Mr. Levy Cohen reports

WELLFIELD CLOSES ACQUISITION OF BRANE TRUST COMPANY LTD., ADVANCING INSTITUTIONAL AND TOKENIZED GOLD STRATEGIES

Further to its press release dated July 26, 2023, Wellfield Technologies Inc. has closed its acquisition of Brane Trust Company Ltd., aiming to establish and operate Canada's second qualified digital asset custodian in the province of Alberta.

Brane Trust is a trust company regulated by the Alberta Ministry of Treasury Board and Finance for the purpose of digital asset custody. Incorporated in October, 2021, Brane Trust is in the final registration process with the Alberta government, which, once completed, will result in Brane Trust becoming a regulated custodian for digital assets in the province of Alberta.

Under Wellfield's ownership and completion of the registration, Brane Trust will become a qualified custodian as such term is defined in National Instrument 31-103, Registration Requirements, Exemptions and Ongoing Registrant Obligations, and National Instrument 81-102, Investment Funds, enabling Brane Trust to provide regulated custody for crypto asset trading platforms and exchange-traded funds (ETFs).

Brane Trust will continue to operate independently under Wellfield's ownership, with a highly qualified board of directors dedicated to excellence in digital asset custody.

Infor Financial Inc. and FRNT Financial Inc. acted as financial advisers to Brane Inc., the vendor, in connection with the transaction.

Management commentary

Levy Cohen, chief executive officer of Wellfield, stated: "Trusted, regulated and highly secure custody continues to grow in importance as an essential pillar of the digital asset ecosystem. With the acquisition of Brane Trust, we are positioning Wellfield to meet demand from institutional investors and high-net-worth individuals -- delivering a unique combination of decentralized finance solutions and regulated infrastructure. As we build out our real-world asset strategy, beginning with gold through our strategic acquisition of Tradewind Markets, Brane Trust serves as a critical piece of regulatory infrastructure that safeguards Wellfield's soon-to-launch tokenized real-world asset solutions."

Adam Miron, chair of the board of directors of Brane Trust, stated: "This acquisition by Wellfield will realize the promise of what the Brane team set out to build: a universally trusted and reliable safekeeping solution for the world's newest asset class. We are excited to work closely with the Wellfield team while continuing to build Brane Trust as an independent, regulatory-first custodian."

Matt Pierce, president of Brane Trust, stated: "By combining Brane Trust's highly qualified board of directors and rigorous risk management with Wellfield's commitment to innovation, we're positioned to set a new standard of excellence in digital asset custody. In close collaboration with Alberta and Canadian regulators, we look forward to sharing the next steps in this journey."

Transaction benefits

Through the registration of Brane Trust and subject to regulatory approvals, Wellfield expects to realize strong synergies, revenue-generating potential and competitive differentiation, including:

• Revenue from custody fees earned through regulated, third party custody of digital assets for accredited investors;
• A wholly owned custodial solution for Wellfield's innovative digital real-world asset products, including VaultChain Gold;
• Augmenting Wellfield's institutional sales capabilities and value proposition through affiliation with a respected, regulated custodian.

By augmenting its unique combination of real-world assets and decentralized services with a qualified custody offering, Wellfield expects to create a powerful value proposition that does not yet exist in the marketplace.

About Wellfield Technologies Inc.

Wellfield is a research-and-development-focused fintech (financial technology) company that operates on public blockchains, including bitcoin and ethereum. The company operates a regulated platform that onboards customers globally at scale, leveraging its proprietary decentralized technology to offer highly disruptive on-chain self-custody solutions. Wellfield operates through two brands: Coinmama, which, with a growing base of more than 3.5 million registered users, is one of the most trusted and enduring global brands operating in the crypto space; and Wellfield Capital, which meets the needs of institutional users and professional investors.

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