Mr. Evan Gappelberg reports

NEXTECH3D.AI ANNOUNCES PLANS TO ACQUIRE 100 per cent OF AI SPATIAL COMPUTING AND EVENT PLATFORM ARWAY, STREAMLINING OPERATIONS

Nextech3D.AI Corp. intends to reacquire all of the issued and outstanding common shares of Arway Corp. that it does not already own. The reacquisition will allow Nextech to further consolidate its technology stack with Arway and Map Dynamics (Map D), creating a more unified company while streamlining operations.

Evan Gappelberg, chief executive officer, comments:

"This reacquisition represents the consolidation of our businesses into a stronger, more streamlined Nextech3D.AI. By fully integrating Arway with Map D, we are accelerating our vision of delivering a unified event technology suite powered by AI, 3-D modelling and immersive tools."

Strategic rationale -- driving efficiency and growth through streamlining

Map D, Nextech's event management platform, supports hundreds of events annually with features such as interactive floor plans, exhibitor management, ticketing, badge printing, mobile apps and, soon, blockchain ticketing. By bringing Arway back under the Nextech umbrella, the company will eliminate duplicative overhead, streamline development resources and centralize operations under a single event technology suite.

It is important to note that Nextech already owns approximately 15 million shares of Arway, representing about 40 per cent of the company. In addition, Nextech management collectively holds approximately another 20-per-cent stake. This significant combined ownership underscores Nextech's deep alignment and vested interest in Arway's long-term success.

This consolidation is expected to:

• Reduce costs by integrating teams and technologies, cutting redundant expenses and creating a leaner operational structure;
• Accelerate product development by unifying AI, AR (augmented reality) and navigation tools directly within the Map D event suite;
• Enhance revenue growth by offering organizers, exhibitors and attendees a seamless end-to-end solution -- resulting in higher adoption rates, stronger customer retention and expanded recurring SaaS (software-as-a-service) revenues.

By leveraging efficiencies across platforms while strengthening Map D's core offerings, Nextech3D.AI is positioning itself for both improved profitability and scalable growth in the global event technology market.

Evan Gappelberg, chief executive officer of Nextech3D.AI, comments:

"This transaction is about building a stronger, more efficient Nextech3D.AI. By consolidating Arway back into Nextech and aligning it closely with Map D, while reducing costs, eliminating redundancies and streamlining operations across our event technology platforms. With Nextech already owning about 15 million shares of Arway, or 40 per cent, and our management team holding another 20 per cent, we have both a strategic and financial alignment with this business. By bringing ARway fully back under the Nextech umbrella, we are optimizing operations, creating a unified product suite that can scale faster, deliver greater value to customers and capture more recurring revenue. This positions Nextech to not only operate leaner but also to grow stronger and more profitably in the years ahead."

The goal is to create a single end-to-end SaaS platform that spans:

• Event set-up and management;
• AI-powered matchmaking between attendees and exhibitors;
• AR and AI navigation inside venues;
• Ticketing and payments, including upcoming blockchain-based capabilities.

This integration builds on Nextech's strategy of driving higher recurring revenue through SaaS and subscription-based event solutions, while leveraging its core strengths in AI and 3-D modelling.

About ARway Corp.

Originally incubated within Nextech, Arway was spun out in October, 2022, and listed independently on the Canadian Securities Exchange. Its technology enables no-code, no-hardware AR navigation using visual marker tracking. Posttransaction, ARway will continue as a wholly owned subsidiary of Nextech, with its tools embedded into the Map D ecosystem to create a new AI-focused event technology platform.

Transaction terms

The reacquisition is expected to proceed through a three-cornered amalgamation, whereby Arway will amalgamate with a wholly owned subsidiary of Nextech. Shareholders of Arway will receive Nextech common shares in exchange for each Arway share held. Final terms, including the exchange ratio and deemed price, will be disclosed in the forthcoming shareholder circular.

Completion is subject to Arway shareholder approval, CSE approval and customary closing conditions. A notice of meeting and circular with full details will be filed on SEDAR+ in due course. There can be no assurance that the transaction will be completed as proposed, or at all.

Further details about the proposed transaction will be provided in a disclosure document to be prepared and filed in connection therewith. Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the transaction, any information released or received with respect to the foregoing matters may not be accurate or complete and should not be relied upon.

CEO comment

"This reacquisition represents the consolidation of our businesses into a stronger, more streamlined Nextech3D.AI. By fully integrating Arway with Map D, we are accelerating our vision of delivering a unified event technology suite powered by AI, 3-D modelling and immersive tools."

About Nextech3D.AI Corp.

Nextech3D.AI is a diversified augmented reality, AI-powered 3-D modelling and spatial computing company servicing e-commerce, advertising and event industries. Through its proprietary platforms and SaaS offerings, Nextech3D.AI delivers scalable, cutting-edge technology solutions to a global client base.

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