NFT Tech Announces Proposed Private Placement of up to $2,000,000

VANCOUVER, British Columbia, September 22, 2022–(BUSINESS WIRE)–NFT Technologies Inc. (NEO: NFT | OTC Pink: NFTFF | FRA: 8LO) (the “Company” or “NFT Tech”), a leading technology company that works with world-class brands to accelerate their entry into the world of web3 through innovative technology and unparalleled creativity, is pleased to announce a non-brokered private placement of units (“Units”) for gross proceeds of up to are making C$2,000,000 (the “Offering”) through the sale of up to 13,333,333 Units at a price of $0.15 per Unit (the “Private Placement”). The Private Placement is expected to close on or about October 5, 2022 (the “Closing Date”).

Each Unit consists of one Class A voting common share of no par value in the capital of NFT Tech (the “Unit Shares”) and one purchase warrant (a “Warrant”) to purchase one common share (the “Warrant Shares”). Each warrant is exercisable at any time for a period of two years from the date such warrant is issued at a price of $0.30 per share, the warrants being subject to the terms of a warrant agency agreement between NFT Tech and Odyssey are subject to Trust Company as Warrant Agent. Under the option contract, if the volume weighted average price of its shares trades at or above $0.60 for 10 consecutive days on the NEO exchange, the issuer has the option to set the expiry date of the warrants on the 30 days from the date of written notice a press release or other acceptable form of communication. The offer is not subject to a minimum procurement sum. The net proceeds from the Offering are intended to be used to fund the cash portion of the purchase price of the Company’s previously announced acquisition of Run It Wild and for general working capital purposes.

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The issued and outstanding common shares of NFT Tech will be listed for trading on the NEO Exchange under the ticker symbol “NFT”; on the Frankfurt Stock Exchange in Germany under the symbol “8LO”; and on the OTCPINK in the United States under the symbol “NFTFF”. The Unit Shares, Warrants and Underlying Warrants are subject to a statutory hold period in Canada which extends to four months and one day from the Closing Date.

The Shares will be offered by way of a private placement pursuant to applicable exceptions to prospectus requirements in all provinces of Canada and available exceptions to registration requirements under the United States Securities Act of 1933, as amended, in the United States and other jurisdictions outside of Canada and the United States provided it is understood that no prospectus filing or similar obligation arises in such other jurisdictions.

About NFT Tech

NFT Tech works to develop infrastructure, assets, real estate and intellectual property in the Metaverse, build and generate revenue from Web3 games and assets, and provide insights and benefits to the public markets. By bridging the gap between traditional capital markets and the Web3 space, NFT Tech establishes decentralized ownership, NFTs and the Metaverse.

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Cautionary Statement Regarding Forward-Looking Information

This press release contains certain forward-looking statements within the meaning of applicable securities laws relating to the Company. These forward-looking statements are generally identified by words such as “believe”, “project”, “expect”, “anticipate”, “estimate”, “intend”, “strategy”, “future”, “opportunity”, “plan”, ‘, ‘may’, ‘should’, ‘will’, ‘would’ and similar expressions. Forward-looking statements in this press release include statements regarding the completion of the private placement; potential benefits and requirements for direct-to-consumer NFT projects; potential benefits, development and adoption of web3 and related applications; retention of Run It Wild employees and the value of their experience; plans to accelerate growth; and the continued public acceptance of NFTs. Although the Company believes that the expectations and assumptions upon which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information as the Company cannot guarantee that they will prove to be accurate become correct. Because forward-looking statements and information address future events and conditions, by their nature they involve risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements contained in this press release, including but not limited to the risk factors described in the prospectus. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements and information contained in this press release are made as of the date of this press release and the Company undertakes no obligation to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, except as required by applicable law laws is required.

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No securities regulatory authority has approved or disapproved the contents of this press release. The Neo Exchange has not reviewed or approved this press release for the adequacy or accuracy of its content.

This press release does not constitute an offer to sell, or the solicitation of an offer to sell, any securities in the United States. The securities have not been and will not be pursuant to the US Securities Act of 1933 (the “US Securities Act”) or any securities laws States and may not be registered within the United States or to US persons (as defined in Regulation S under the US Securities Act) unless registered under the US Securities Act and applicable state securities laws, or unless an exemption is provided of such registration.

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Wayne Lloyd, Executive Chairman
E-mail: [email protected]
Phone: +1 (604) 800-5838

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