Mr. Bruce Wilcox reports

NXT ANNOUNCES US$2.5 MILLION CONVERTIBLE DEBENTURE OFFERING OF WHICH US$1.0 MILLION IS SUBSCRIBED BY AN INSIDER

NXT Energy Solutions Inc. has received conditional approval from the Toronto Stock Exchange to offer a multitranche convertible debenture under which the subscribers will be able to purchase a principal amount of up to $2.5-million (U.S.) (approximately $3,447,500). The debentures bear interest at 10 per cent per annum, paid quarterly, and are due and payable two years after issuance of the debenture. The debentures are convertible into common shares in the capital of NXT at a conversion price of 18.08 U.S. cents (25 cents) per common share which provides the subscribers with the right to obtain up to 13,827,433 common shares in the capital of NXT.

The proceeds from the debenture will be used to support the working capital needs of the coming SFD survey in Turkey, and other general and administrative costs which include business development and marketing activities required to transform the existing pipeline of SFD opportunities into firm contracts.

Closing of first tranche of private placement

As of Nov. 8, 2023, the company has issued an aggregate principal amount of $1-million (U.S.) (approximately $1,379,000) of the debenture to MCAPM LP and Michael P. Mork (Mork Capital). Mork Capital will now have the right to obtain an additional 5,530,973 common shares upon the conversion of the debentures. However, due to the current shareholdings of Mork Capital in NXT, no conversion of the debentures can occur until shareholder approval of NXT's shareholders is obtained. Mork Capital currently own an aggregate of 14,921,233 common shares, representing 19.13 per cent of the currently issued and outstanding common shares of NXT. With the acquisition of the debentures, Mork Capital will have the right to own, after conversion of the debentures, 20,452,206 common shares, representing approximately 24.48 per cent of the issued and outstanding common shares (after giving effect to the conversion of the full amount of debentures). In addition, the company has agreed to appoint a representative from Mork Capital to its board of directors in the near future.

The company intends to complete the remaining $1.5-million of the debenture offering on or before Dec. 15, 2023.

Commenting on the debenture offering, Bruce G. Wilcox, interim chief executive officer of NXT, said: "Proceeds from this financing are critical in providing NXT with the capital necessary to complete its SFD contract in Turkey and continue with other negotiations for the deployment of our SFD technology in other regions. Mork Capital has been a significant shareholder of the company for over 20 years and we appreciate their confidence in the potential of NXT. We look forward to their active participation on the board of directors and continuing our partnership with them."

About NXT Energy Solutions Inc.

NXT Energy Solutions is a Calgary-based technology company whose proprietary SFD survey system utilizes quantum-scale sensors to detect gravity field perturbations in an airborne survey method which can be used both onshore and offshore to remotely identify traps and reservoirs with hydrocarbon and geothermal exploration potential. The SFD survey system enables NXT's clients to focus their exploration decisions concerning land commitments, data acquisition expenditures and prospect prioritization on areas with the greatest potential. SFD is environmentally friendly and unaffected by ground security issues or difficult terrain and is the registered trademark of NXT Energy Solutions. NXT Energy Solutions provides its clients with an effective and reliable method to reduce time, costs and risks related to exploration.

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