Subject: NEXTGEN DIGITAL PROVIDES UPDATE ON NON BROKERED PRIVATE PLACEMENT OF SPECIAL WARRANTS
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File: Attachment NextGen - news release - update on Private Placement of Special Warrants - April 2025.pdf
NEXTGEN DIGITAL PROVIDES UPDATE ON
NON-BROKERED PRIVATE PLACEMENT OF
SPECIAL WARRANTS
Not for distribution to United States newswire services or for release publication, distribution, or
dissemination directly, or indirectly, in whole or in part, in or into the United States.
Fredericton, New Brunswick April 29, 2025 NextGen Digital Platforms Inc. (CSE:NXT)
(OTCQB:NXTDF) (FSE:Z12) ("NextGen" or the "Company") announces, further to its news
release of April 1, 2025 that the Company will proceed with a non-brokered private placement of
up to 10,000,000 special warrants (the "Special Warrants") at the price of $0.30 per Special
Warrant for gross proceeds of up to $3,000,000 (the "Offering").
Each Special Warrant will automatically convert, for no additional consideration, into one
common share in the capital of the Company (a "Share") on the date that is the earlier of: (i) the
date that is three business days following the date on which the Company files a prospectus
supplement to a short form base shelf prospectus with the securities commissions qualifying
distribution of the Shares underlying the Special Warrants (the "Prospectus Supplement"), and
(ii) the date that is four months and one day after the closing of the Offering.
The Company will use its commercially reasonable efforts to file the Prospectus Supplement
within 60 days of the closing of the Offering (not including the date of closing), provided, however,
that there is no assurance that a Prospectus Supplement will be filed with the securities
commissions, prior to the expiry of the statutory four month hold period.
About NextGen Digital Platforms Inc.
NextGen Digital Platforms Inc. (CSE: NXT) is a publicly traded company listed on the Canadian
Securities Exchange, with a dual focus on digital assets and artificial intelligence infrastructure.
The Company operates a hardware-as-a-service business supporting the artificial intelligence
sector, known as cloud AI hosting ("Cloud AI Hosting"), delivering advanced infrastructure
solutions for AI-driven applications. The Company also explores opportunities to acquire or
develop emerging technology platforms that align with its strategic vision in digital innovation.
For More Information:
Alexander Tjiang, Interim Chief Executive Officer
(416) 300-7398
https://nextgendigital.ca/
info@nextgendigital.ca
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Forward-Looking Statements
Some statements in this news release may contain forward-looking information (within the meaning of
Canadian securities legislation), including, without limitation, the receipt of approval for the Offering
including the approval of the CSE, the closing of the Offering, and the use of proceeds of the Offering.
These statements address future events and conditions and, as such, involve known and unknown risks,
uncertainties, and other factors which may cause the actual results, performance, or achievements to be
materially different from any future results, performance, or achievements expressed or implied by the
statements. Forward-looking statements speak only as of the date those statements are made. Although the
Company believes the expectations expressed in such forward-looking statements are based on reasonable
assumptions, such statements are not guaranteeing of future performance and actual results may differ
materially from those in the forward-looking statements. Factors that could cause the actual results to differ
materially from those in forward-looking statements include regulatory actions, market prices, and
continued availability of capital and financing, and general economic, market or business conditions.
Investors are cautioned that any such statements are not guarantees of future performance and actual
results or developments may differ materially from those projected in the forward-looking statements.
Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management
on the date the statements are made. Except as required by applicable law, the Company assumes no
obligation to update or to publicly announce the results of any change to any forward-looking statement
contained or incorporated by reference herein to reflect actual results, future events or developments,
changes in assumptions, or changes in other factors affecting the forward-looking statements. If the
Company updates any forward-looking statement(s), no inference should be drawn that it will make
additional updates with respect to those or other forward-looking statements.
This news release does not constitute an offer for sale, or a solicitation of an offer to buy, in the United
States or to any "U.S Person" (as such term is defined in Regulation S under the U.S. Securities Act of
1933, as amended (the "1933 Act")) of any equity or other securities of the Company. The securities of the
Company have not been, and will not be, registered under the 1933 Act or under any state securities laws
and may not be offered or sold in the United States or to a U.S. Person absent registration under the 1933
Act and applicable state securities laws or an applicable exemption therefrom.
The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this
release.
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