Toggle3D is Nextech’s Second Spin-Out Following the Successful Debut of ARway

Nextech AR Solutions Corp is pleased to announce that it has determined to pursue a direct spinout of its Toggle3D design studio SaaS Software platform through a wholly-owned subsidiary of the Company (“Subco”). The transaction is currently anticipated to proceed by way of plan of arrangement (the “Arrangement”) pursuant to which the Toggle3D and associated assets will be spun out into a new Subco, but will be subject to final tax and legal structuring considerations. Nextech shareholders will receive Toggle3D (Spinco) Shares distributed directly to the shareholders of Nextech on a pro-rata basis.

On October 26th, 2022 Nextech successfully completed the spin-out of ARway on the Canadian Securities Exchange (“CSE”) which unlocked tremendous shareholder value in a very short amount of time. The Company believes that by spinning out Toggle3D it will unlock additional shareholder value. With the successful spin-out structure of ARway the Company plans to have similar terms and conditions for the spin-out of Toggle3D. Further detail of this arrangement will be disclosed shortly.

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Evan Gappelberg, CEO of Nextech AR commented, “The spin-out of ARway on October 26th has proven to be a tremendously successful way to unlock value for Nextech shareholders. Now we are announcing that we are going to do the same thing with Toggle 3D. We believe there is a tremendous amount of value currently trapped inside Nextech and these spin-outs are aimed at unlocking that value by listing pure play technology companies. We believe that Toggle 3D is now commercially ready with a laser focused team, and will be well received by the market. Creating value for Nextech shareholders of which I am the single largest with 10.7mill shares has always been a major focus of mine. This Toggle3D spin-out and the possibility of additional future spin-outs are intended to unlock the value of the technology that we have been heavily investing in, incubating and building inside Nextech for the last 4-years.” He continued, “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. Once launched computer glasses will become the device of choice in 2023 and beyond causing everything 3D to go up in value practically overnight. We believe that a 3D spatially aware world is the next evolution of our computer driven world. We see it becoming a major focus of investors in 2023 when Apple Computer releases a pair of computer glasses which perfectly positions, Nextech, ARway and now Toggle3D.”

Further Details of the Arrangement

Further details about the proposed Arrangement will be provided in a disclosure document to be prepared and filed in connection therewith. Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the Arrangement, any information released or received with respect to the foregoing matters may not be accurate or complete and should not be relied upon.

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