INEO Announces Upsize to Marketed Public Offering

/NOT FOR DISSEMINATION IN THE UNITED STATES OR TO OR THROUGH UNITED STATES NEWSWIRE SERVICES./

SURREY, BC, Feb. 18, 2021 /CNW/ - INEO Tech Corp. (TSXV: INEO) ("INEO" or the "Company"), an innovative provider of location based digital advertising, data analytics and loss prevention solutions for retailers, is pleased to announce that it has amended the terms of its previously announced marketed public offering (the "Offering") of units of the Company (the "Units"). Under the amended terms, the company will offer for sale a minimum of 11,111,111 Units at a price of $0.36 per Unit for aggregate gross proceeds of $4,000,000 and up to a maximum of up to 16,917,000 Units for aggregate gross proceeds of up to $6,090,120. In the event the Over-Allotment Option (as defined below) is exercised in full under the maximum Offering, the total number of Units issued under the Offering shall be 19,454,550 for aggregate gross proceeds of $7,003,638.

The Company filed a preliminary prospectus with the British Columbia, Alberta and Ontario Securities Commissions in respect of the Offering on February 16, 2021.  The amended terms of the Offering will be included in the final prospectus for the Offering.

Each Unit will consist of one common share of the Company (a "Share") and one-half of one Share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will be exercisable to acquire one Share (a "Warrant Share") for a period of 24 months following the closing of the offering (the "Closing") at an exercise price of $0.55 per Warrant Share.

The Offering is being conducted on a "best efforts" agency basis by a syndicate of agents led by Beacon Securities Limited as lead agent and sole bookrunner (the "Lead Agent"), and including Haywood Securities Inc. and PI Financial Corp. (collectively the "Agents"). The Offering will be conducted pursuant to the terms of an agency agreement (the "Agency Agreement") to be entered into between the Company and the Agents. The Agency Agreement will provide that the Company will grant the Agents an option (the "Over-Allotment Option"), to offer for sale up to an additional 15% of the number of Units sold under the Offering. The Over-Allotment Option is exercisable in whole or in part at any time, for a period of 30 days after and including the Closing date of the Offering. The Over-Allotment Option is exercisable to acquire Units, Shares and/or Warrants (or any combination thereof) at the discretion of the Agents.

The Company intends to use the net proceeds of the Offering to advance the development and commercial deployment of the INEO Welcoming System, working capital and general corporate purposes.

The Offering is expected to close on such date as may be agreed between the Lead Agent and the Company, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

The securities have not been, and will not be, registered under the U.S. Securities Act, or any U.S. state securities laws, and may not be offered or sold in the Unites States or to, or for the account or benefit of, U.S. persons without registration under the U.S. Securities Act and all applicable state securities laws or compliance with requirements of an applicable exemption therefrom. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the Unites States or to, or for the account or benefit of, U.S. persons, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About INEO:

INEO Tech Corp., through its wholly owned subsidiary, INEO Solutions Inc., provides retailers with the INEO Welcoming Network, a patented in-store and online location-based advertising network which enhances the customer experience, monetizes the entrances of retail stores and protects against retail theft. The INEO Welcoming Network is a revolutionary cloud-based digital advertising and data analytics system, which sends customized advertising to digital screens integrated with theft detection sensor gates at the entrance of retail stores. INEO is headquartered in Surrey, Canada and is publicly traded on the TSX-Venture Exchange under the symbol "INEO". For more information please visit www.ineosolutionsinc.com.

Forward-Looking Statements:

Investors are cautioned that, except as disclosed in the disclosure document, any information released or received with respect to the Company may not be accurate or complete and should not be relied upon. Trading in securities of the Company should be considered highly speculative. This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectations. Important factors – including the availability of funds, acceptance of the Company's products, competition, and general market conditions that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed on SEDAR, including the Annual Information Form for the year ended June 30, 2020 filed on SEDAR December 3, 2020 (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE INEO Tech Corp.

Pardeep S. Sangha, Investor Relations, INEO Tech Corp., [email protected], [phone], CO: INEO Tech Corp.