NextGen Announces Non-Brokered Private Placement Under LIFE Exemption

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC / ACCESSWIRE / July 17, 2023 / NextGen Food Robotics Corp. (the "Company" or "NextGen") (NEO:NGRB)(OTC PINK:NGRBF)(Frankfurt:O83) is pleased to announce a non-brokered private placement of up to 2,500,000 units of the Company ("Units") at a price of $0.60per Unit (the "Offering"), for aggregate gross proceeds of up to $1,500,000. Each Unit will be composed of one (1) common share in the capital of the Company (a "Share") and one-half of one (1/2) common share purchase warrant of the Company (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one (1) additional Share (a "Warrant Share") at a price of $0.70per Warrant Share for a period of 12 months from the closing date of the Offering. The Company reserved the price for the Offering by filing a price reservation form with the NEO Exchange (the "NEO") on June 15, 2023.

In connection with the Offering, the Company may pay certain finders (each, a "Finder") a cash commission and/or issue such Finders non-transferable share purchase warrants, in accordance with the NEO's policies. The Company intends to use the proceeds raised from the Offering for the development and rollout of the Company's Lily app, the re-allocation and retrofit of the Company's commissary kitchen, advertising and marketing, and general working capital, all as more particularly set forth in the Offering Document (defined below).

The Offering is expected to close on or around July 24, 2023. The Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the NEO Exchange.

The Offering is being completed pursuant to the listed issuer financing exemption (LIFE) under Part 5A of National Instrument 45-106 Prospectus Exemptions and therefore the securities issued in the Offering will not be subject to a hold period in accordance with applicable Canadian securities laws. There is an offering document (the "Offering Document") related to the Offering that can be accessed under the Company's profile at www.sedar.com and at www.nextgenai.ca. Prospective investors should read this offering document before making an investment decision.

The securities issued pursuant to the Offering have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

About NextGen Food Robotics

Nextgen Food Robotics is an automated robotic food co-packer and manufacturer that uses technology to modernize its food manufacturing processes. Additionally, Nextgen is developing the "Lily app", which is an AI-powered food application.

For investor inquiries or further information, please contact:

Paul Rivas, Chief Executive Officer
1 (236) 471-1357
privas@originalholycow.com

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning the Offering, the expected closing date of the Offering and the intended use of proceeds from the Offering. Forward-looking statements are inherently uncertain, and the actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of the Company. Readers are cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of the Company. Readers are further cautioned not to place undue reliance on any forward-looking statements, as such information, although considered reasonable by the respective management of the Company at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

The forward-looking statements contained in this news release are made as of the date of this news release, and are expressly qualified by the foregoing cautionary statement. Except as expressly required by securities law, the Company undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise.

Neither the NEO Exchange nor its Market Regulator (as that term is defined in policies of the NEO Exchange) accepts responsibility for the adequacy or accuracy of this news release.

SOURCE: NextGen Food Robotics Corp.