Mr. Alexander Tjiang reports
NEXTGEN DIGITAL CLOSES SECOND TRANCHE OF THE NON-BROKERED PRIVATE PLACEMENT OF SPECIAL WARRANTS AND COMMON SHARES
Nextgen Digital Platforms Inc., further to its news releases of April 1, 2025, and April 29, 2025, and May 8, 2025, has completed the second tranche of its previously announced non-brokered private placement. Pursuant to the second tranche, the company issued 3,393,100 special warrants and 440,000 common shares at the price of 30 cents per security for gross proceeds of $1,149,930.10.
The company plans to complete a third and final tranche of the offering next week.
In connection with the second tranche, the company paid finders' fees to eligible finders consisting of $41,845.31 in cash and 131,244 common share purchase warrants. Each finder's warrant is exercisable to acquire one common share of the company at an exercise price of 30 cents per share for a period of 24 months.
Each special warrant will automatically convert, for no additional consideration, into one common share in the capital of the company 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; 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.
All securities issued in connection with the offering are subject to a statutory hold period of four months plus a day in accordance with applicable securities legislation ending on Sept. 17, 2025.
The company will use the net proceeds from the offering for corporate development, marketing and general working capital.
Investor relations engagement
The company also announces that it has entered into an agreement for marketing and investor relations. On May 13, 2025, the company engaged Tafin GmbH to provide investor relations services with a focus on the German stock market. Tafin will, among other items, provide the company with marketing services, including the creation of articles and content for various financial platforms and newsletters. The agreement has an initial term of 10 weeks, commencing on May 15, 2025, and the company will make a one-time payment to Tafin for 250,000 euros, as consideration for the services.
The contact person for Tafin is Marco Marquardt, telephone: 49-6128-9792946, e-mail: team@finanzmedien.gmbh, and the address is Rosenweg 28, 65232 Taunusstein, Germany. The company will not issue any securities to Tafin as compensation. Both Tafin and Mr. Marquardt are arm's length to the company, and do not have any interest, direct or indirect, in the company or its securities, nor do they have any right to acquire such an interest.
About Nextgen Digital Platforms Inc.
Nextgen Digital is a technology company that operates e-commerce platform PCSections (PCS) and a hardware-as-a-service business supporting the artificial intelligence sector, called cloud AI hosting. Both PCS and cloud AI hosting were developed in-house by Nextgen. The company also intends to democratize access to cryptocurrencies by providing investors with exposure to a diversified basket of digital assets through a regulated public vehicle. From time to time, the company also intends to evaluate and acquire or develop other microtechnology platforms.
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