Rich Geruson, NexOptic Chairman, Announces 3.2M Non-Brokered Private Placement

VANCOUVER, BC, Oct. 21, 2022 /CNW/ - ("NexOptic") (TSXV: NXO) (OTCQB: NXOPF) (FSE: E3O1) announces that it intends to raise, on a non-brokered basis, aggregate gross proceeds of up to $3,220,000 through the issuance up to 57,250,000 units (each a "Unit") at a price of $0.05625 per Unit (the "Financing"). Each Unit will comprise one common share and one share purchase warrant. Each whole warrant (a "Warrant") will entitle the holder to acquire an additional common share at a price of $0.12 per share for a period of 2 years. 

Directors and officers of the Company may acquire Units in the Financing, which participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). Such participation is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.

The Company reserves the right to increase the number of Units issued pursuant to the Financing to up to 75,000,000 Units for up to total gross proceeds of $4,220,000.

Use of Proceeds

Net proceeds from this offering will be used to fund ongoing commercialization of NexOptic's Aliis™ suite of artificial intelligence technologies and software solutions for sophisticated ESG applications and image and video correction capabilities designed to impact a multitude of industries. In addition, net proceeds will be applied to further build patent protections for NexOptic's technologies as well as for general working capital for NexOptic and its wholly owned Korean subsidiary, NexOptic Asia Corp.

The Warrants are subject to accelerated exercise provisions such that if the closing price of the Company's common shares exceeds $0.25 per share for a period of 10 consecutive trading days, the Company may, at its discretion give notice of the acceleration of the warrants' term to a period of 30 days following such notice.

Finder's fees may be paid to registered dealers or other qualified parties in connection with the Financing in accordance with the policies of the TSX Venture Exchange. The proceeds of the

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The Financing remains subject to the approval of the TSX Venture Exchange.

What You Need to Know About NexOptic

NexOptic is an innovative imaging AI company headquartered in Vancouver, Canada with operations in Seoul, South Korea, offering world-leading patented and patent pending AI solutions for imaging known as ALIIS™ (All Light Intelligent Imaging Solutions). NexOptic simultaneously influences the imaging and AI industries and is a Preferred Partner in the NVIDIA Partner Network, a member of the Arm® AI Partner Program, and a member of the Qualcomm® Platform Solutions Ecosystem. For more information, visit www.nexoptic.com

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information (together, "forward-looking statements") within the meaning of applicable securities laws. All statements, other than statements of historical facts, are forward-looking statements. Generally, forward-looking statements can be identified by the use of terminology such as "plans," "expects," "estimates," "intends," "anticipates," "believes" or variations of such words, or statements that certain actions, events or results "may," "could," "would," "might," "will be taken," "occur," or "be achieved." Forward-looking statements in this news release include, without limitation, the Company's expectations concerning the size of the Financing, its ability to close the Financing in whole or in part or at all and its plan for the proceeds of the Financing. Forward-looking statements involve risks, uncertainties and other factors disclosed under the heading "Risk Factors" and elsewhere in NexOptic's filings with Canadian securities regulators, that could cause actual results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Although NexOptic believes that the assumptions and factors used in preparing these forward-looking statements are reasonable based upon the information currently available to management as of the date hereof, actual results and developments may differ materially from those contemplated by these statements. Readers are therefore cautioned not to place undue reliance on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed times frames or at all. Except where required by applicable law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether because of new information, future events or otherwise.

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

SOURCE NexOptic Technology Corp.

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