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Nextech AR Amends Terms of Public Offering of Units

Nextech AR Solutions Corp. 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.

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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.

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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 Agent’s broker warrants, on the Exchange.

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The Company intends to file a prospectus supplement (the “Prospectus Supplement”) to the Company’s 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.

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