Partnership

Pursuant to their Agreement, NexOptic was granted an option to acquire up to 100% of Spectrumʹs outstanding common shares for total consideration of $3,000,000 from NexOptic to be advanced to fund research and development and intellectual property protection of Spectrumʹs technologies, including expenditures relating to patenting process work, the costs of any necessary engineering adjustments, administrative and office expenses and management fees of Spectrum in exchange for the issuance of Spectrum Shares representing 100% of Spectrum Shares which will include all of Spectrum's assets, intellectual property etc. Spectrum shareholders will in turn receive common shares of NexOptic as are equal to 35% of the then‐outstanding NexOptic shares and warrants equal to 35% of, and on substantially similar terms, to the then‐outstanding warrants or options to purchase NexOptic shares.

Over 2/3 of the required expenditures have been paid by NexOptic to Spectrum as of April, 2017. Shares of NexOptic will not be issued to Spectrum shareholders until such time as the final payment to Spectrum has been made by NexOptic at which time those shares will be placed in escrow.

The Companies’ joint news release dated November 18, 2014 provides further details on this arrangement as do NexOptic’s Management Discussion & Analysis documents and Financial Statements published after the end of each calendar quarter. All these documents and other relevant documents including Filing Statements specific to this arrangement are available on either NexOptic’s website www.nexoptic.com and/or www.sedar.com