Mr. Peter Evans reports

XTRACT ONE TECHNOLOGIES ANNOUNCES STRATEGIC INVESTMENT

Madison Square Garden Sports Corp. (MSG Sports) will invest up to $13.4-million ($10-million (U.S.)) in Xtract One Technologies Inc. The initial investment of $8.4-million ($6.3-million (U.S.)) is effective immediately, with the subsequent investment of $5-million ($3.7-million (U.S.)) being conditional on the approval of Xtract One's shareholders and all applicable regulatory approvals. The investment comprises the sale of up to 31,925,595 units at a price of 42 cents per unit. Each unit will comprise one common share of Xtract One and one common share purchase warrant, exercisable at a price of 60 cents for a period of five years following the date of its issuance. The initial tranche of the investment comprised the issuance of 20 million units for aggregate gross proceeds of $8.4-million. The proposed second tranche of the investment will comprise the issuance of 11,925,595 units for aggregate gross proceeds of $5,008,749.90. All securities issued under the investment will be subject to Canadian resale restrictions of four months and one day, in addition to applicable U.S. resale restrictions. No commissions or fees are or will be paid in connection with the investment.

The initial and proposed subsequent equity investment will enable Xtract One to further innovate its advanced security solution and accelerate its growth into new market segments.

Xtract One is transforming perimeter screening and security, replacing obsolete walk-through metal detectors with a fast, frictionless entry experience while simultaneously providing a security solution that delivers exceptional experiences and safer environments.

"We are thrilled to announce this investment and partnership with MSG Sports. We continue to see impressive growth in market interest and customer adoption of our security technology solutions," said Peter Evans, chief executive officer of Xtract One. "I believe this relationship will create unique opportunities and benefit multiple industries."

Xtract One will hold a special meeting of shareholders to obtain disinterested shareholder approval of the second tranche of the investment, currently scheduled for April 11, 2023.

About MSG Sports' investment

The investment by MSG Sports took place through its wholly owned subsidiary, MSG Sports Ventures LLC (MSGSV), which is located at 2 Penn Plaza, New York, N.Y., 10121.

Prior to its investment, MSGSV did not hold any securities of Xtract One. As a result of its investment for total gross proceeds of $8.4-million, MSGSV holds 20 million common shares and 20 million warrants, representing approximately 10.92 per cent of the issued and outstanding common shares on a non-diluted basis and 19.69 per cent on a partially diluted basis. Should its investment increase to $13.4-million, MSGSV would hold an aggregate of 31,925,595 common shares and 31,925,595 warrants, representing approximately 16.36 per cent of the issued and outstanding common shares on a non-diluted basis and 28.12 per cent of the issued and outstanding common shares on a partially diluted basis, based on the current issued and outstanding common shares.

In connection with its investment, MSGSV entered into an investor rights agreement with Xtract One, pursuant to the terms of which MSGSV has been granted the right to appoint an observer to the board of directors of Xtract One. Under the investor rights agreement, subject to certain limitations set forth therein, MSGSV is also entitled to: (a) certain demand registration rights that will allow MSGSV to request that Xtract One: (i) qualify for resale under Canadian securities laws; and/or (ii) register for resale under the U.S. Securities Act of 1933, as amended, any common shares acquired by MSGSV as a result of its investment or upon exercise of the warrants; and (b) certain piggyback registration rights that will allow MSGSV to include the registrable securities in any public offering of equity securities initiated by Xtract One or another shareholder having registration rights.

MSGSV acquired ownership of the common shares and warrants for investment purposes and may, from time to time, acquire additional securities of Xtract One, dispose of some or all of the securities of Xtract One that it holds or continue to hold the common shares and warrants. For additional information, please contact Ari Danes at 212-465-6072.

About Xtract One Technologies Inc.

Xtract One Technologies is a leading technology-driven threat detection and security solution leveraging AI (artificial intelligence) to provide seamless and secure patron access control experiences. The company makes unobtrusive threat detection systems that enable venue building operators to prioritize and deliver improved patron experiences while providing unprecedented safety. Xtract One's innovative multisensor gateway product enables companies to covertly screen for weapons at points of entry without disrupting the flow of traffic. Its AI-based software allows venue and building operators to identify weapons and other threats inside and outside of facilities and receive valuable intelligence for optimizing operations.

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