Nextech3D.ai Announces Execution of Arrangement Agreement to Spin Out Generative AI IPO Toggle3D to Shareholders
Martech Outlook | Thursday, April 06, 2023
Toggle3D is a SaaS Web based Studio Uses AI to Turn CAD files into Web3D Models at Scale, Disrupting the $11 Billion CAD Market
TORONTO, ON, Canada – Nextech3D.AI (formally “Nextech AR Solutions Corp” or the “Company”) (OTCQX: NEXCF) (CSE: NTAR) (FSE: EP2) is pleased to announce that it has entered into an arrangement agreement dated effective April 5, 2023 with its wholly-owned subsidiary Toggle3D.ai Inc. (“Spinco”) and a special purpose financing company, 1400330 B.C. Ltd. (“FinanceCo”). The Arrangement Agreement, a copy of which will be available under the Company’s profile on SEDAR, sets out the terms on which Nextech will complete a plan of arrangement (the “Arrangement”) under the Business Corporations Act (British Columbia) whereby the Company’s Toggle3D platform and associated assets will be spun out to Spinco.
The Arrangement, if completed, will result in, among other things, Nextech retaining an aggregate of 16,000,000 common shares of Spinco (“Spinco Shares”) and an aggregate of 4,000,000 Spinco Shares being distributed directly to the shareholders of Nextech on a pro rata basis. Nextech currently intends to transfer an aggregate of 3,000,000 of the 16,000,000 Spinco Shares which it receives pursuant to the Arrangement to certain service providers in consideration of past services and other indebtedness.
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“This spin-off transaction is moving forward quickly and will give Nextech3D.ai shareholders ownership in yet another exciting public company. Toggle3D already has over 1300 users on its AI- Powered 3D design studio which I believe is perfectly positioned for growth in the rapidly emerging 3D everything and everywhere world. Once approved, this Spinco will be another major milestone for Nextech3D.ai and its valued shareholders. This transaction is anticipated to bring to the public markets our patent pending CAD to POLY technology under a highly experienced and focused management team, unlocking the true value of our groundbreaking AI technology and creating yet another pure play technology company, while creating value for our shareholders.
Spinco intends to seek a listing of its common shares on the Canadian Securities Exchange (“CSE”) following the completion of the Arrangement.
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