NextTrip Holdings, Inc. signed a non-binding letter of intent to acquire Sigma Additive Solutions, Inc. (NasdaqCM:SASI) in a reverse merger transaction for $26.3 million on September 7, 2023. NextTrip Holdings, Inc. signed a definitive agreement to acquire Sigma Additive Solutions, Inc. (NasdaqCM:SASI) in a reverse merger transaction on October 12, 2023. For the acquisition of 100% of the capital stock of NextTrip, exchanging for shares of Sigma common stock constituting 19.99% of its outstanding common stock plus additional shares of Sigma common stock upon the achievement of post-closing milestone earnouts tied to the business performance of NextTrip. The parties have agreed to value Sigma shares for this purpose at $0.40 per share, giving the total transaction a starting valuation of approximately $48 million if all milestones are earned.

The transaction, which will be subject to the negotiation and execution of a definitive agreement, will provide the opportunity for NextTrip to become a publicly traded company on Nasdaq. Sigma shall change its name to NextTrip, Inc. At closing, NextTrip CEO William Kerby is expected to become CEO of the publicly traded company and NextTrip will have the right to appoint a seat to the board. Each of Jacob Brunsberg, President and Chief Executive Officer of Sigma and Frank Orzechowski, Sigma's Chief Financial Officer, will resign as officers of Sigma upon close of the transaction. The transaction is subject to the negotiation and execution of the definitive acquisition agreement, regulatory and shareholder approvals by Sigma, at closing, the Sigma board of directors shall be comprised of five members, one of which shall be the individual identified and at least three of which shall be independent in accordance with the rules of the Principal Market and other customary closing conditions. The transaction is expected to be completed in the fourth quarter of 2023. Lake Street Capital Markets is acting as exclusive financial advisor and fairness opinion provider to Sigma. Lake Street will receive a $250,000 fee from Sigma for providing its opinion. Dale Short of TroyGould PC acted as legal advisor for Sigma and Christopher L. Tinen of Procopio Cory Hargreaves & Savitch LLP acted as legal advisor for NextTrip. Alliance Advisors, LLC acted as proxy solicitor to Sigma and Alliance will receive a fixed fee of $7,000.

NextTrip Holdings, Inc. completed the acquisition of Sigma Additive Solutions, Inc. (NasdaqCM:SASI) in a reverse merger transaction on December 29, 2023. On December 28, 2023, the transaction was approved by the shareholders of Sigma Additive Solutions. Upon closing, Jacob Brunsberg, President and Chief Executive Officer of Sigma, resigned from such roles, and Bill Kerby, Chief Executive Officer of NextTrip, was appointed a Chief Executive Officer of Sigma. The company intends to change its ticker symbol to ?NTRP? in the near future, and subject to stockholder approval, to change the name of the company to NextTrip, Inc.