XGC Software Inc. Announces Execution of a Non-Binding Letter of Intent to Acquire IntelliGym Labs, an Israeli-Based Leader in Cognitive Enhancement

VANCOUVER, BC / ACCESSWIRE / January 6, 2023 / XGC Software Inc. (" XGC" or "Company") announced today that it has executed a non-binding letter of intent ("Letter of Intent") to acquire IntelliGym Labs Ltd. ("IntelliGym"), a private company registered and based in Israel (the "Proposed Transaction"). IntelliGym's patented technology is based originally on simulations developed for Israeli Air Force pilots in research conducted by Professor Daniel Gopher of the Technion Institute of Technology in Israel. This technology platform has been repurposed for cognitive training and enhancement for athletes.

IntelliGym is based on the notion of "Low Fidelity Simulation": where the computer-based game or task stimulates the same cognitive skills needed for the sport but without the visual resemblance. The players then trains their decision-making capabilities, awareness, and anticipation, making meaningful choices with respect to game-time performance. IntelliGym has launched a product for soccer players and a product for hockey players. IntelliGym has spent years working with the scientific community testing and researching the benefits of its cognitive training software with a major focus on players' performance and safety. IntelliGym is Official Cognitive Trainer of USA Hockey.

IntelliGym's current business model is Software-As-A-Service ("SAAS") sold on a business-to-consumer ("B2C") basis. In 2021, Intelligym reported over C$1 million equivalent of sales with positive operating profit margins. IntelliGym intends to expand into other sports verticals as well as other verticals that would benefit from IntelliGym's patented cognitive enhancement technology. IntelliGym also intends to launch clinical research into regulated medical applications including non-pharmaceutical therapeutics for Attention-Deficit Disorder, Alzheimer's and other neurogenerative diseases.

Under the terms of the Proposed Transaction, XGC would issue common shares of XGC in exchange for 100% of IntelliGym, with additional potential shares payable upon the completion of various milestones. In addition, XGC has agreed to advance US$50,000 to IntelliGym and, following execution of the Definitive Agreement, advance a further C$200,000 on terms to be agreed between the parties. Additional funds of C$2million to be advanced within a defined time frame.

Completion of the Proposed Transaction is subject to a number of conditions, including negotiation and execution of a definitive agreement. There is no certainty that the Proposed Transaction will be completed on the terms set out herein or at all.

For more information please see www.xgcsoftware.com or the Company's profile on www.sedar.com or contact Leo Grunwald at 416-932-3234 or by email LeoGrunwald@grunco.com.

Forward-Looking Information: This press release may include forward-looking information within the meaning of Canadian securities legislation, concerning the business and trading in the common stock of XGC Software Inc., the raising of additional capital and the future development of the businesses of XGC Software. The forward-looking information is based on certain key expectations and assumptions made by the company's management. Although the company believes that the expectations and assumptions on which such forward looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because XGC Software can give no assurance that they will prove to be correct. These forward-looking statements are made as of the date of this press release and XGX Software disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

SOURCE: XGC Software Inc.