Nextech3D.AI (CSE:NTAR, OTCQX:NEXCF) announced that it has signed a Letter of Intent (LOI) to sell up to 80% of its spin-out subsidiary Toggle3D.ai to TQG Technologies in a deal aimed at injecting new capital into Nextech3D.ai and advancing Toggle3D.ai’s next phase of growth under new leadership.
The non-binding agreement sets out a three-tranche transaction that will see TQG acquire an initial 11 million shares for C$610,000, with subsequent tranches dependent on TQG’s financing milestones.
A second tranche of C$276,000 is expected following TQG's capital raise, and a final tranche will bring TQG's ownership to 80% through a mix of share purchases and asset vending.
A non-refundable deposit of C$177,000 will be made once the transaction structure is finalized.
Nextech3D.ai may also receive a C$710,000 bonus if TQG secures at least US$5 million in financing by August 2025.
"This transaction represents a thoughtful and strategic evolution for Toggle3D.ai," Nextech3D.ai CEO Evan Gappelberg said in a statement.
"Importantly It also provides Nextech3d.ai with new capital, allowing Nextech3D.ai to focus on its core AI and 3D modeling technologies."
A joint announcement from Nextech3D.ai and TQG Technologies is expected once the definitive agreement is signed, along with a coordinated rollout of Toggle3D.ai’s refreshed business strategy.
Shares of Nextech were up 37.5% on Thursday morning in Canada at C$0.055.