Mr. Evan Gappelberg reports
NEXTECH3D.AI ON KRAFTY LABS ACQUISITION AND $321,917 CEO INVESTMENT
Nextech3D.AI Corp. is correcting the number of warrants and common shares underlying the convertible notes issued in connection with its recent acquisition of Krafty Labs from 2,299,412, to 1,951,012, issuable based upon a warrant exercise price and conversion price of 16.5 cents per share, respectively. All securities issued pursuant to the transaction are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws, expiring on May 6, 2026.
In connection with the company's continued execution and growth strategy, Evan Gappelberg, chief executive officer of Nextech3D.AI, invested $321,917 directly into the company through an 18-month convertible note bearing 12-per-cent annual interest.
Key terms of the CEO investment include:
- Term: 18 months;
- Interest rate: 12 per cent per annum;
- Conversion option: at the CEO's sole discretion, the note may be converted into 1,951,012 common shares at a fixed conversion price of 16.5 cents per share (correction);
- Warrants issued: as compensation, the CEO received 1,951,012 common share purchase warrants;
- Warrant terms:
- Exercise price: 16.5 cents per share;
- Term: three years.
Mr. Gappelberg will continue to be the company's largest shareholder, currently owning 32,757,017 common shares, further reinforcing strong alignment between management and shareholders.
The transaction constitutes a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 on the basis that the transaction does not exceed 25 per cent of the company's market capitalization. The transaction is subject to approval of the Canadian Securities Exchange.
Management believes this insider investment reflects confidence in Nextech3D.AI's strategy, execution and long-term growth prospects.
Strengthening an artificial-intelligence-first event platform
The combination of Krafty Labs' enterprise-grade engagement capabilities with Nextech3D.AI's existing event technology stack is expected to drive increased average contract values, deeper customer relationships and enhanced monetization opportunities across in-person, virtual and hybrid events.
Agoracom
The also company announces the launch of a 12-month on-line marketing campaign with Agoracom that will feature industry-leading AI generated content to reach investors of all demographics around the world. In addition, Nextech3D.AI will launch a verified forum on Agoracom that will provide moderated, civilized engagement between management and shareholders. The company will pay $0 in cash for the program, utilizing Agoracom's cashless, fully compliant shares-for-services program.
Agoracom, a pioneer in on-line investor relations for over 25 years, has launched its AI content showcase to help companies like Nextech3D.AI tell their stories faster and more emotionally through cinematic AI videos, avatars and multilingual content. Nextech3D.AI gains exposure across Agoracom's network of nine million investors, 900-million-plus page views and industry-leading engagement, supported by verified forums that ensure transparent communication and protection against misinformation.
Shares for services
Fees: $125,000 plus HST: $25,000 worth of shares (plus HST) will be issued in five instalments:
- Commencement;
- $25,000 plus HST shares for services at the end of the third month: March 8, 2026;
- $25,000 plus HST shares for services at the end of the sixth month: June 8, 2026;
- $25,000 plus HST shares for services at the end of the ninth month: Sept. 8, 2026;
- $25,000 plus HST shares for services at the end of the term: Jan. 31, 2027.
The deemed price of the securities to be issued will be determined after the date services are provided to the advertiser in each period, calculated using the closing price on the Canadian Securities Exchange on each of the dates as stated above.
About Nextech3D.AI Corp.
Nextech3D.AI is an AI-powered technology company specializing in 3-D asset generation, spatial computing and comprehensive AI event solutions for virtual, hybrid and in-person experiences. Through Map Dynamics, Eventdex and Krafty Labs, Nextech3D.AI delivers a unified global platform for Google, Microsoft, Netflix, Oracle, Yelp, ZoomInfo, Spotify, Meta conferences, expos, corporate activations, learning programs and enterprise engagement.
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