Wellfield Technologies Inc. Announces Failure to File Cease Trade Order

Rhea-AI Summary

Wellfield Technologies Inc. (TSXV: WFLD) (OTCQB: WFLDF) faced a failure-to-file cease trade order (FFCTO) from the British Columbia Securities Commission on September 6, 2024. This order prohibited trading of Wellfield's securities in Canada due to delayed filing of interim financial statements and management's discussion for Q2 2024. The delay was attributed to unforeseen resourcing challenges. Wellfield has since filed the required documents and the FFCTO was revoked on September 9, 2024. The company is now working with the TSX Venture Exchange to reinstate trading of its common shares.

Positive

• Required filings have been completed and submitted
• FFCTO was revoked on September 9, 2024
• Company is actively working to reinstate trading on TSXV

Negative

• Failure to file required financial documents on time
• Trading of company securities prohibited in Canada
• Resourcing challenges within the company
• Potential reputational damage due to regulatory issues

Toronto, Ontario--(Newsfile Corp. - September 10, 2024) - Wellfield Technologies Inc. (TSXV: WFLD) (OTCQB: WFLDF) (FSE: K8D) ("Wellfield") announces that the British Columbia Securities Commission (the "BCSC") as the principal regulator of the Company issued a failure-to-file case trade order (the "FFCTO") to the Company under Multilateral Instrument 11-103 - Failure-To-File Cease Trade Orders In Multiple Jurisdictions, prohibiting the trading in or the purchasing of any securities of the Company by any person or company in Canada, including trades in the Company's common shares made through the TSX Venture Exchange (the "TSXV"), except in accordance with the following conditions, for so long as the FFCTO order remains in effect:

a beneficial securityholder of the Company who is not, and was not at the date of the FFCTO an insider or control person of the Company, may sell securities of the Company acquired before the date of September 6, 2024 if both of the following apply: (a) the sale is made through a "foreign organized regulated market", as defined in section 1.1 of the Universal Market Integrity Rules of the Canadian Investment Regulatory Organization; and (b) the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation.

The FFCTO was issued as a result of the delay in the filing of the Company's interim unaudited financial statements for the three-month period ended June 30, 2024 and 2023, the related management's discussion and analysis for the three-month period ended June 30, 2024 and 2023, and related filings (the "Required Filings"). Under National Instrument 51-102 - Continuous Disclosure Obligations, the Required Filings were required to be made no later than August 29, 2024.

The delay in filing was due to unforeseen extenuating circumstances resulting in resourcing challenges within the Company.

The Company has since filed its Required Filings, which can be found on Wellfield's SEDAR+ profile at www.sedarplus.ca. As such, on September 9, 2024, the BCSC issued an order revoking such FFCTO.

Management is actively engaging with the TSX Venture Exchange and relevant regulators to facilitate the reinstatement of trading in the Company's common shares on the TSXV and will provide updates as further information becomes available.

About Wellfield Technologies

Wellfield Technologies, Inc. (TSXV: WFLD) is a leading fintech company specializing in innovative solutions leveraging blockchain technology. Our platform Coinmama (web and Mobile app), provides seamless access to the cryptocurrency market for over 3.5 million registered users across 180 countries. Additionally, Wellfield operates Tradewind Markets platform to digitize and trade real-world assets, including our flagship VaultChain™ Gold and VaultChain™ Silver products. Expanding our offerings for institutional clients, we present Brane Trust aiming to operate Alberta Canada's second qualified digital asset custodian.

Join Wellfield's digital community on LinkedIn and Twitter, and for more details, visit wellfield.io

For further information contact:

Wellfield Technologies Inc.
Levy Cohen, CEO
levyc@wellfield.io

Ryan Graybill, Investor Relations
ryan.graybill@wellfield.io

Cautionary Notice on Forward-Looking Statements

This news release contains statements that constitute "forward-looking information" ("forward-looking information") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking information and are based on expectations, estimates and projections as at the date of this news release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information. Forward-looking information in this news release are based on the Company's current internal expectations, estimates, projections, assumptions and beliefs, which may prove to be incorrect. These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward- looking information necessarily involves known and unknown risks and uncertainties, which may cause the Company's actual performance and results in to differ materially from any projections of future performance or results expressed or implied by such forward-looking information. These risks and uncertainties include, but are not limited to general business, financial market, economic, competitive, political and social uncertainties. There can be no assurance that forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated. Readers are cautioned that the foregoing list is not exhaustive and readers are encouraged to review the disclosure documents accessible on the Company's SEDAR+ profile at www.sedarplus.ca. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking information.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) has approved nor disapproved the contents of this news release, nor do they accept responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/222938

FAQ

What caused the failure-to-file cease trade order for Wellfield Technologies (WFLDF) in September 2024?

Wellfield Technologies (WFLDF) received a failure-to-file cease trade order due to delayed filing of its Q2 2024 interim financial statements and management's discussion, caused by unforeseen resourcing challenges within the company.

When was the cease trade order for Wellfield Technologies (WFLDF) revoked?

The failure-to-file cease trade order for Wellfield Technologies (WFLDF) was revoked on September 9, 2024, after the company submitted the required filings.

What steps is Wellfield Technologies (WFLDF) taking to resume trading on the TSX Venture Exchange?

Wellfield Technologies (WFLDF) is actively engaging with the TSX Venture Exchange and relevant regulators to facilitate the reinstatement of trading in the company's common shares on the TSXV.

What were the trading restrictions imposed on Wellfield Technologies (WFLDF) during the cease trade order?

The cease trade order prohibited trading in or purchasing of any Wellfield Technologies (WFLDF) securities by any person or company in Canada, including trades made through the TSX Venture Exchange, with certain exceptions for beneficial securityholders.