NextGen Food Robotics Announces Grant of Incentive Awards

VANCOUVER, BC / ACCESSWIRE / May 14, 2024 / NextGen Food Robotics Corp. (the "Company") (NEO:NGRB)(OTC PINK:NGRBF)(FRA:O83) announces that it has granted (the "RSU Grant") an aggregate of 2,527,775 restricted share units (the "RSUs") to Paul Rivas, the Chief Executive Officer of the Company, pursuant to the Company's equity incentive plan, as compensation for ongoing services to be rendered to the Company.

Each RSU, once vested, will allow Mr. Rivas to acquire one (1) common share of the Company. The RSUs will vest in three equal installments on the dates that are 4, 12 and 18 months following the date of grant.

The RSU Grant constituted a "related party transaction" as defined in Multilateral Instrument 61-101 - Protection of Minority ‎Security Holders in ‎Special Transactions ‎‎("MI 61-‎‎101")‎. The Company relied on section 5.5(a) of MI 61-‎‎101 as the exemption from the formal ‎‎valuation ‎requirement of MI 61-101 and section ‎‎5.7(1)(a) of MI 61-101 as the exemption from ‎the minority approval ‎requirements of MI 61-101 in respect of the ‎RSU Grant, as neither the fair ‎‎market value of the subject matter of, nor the fair market value ‎of the consideration for, the RSUs granted exceeded 25% of the Company's ‎‎market capitalization.‎‎The material change report to be filed in relation to the RSU Grant was not filed at least 21 days prior to the date of grant, as contemplated by MI 61-101, given the Company granted the RSUs shortly before the issuance of this news release for sound business reasons.

About NextGen Food Robotics

Nextgen Food Robotics is a food manufacturing company that operates commissary kitchens from its two locations in Vancouver. 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@nextgenai.ca

Cautionary Note on Forward-Looking Information

This press release contains certain forward-looking statements within the meaning of applicable securities laws with respect to the Company. These forward-looking statements generally are identified by words such as "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," and similar expressions and in this news release include statements respecting the vesting and exercise of the RSUs. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release. The forward-looking statements included in this news release are expressly qualified by this cautionary statement. The forward-looking statements and information contained in this news release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable laws.

Neither the Cboe Canada nor its Market Regulator (as that term is defined in the Listing Manual of Cboe Canada) accepts responsibility for the adequacy or accuracy of this press release.

SOURCE: NextGen Food Robotics Corp.