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Wellfield Technologies Inc
Symbol WFLD
Shares Issued 102,270,376
Close 2021-12-03 C$ 1.37
Market Cap C$ 140,110,415
Recent Sedar+ Documents

Wellfield appoints Keliehor to advisory board

2021-12-03 14:35 ET - News Release

Mr. Levy Cohen reports

WELLFIELD TECHNOLOGIES ANNOUNCES GLOBAL PAYMENTS AND FINTECH LEADER WILLIAM KELIEHOR AS FIRST MEMBER OF NEW ADVISORY BOARD

Wellfield Technologies Inc. has named William Keliehor, a global payments and fintech leader, as the first member of the company's new advisory board. Mr. Keliehor has over 25 years of payments and fintech experience in over 30 diverse market geographies, including the EMEA (Europe, the Middle East and Africa) region and beyond. Mr. Keliehor brings diverse experience and a record of innovative thinking and problem-solving skills to emerging frontier markets and environments ripe for transformational change, spanning a mix of large financial service brands, fintech companies and entrepreneurial mid-sized organizations.

Management commentary

"Will brings a successful track record of commercializing and monetizing innovative financial technologies and solutions on a global scale, which will be invaluable as we prepare for the global launch of our Seamless protocols in 2022," said Levy Cohen, chief executive officer of Wellfield. "Over the past several years, we have been focused on developing the capabilities within Seamless to address some of defi's [decentralized finance] biggest technical challenges, including decentralized cross-blockchain exchange, making bitcoin compatible with defi and managing risk and optimizing liquidity in the ethereum ecosystem. Will's advice will be important as we continue to solidify the company's international business and product development pipeline and seek to build the best partnerships and third party integrations to support the growth of the Seamless suite of technologies through 2022."

Mr. Keliehor added: "I am very pleased to bring my experience to Wellfield and advise on the launch and growth of their innovative blockchain infrastructure products. The market is beginning to see the transformative potential of decentralized finance, and Levy and team have what I find a compelling vision with their approach to technology and decentralization. I look forward to advising on the Seamless brand's global commercialization strategy."

About Mr. Keliehor

Mr. Keliehor is a global leader in the payments and fintech industry, with over 25 years of multinational experience in over 30 diverse market geographies, including the EMEA region and beyond. Mr. Keliehor's diverse experience brings a record of innovative thinking and problem-solving skills to emerging frontier markets and environments ripe for transformational change. Mr. Keliehor's experience spans a unique mix of large financial service brands, fintech companies and entrepreneurial mid-sized organizations.

William has been engaged in fintech executive advisory and investment roles in the EMEA (Europe, Turkey, Middle East and Africa) region, including chief payments officer, EMEA, for Dynamics Inc.; investment partner for APIS Partners Private Equity FinTech Fund; investor/adviser to PesaZetu.co; managing director for Anthemis Group, Russia, Central Europe, Middle East and Africa; and executive adviser to USAID (United States Agency for International Development)/Central Bank of Iraq's Iraqi Financial Development Project.

As the chief commercial officer at Interac Corp., Canada's leading payments and digital information exchange, Mr. Keliehor is responsible for driving the commercial strategy at Interac. His prior positions also include chief executive officer of American Express Middle East and North Africa covering 18 countries, 11 years working in global positions for Citibank in the United States, Russia, Greece, Pakistan and the Middle East region, and a variety of other senior financial services and banking roles at MasterCard and Pulse/Discover payment networks.

He has served in various board of directors roles at Citibank and American Express in Russia and the Middle East, strategic advisory roles in financial technology companies, as well as executive banking adviser to the USAID and Central Bank of Iraq.

Retention of market-making, investor relations and marketing firms

Wellfield has also retained the services of Generation IACP Inc., LodeRock Advisors Inc., North Equities Corp. and Civet Digital.

Generation has been engaged to provide services as a market-maker in compliance with the policies and guidelines of the TSX Venture Exchange and other applicable legislation. Generation is based in Toronto, Ont., and is an independently held and registered broker and member of the Investment Industry Regulatory Organization of Canada and the TSX-V, among other stock exchanges. Generation will receive a monthly fee of $7,500 for an initial term of six months, which will be automatically renewed for subsequent six-month periods unless the company provides at least 30 days prior written notice to Generation. The fee payable to Generation will automatically increase annually by 3.0 per cent. Generation's market-making activity will be primarily to correct temporary imbalances in the supply and demand of the company's shares. Generation will be responsible for the costs it incurs in buying and selling the company's shares and no third party will be providing funds or securities for the market-making activities.

LodeRock Advisors, based in Toronto, Ont., has been engaged to provide for continuing strategic communication services. LodeRock Advisors will receive a monthly fee of $13,000, and, in addition, subject to TSX-V approval, LodeRock Advisors will also receive 300,000 options to acquire common shares of the company. In accordance with the policies of the TSX-V, the exercise price for the options will be set at the closing market price on Dec. 13, 2021, being the 10th trading day from the company's listing on the TSX-V. The options shall vest over a period of 12 months, with 75,000 options vesting at the end of each three-month period, and have a two-year term. The options were granted pursuant to the company's equity incentive plan. The term of the agreement extends from the effective date of the engagement to the date of completion of the services contemplated in the engagement. Either party may terminate the engagement on 90 days prior written notice.

North Equities, a marketing firm based in Toronto, Ont., has been engaged to increase the awareness of the company to prospective investors and expand the company's current social media presence. The engagement is for a period of six months and the company has agreed to pay a cash fee of $100,000.

Civet, based in Toronto, Ont., has been engaged to provide and manage a comprehensive digital media marketing campaign for cash consideration of $440,000. The term of the agreement extends from the effective date of the engagement to the campaign's conclusion. The campaign includes, but is not limited to, content development, Web development, media buying and distribution, and campaign reporting and optimization.

The engagement of each of the advisers is subject to TSX-V approval. At the time of engagement, none of the advisers, nor any of their principals, have any direct or indirect interest in any securities of the company, and are each an arm's-length party to the company. Other than the options, no stock options or other compensation is being granted to any of the advisers and no third party will be providing funds to the advisers in respect of their engagement with the company.

About Wellfield Technologies Inc.

Wellfield is focused on unlocking the power of decentralized finance (defi) by building open and accessible decentralized protocols and also blockchain-based consumer products. Seamless -- the company's protocol layer brand -- focuses on solutions that enhance and optimize liquidity in the ethereum ecosystem, make bitcoin compatible with defi, and enable decentralized cross-blockchain exchange. MoneyClip -- Wellfield's application layer brand -- is powered by defi to enhance everyday financial products and make money work for the way people live.

We seek Safe Harbor.

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