Mr. Evan Gappelberg reports

NEXTECH3D.AI ANNOUNCES INVESTMENT AND PARTNERSHIP IN ITS 3D MODELLING BUSINESS

Nextech3D.AI Corp. has entered into a binding letter agreement with VCI Global Ltd., pursuant to which VCI has been granted the right to earn up to a 51-per-cent interest in the company's proprietary artificial intelligence platform for 3-D modelling and associated assets over an approximate nine-month term.

Evan Gappelberg CEO of Nextech3D.ai commented, "I am excited to enter this partnership with VCI Global Limited, and welcome Victor Hoo who is making a substantial investment in Nextech3D.ai of up to CAD$12.75 million. This capital infusion will be instrumental in advancing our portfolio of businesses and furthering our commitment to the transformative potential of AI." He continued, "As we are now seeing a global surge of investor interest in AI, AR, and 3D, which we have been steadfastly investing in since 2018, this partnership positions us financially to not only enhance our technology but also to scale our operations in 2024. With this growth capital we are poised to continue navigating the evolving landscape of technology, unlock new growth opportunities, and solidify our position as industry leaders. I want to thank our dedicated team, investors, and partners for their continuous support on this exciting journey."

VCI may earn its interest in the 3D Modelling Business in tranches ("Tranches") by making cash payments to the Company as follows, subject to the terms of the Agreement:

Tranche Payment (CDN$) Percentage Interest (%) Payment Date                  
1       $637,500       2.7                     On or before 31 January 2024  
2       $1,187,500     5.0                     On or before 30 April 2024    
3       $1,662,500     7.0                     On or before 30 June 2024     
4       $2,450,000     10.3                    On or before 31 July 2024     
5       $2,612,500     11.0                    On or before 31 August 2024   
6       $3,562,500     15                      On or before 30 September 2024

Each Tranche is optional and shall be completed at the discretion of VCI. In connection with the Transaction, VCI has also agreed to purchase common shares of the Company in a concurrent private placement for aggregate gross proceeds of Cdn$637,500, upon terms to be determined (the "Private Placement").

In order to facilitate the Transaction, the Company will transfer its 3D Modelling Business into a new subsidiary, and VCI will earn its respective percentage interest in such subsidiary upon completion of each of the Tranches noted above. Also in connection with the Transaction, the Company has agreed to grant a non-exclusive limited license to VCI in order for VCI to solicit customers for the Company's technology in the Asia Pacific region.

The Transaction and Private Placement remain subject to various conditions, including the receipt of all applicable third party approvals, the approval of the Canadian Securities Exchange and NASDAQ (as applicable), and the satisfaction of other conditions precedent as set forth in the Letter Agreement.

About Nextech3D.aiThe Company is a diversified augmented reality, AI technology company that leverages proprietary artificial intelligence (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 are disruptive technologies 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 October 26, 2022, the Company spun out its spatial computing platform, "ARway.ai" as a stand alone public company. ARway.ai is disrupting the augmented reality wayfinding market with a no-code, no beacon spatial computing platform enabled by visual marker tracking. The Company retained 13 million shares in ARway and distributed 4 million shares to Nextech3D.AI shareholders. ARway.ai is currently listed on the Canadian Securities Exchange (CSE:ARWY), in USA on the OTCQB (OTCQB:ARWYF) and Internationally on the Frankfurt Stock Exchange (FSE:E65).

On June 14, 2023, the Company completed its second spinout of Toggle3D.ai, a groundbreaking SaaS solution that utilizes generative AI to convert CAD files, apply stunning 4K texturing, and enable seamless publishing of superior 4K 3D models. The Company retained 13 million shares in Toggle3D.ai and distributed 4 million shares to Nextech3D.AI shareholders. Toggle3D.ai is trading on the Canadian Securities Exchange (CSE:TGGL) and in the USA (OTCQB:TGGLF).

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