1315115 BC Inc. entered into a definitive arrangement agreement to acquire Nanotech Security Corp for CAD 88 million on August 4, 2021. Meta Materials will acquire Nanotech for CAD 1.25 per common share in an all-cash transaction. The arrangement agreement also provides for the payment of a termination fee of CAD 2.8 million by Nanotech in the event the transaction is terminated in the event Nanotech proceeds with a superior proposal. The transaction is subject to customary closing conditions, including approval by a special majority of Nanotech securityholders, Nanotech shall have a minimum of CAD 5,000,000 in cash and cash equivalents on hand, holders of greater than five percent (5%) of the Nanotech Shares shall not have validly exercised, and as at the Effective Date not withdrawn, Dissent Rights and the receipt of applicable orders from the Supreme Court of British Columbia. Both a special committee comprised of independent directors of Nanotech and the full board of directors unanimously recommend that Nanotech securityholders vote in favour of the transaction. As of August 10, 2021, the transaction has also been unanimously approved by the Board of Directors of Metamaterial. As of September 28, 2021, the transaction was approved by Nanotech securityholders. As of October 1, 2021, the acquisition has been granted the final court order from the British Columbia Supreme Court approving the plan of arrangement. The arrangement is expected to close in early October. As of August 31, 2021, the transaction is expected to close on October 5, 2021. Echelon Wealth Partners Inc., financial advisor to Nanotech, has provided a fairness opinion to the Board. Randy Morphy, Kim Maguire and Fred R. Pletcher of Borden Ladner Gervais LLP and Dorsey & Whitney LLP are acting as legal counsel to Nanotech. Cormark Securities Inc. is acting as financial advisor to META and Hamilton Clark Sustainable Capital, Inc. provided a fairness opinion to the Board of Directors of META. John Sabetti, Tracy Hooey, Samuel Rickett, and Christopher Steeves of Fasken Martineau DuMoulin LLP and Mark Fitzgerald of Wilson Sonsini Goodrich & Rosati are acting as legal counsel to META. Computershare Investor Services Inc. acted as transfer agent while D.F. King Canada Inc. acted as information agent to Nanotech Security Corp. D.F. King Canada Inc.will receive a customary fee of CAD 20,000 and a success fee of CAD 20,000. 1315115 BC Inc. completed the acquisition of Nanotech Security Corp on October 5, 2021.