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Wellfield Technologies Inc. Announces Potential Delay in Annual Filings and Application for Management Cease Trade Order

Toronto, Ontario--(Newsfile Corp. - July 17, 2025) - Wellfield Technologies Inc. (TSXV: WFLD) (OTC Pink: WFLDF) (FSE: K8D) (the "Company" or "Wellfield") announces a potential delay and default in the completion of its Annual Filings (as defined below), and the making of an application to the British Columbia Securities Commission (the "BCSC"), as principal regulator, to approve a temporary management cease trade order ("MCTO") under National Policy 12-203 — Management Cease Trade Orders ("NP 12-203"). If granted, the MCTO will prohibit trading in securities of the Company, whether direct or indirect, by certain insiders of the Company, but will not restrict trading by other parties.

The Company anticipates that it may be unable to complete its annual filings for the financial year ended March 31, 2025, which are comprised of its audited financial statements and related annual management's discussion and analysis (MD&A) for the financial year ended March 31, 2025, as required under Part 4 and Part 5, respectively, of National Instrument 51-102 — Continuous Disclosure Obligations, and related certifications of such filings by the Company's chief executive officer and chief financial officer as required under Part 4 of National Instrument 52-109 — Certification of Disclosure in Issuers' Annual and Interim Filings (collectively, the "Annual Filings"), by the filing deadline of July 29, 2025.

Although the Company is working diligently with its auditor, Kingston Ross Pasnak LLP ("KRP")., the Company is applying for the MCTO in anticipation of an expected delay in completion of the Annual Filings because of: (i) the preparations and extra work imposed on the Issuer in the context of the ongoing Tradewind Markets Inc.'s spin-off (as previously announced by the Company on September 6, 2024), (ii) certain geopolitical events, notably the conflict in the Middle East having temporarily reduced staffing of the Issuer, slowing down the audit process, (iii) temporary misalignment of staffing with KRP; and (iv) the fact that the Issuer has only recently appointed a new Chief Financial Officer.

The Company is working diligently and expeditiously with KRP in order to complete the Annual Filings as soon as practicable, and currently anticipates that it will be a position to remedy any filing default and return to compliance by completing the Annual Filings on or before August 31, 2025.

Until the Annual Filings are completed, the Company will comply with the alternative information guidelines set out in NP 12-203, including by issuing bi-weekly default status reports by way of further news releases.

The Company will provide a further announcement if the BCSC determines not to accept the Company's application for an MCTO, or if the application for the MCTO is withdrawn.

About Wellfield Technologies

Wellfield Technologies, Inc. (TSXV: WFLD) is a leading fintech company specializing in innovative solutions leveraging blockchain technology. Our platform Coinmama, provides seamless access to the cryptocurrency market for over 3.5 million registered users across 180 countries. We offer disruptive on-chain and web3 secure and friendly self-custody solutions through Coinmama. Additionally, Wellfield operates Tradewind Markets platform to digitize and trade real-world assets, including our flagship VaultChain™ Gold and VaultChain™ Silver products.

Join Wellfield's digital community on and , and for more details, visit .

Cautionary Statements

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

Cautionary Note Regarding Forward-Looking Statements

Certain information contained in this release constitute forward-looking statements or information under Canadian securities legislation. Generally, forward-looking statements can be identified by the use of forward-looking terminology such as "will", "expects", "anticipates" or variations of such words and phrases or statements that certain actions, events or results "will" occur. In particular, ‎forward-looking ‎statements in this release include statements regarding: the anticipated delay in the filing of the Annual Filings; the anticipated timing for the filing of the Annual Filings; and the potential issuance of the MCTO. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and are subject to known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from those expressed or implied by such forward-looking statements, including that the Annual Filings may not be completed in the time anticipated and that the MCTO may not be issued, in which case a general cease trade order may be issued with respect to the Company's securities. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company cautions readers of this news release not to place undue reliance on the forward-looking statements contained in this release as many factors could cause actual results or conditions to differ materially from current expectations. Additional information on these and other risk factors that could affect the Company's operations are outlined in the Company's continuous disclosure documents that can be found on SEDAR+ () under the Company's issuer profile. The Company does not intend and disclaims any obligation, except as required by law, to update or revise any forward-looking statements, whether because of new information, future events, or otherwise.

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