Nexe Innovations Inc. — Capital/Financing Update 2021

Apr 12, 2021

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 . Name and Address of Company

NEXE INNOVATIONS INC.

109 – 19355 22[nd] Avenue Surrey, BC V3Z 3S6

Item 2 .

Date of Material Change

April 6, 2021 and April 7, 2021

Item 3 . News Release

The news releases were issued on April 6, 2021 and April 7, 2021 and was disseminated by Cision.

Item 4 . Summary of Material Change

On April 6, 2021, Nexe Innovations Inc. (the “Company”) announced a bought deal public offering of 4,000,000 units at a price of $2.00 per unit for total proceeds of $8,000,000 with a syndicate led by Canaccord Genuity Corp. On April 7, 2021, the Company announced an increase to the bought deal public offering to 15,000,000 units at $2.00 per unit for total proceeds $30,000,000 together with a 15% over-allotment option.

Item 5 . Full Description of Material Change

On April 6, 2021, the Company announced a bought deal public offering of 4,000,000 units (a “Unit”) at a price of $2.00 per Unit for total proceeds of $8,000,000 with a syndicate of underwriters led by Canaccord Genuity Corp. On April 7, 2021, the Company announced an increase to the bought deal public offering to 15,000,000 Units at $2.00 per Unit for total proceeds $30,000,000.

Each Unit will consist of one common share of the Company (a "Common Share") and one-half of one Common Share purchase warrant (a "Warrant"). Each whole Warrant will be exercisable to acquire one Common Share (a "Warrant Share") for a period of 2 years following the closing of the Offering (the "Closing") at an exercise price of C$2.50 per Warrant Share.

The Company has granted the underwriters an option (the “Over-Allotment Option”), to purchase additional Units from the company equal to a further 15% of the number of Units sold pursuant to the Offering at $2.00 per Unit, exercisable at any time, for a period of 30 days after and including the Closing Date.

The Company intends to use the net proceeds of the Offering to increase production capacity, strategic acquisitions, new product developments and for general corporate purposes.

The Units will be issued pursuant to a prospectus supplement that will be filed with the securities regulatory authorities in all provinces of Canada except Quebec under Company’s base shelf prospectus dated March 29, 2021.

Item 6 . Reliance on Subsection 7.1(2) or (3) of National Instrument 51-102

Not applicable.

Item 7 . Omitted Information

None.

-2-

Item 8 . Executive Officer

Ash Guglani President and Director (604) 359-4725 Item 9 . Date of Report April 12, 2021