayfinding, entertainment forever changing our world into a metaverse with spatially aware computers”.

Subco intends to seek a listing of its common shares on the Canadian Securities Exchange (“CSE”) following the completion of the Arrangement.

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