The Company is a "reporting issuer" in the Provinces of British Columbia and Alberta, but is not currently listed for trading on any stock exchange. Upon the satisfaction or waiver of certain escrow release conditions, including closing of the Business Combination in accordance with its terms and the Resulting Issuer being conditionally approved for listing on the Exchange, the escrowed proceeds of the Concurrent Financing (less certain agreed deductions) will be released to the Resulting Issuer and holders of Subscription Receipts, without any further payment or other act or formality, will receive common shares of the Resulting Issuer. Canaccord Genuity Corp., on behalf of a syndicate of agents to be formed, has been retained as lead agent and bookrunner in the Concurrent Financing. In connection with the Business Combination, the parties intend to complete a best efforts private placement of subscription receipts (the " Subscription Receipts"). Pursuant to the Business Combination Agreement, the parties will complete a series of transactions (collectively, the " Business Combination") whereby, among other things, existing shareholders of Seamless and Mone圜lip will exchange their shareholdings for common shares of the Resulting Issuer. (the " Concurrent Financing") and to apply for listing on the TSX Venture Exchange (the " Exchange"). The combined team of 13 engineers including 5 PhDs have developed a proprietary DeFi technology and IP portfolio since 2017 and, upon completion of the Business Combination and Concurrent Financing, will be ideally positioned to expand their R&D, product pipeline and user base.Ĭoncurrently with the Business Combination, the Company intends to undertake a $25 million best efforts private placement led by Canaccord Genuity Corp. The companies combine best-in-class leadership with decades of experience building disruptive technology in Silicon Valley and Israel. (" Wellfield" or the " Resulting Issuer").īeginning in 2017, Seamless and Mone圜lip have developed complementary, cutting-edge technology infrastructure designed to facilitate decentralized finance (" DeFi") by streamlining cross-blockchain trading and making Bitcoin compatible with DeFi. Upon completion of the Business Combination (as defined below), the Company is expected to be renamed Wellfield Technologies Inc. (the " Company") is pleased to announce that it has entered into a business combination agreement (the " Business Combination Agreement") with Seamless Logic Software Limited, a company existing under the laws of Gibraltar (" Seamless") and Mone圜lip Inc., a company existing under the laws of the State of Delaware (" Mone圜lip"). Vancouver, British Columbia-(Newsfile Corp. Parties plan $25 million concurrent private placement and application to list on TSX Venture Exchange
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