DeFi Technologies Announces LOI to Acquire DeFi Yield Technologies Inc.

The company also announces board approval of options repricing

TORONTO, Aug. 9, 2021 /PRNewswire/ – DeFi Technologies, Inc. (NEO: DEFI)(OTC:DEFTF) (the “Company” or “DeFi Technologies”) is pleased to announce that it has entered into a letter of intent (the “LOI”) to acquire 100% of the issued and outstanding securities in the capital of DeFi Yield Technologies Inc. (“DeFi Yield”) (the “DeFi Yield Acquisition”).

DeFi Yield is a private company with a proprietary automated yield engine which makes investing in decentralized finance simple and efficient. By leveraging different DeFi protocols and strategies to increase diversification, their solution maximizes yield while minimizing exposure to risk.

The LOI contemplates that DeFi Technologies and DeFi Yield will promptly negotiate and enter into a definitive agreement (“Definitive Agreement”), together with other documents that may be required in order to formalize and execute the terms of the Acquisition as outlined in the LOI.

Diana Biggs, CEO of DeFi Technologies’s wholly-owned subsidiary Valour Inc. stated, “DeFi Yield brings a wealth of experience across wealth management and decentralized finance, and we see fantastic synergies. We are thrilled to combine our collective solutions to provide investors with simple and secure access to exposure to best-in-class opportunities within the high-growth space of decentralized finance.”

Wouter Witvoet, DeFi Technologies Chief Executive Officer stated, “It’s a fantastic development for DeFi Technologies to acquire DeFi Yield Technologies. Their smart contract development, Defi yield vaults and meta vaults are an excellent addition to the growing product base that we offer. Next to our Valour ETNs, which tap into the public markets to give exposure to decentralized finance, we now also tap into the 1.7 trillion dollars that have gone into a wide range of cryptocurrencies. We are excited to build out these products together with Philipp and the team.”

Dr. Philipp Kallerhoff, CEO of DeFi Yield Technologies Inc. stated, “We are extremely excited to be joining forces with the DeFi Technologies team. We believe that together we will be a global leader in the rapidly growing decentralized finance space. We are looking forward to leveraging DeFi Technologies’ existing business and product offerings to accelerate the growth of our smart contracts and our other products. We believe that this merger expedites our common business objectives, among them is to provide wider access and additional on-ramps to simple, secure, risk-adjusted decentralized finance products.”

The completion of the DeFi Yield Acquisition is subject to the receipt of all necessary approvals, including without limitation, negotiation and execution of a Definitive Agreement, shareholder and board approval of each of DeFi Yield and the Company, as necessary, completion of due diligence and the satisfaction of all conditions (unless waived in writing) to be set out in the Definitive Agreement.

In consideration for the DeFi Yield Acquisition, the Company shall, (a) upon closing of the DeFi Yield Acquisition, issue 32,500,000 common shares of the Company (the “Initial DeFi Shares”) at a deemed price of $1.14 per Initial DeFi Share to the shareholders of DeFi Yield (b) upon DeFi Yield achieving US$200 million equivalent of assets locked in aggregate across smart contracts created by DeFi Yield, an additional 7,500,000 common shares of the Company to the shareholders of DeFi Yield and (c) upon DeFi Yield achieving US$500 million equivalent of assets locked in aggregate across smart contracts created by DeFi Yield, an additional 7,500,000 common shares of the Company to the shareholders of DeFi Yield. The Initial DeFi Shares shall be subject to an initial lock-up of three months and then release in equal quarterly tranches over two years. Additional information in connection with the DeFi Yield Acquisition will be provided by the Company in subsequent press releases.

Through the DeFi Yield Acquisition, DeFi Technologies will have ownership of the operating business, all intellectual property, and brand of DeFi Yield and will assume the core operating team of DeFi Yield.

Options Repricing

Separate from its acquisition of DeFi Yield, the Company also announces that the directors of the Company have approved the repricing of the exercise price of (a) 500,000 stock options of the Company with an exercise price of $2.90, (b) 500,000 stock options of the Company with an exercise price of $2.55, (c) 4,070,000 stock options of the Company with an exercise price of $1.78 and (d) 6,950,000 stock options of the Company with an exercise price of $1.22 (collectively, the “Amended Options”) to the price that is equal to the closing price of the common shares of the Company on the NEO Exchange as of Tuesday, August 10, 2021 (the “New Exercise Price”), provided that if the respective exercise price of the Amended Options is lower than the New Exercise Price, such Amended Options shall not be subject to repricing.

The repricing of the Amended Options is subject to the acceptance by the NEO Exchange and the approval of shareholders of the Company at the Company’s next annual general meeting of shareholders. No Amended Option shall be permitted to be exercised until such time that shareholder approval is obtained. Details regarding the repricing of the Options will be further disclosed in the Company’s information circular for its next annual general meeting.

About DeFi Yield

Defi Yield is a private company with a proprietary automated yield engine that makes investing in decentralized finance simple and efficient. By leveraging different DeFi protocols and strategies to increase diversification, their solution maximizes yield while minimizing exposure to risk. For more information visit https://defiyield.tech/

About DeFi Technologies

DeFi Technologies, Inc. (NEO: DEFI)(OTC:DEFTF) is a Canadian company that carries on business with the objective of enhancing shareholder value through building and managing assets in the decentralized finance sector. For more information visit https://defi.tech/

Cautionary note regarding forward-looking information:

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the DeFi Yield Acquisition and the Definitive Agreement; the repricing of options; the decentralized finance industry and the merits or potential returns of any such opportunities. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties, and other factors that may cause the actual results, level of activity, performance, or achievements of the Company or DeFi Yield, as the case may be, to be materially different from those expressed or implied by such forward-looking information. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

THE NEO STOCK EXCHANGE DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

SOURCE DeFi Technologies, Inc.

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6) This document contains forward-looking information and forward-looking statements, within the meaning of applicable Canadian securities legislation, (collectively, “forward-looking statements”), which reflect management's expectations regarding DeFi Technologies Inc.'s future growth, future business plans and opportunities, expected activities, and other statements about future events, results or performance. Wherever possible, words such as “predicts”, “projects”, “targets”, “plans”, “expects”, “does not expect”, “budget”, “scheduled”, “estimates”, “forecasts”, “anticipate” or “does not anticipate”, “believe”, “intend” and similar expressions or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative or grammatical variation thereof or other variations thereof, or comparable terminology have been used to identify forward-looking statements. These forward-looking statements include, among other things, statements relating to: (a) revenue generating potential with respect to DeFi Technologies Inc.'s industry; (b) market opportunity; (c) DeFi Technologies Inc.'s business plans and strategies; (d) services that DeFi Technologies Inc. intends to offer; (e) DeFi Technologies Inc.'s milestone projections and targets; (f) DeFi Technologies Inc.'s expectations regarding receipt of approval for regulatory applications; (g) DeFi Technologies Inc.'s intentions to expand into other jurisdictions including the timeline expectations relating to those expansion plans; and (h) DeFi Technologies Inc.'s expectations with regarding its ability to deliver shareholder value. Forward-looking statements are not a guarantee of future performance and are based upon a number of estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances, as of the date of this document including, without limitation, assumptions about: (a) the ability to raise any necessary additional capital on reasonable terms to execute DeFi Technologies Inc.'s business plan; (b) that general business and economic conditions will not change in a material adverse manner; (c) DeFi Technologies Inc.'s ability to procure equipment and operating supplies in sufficient quantities and on a timely basis; (d) DeFi Technologies Inc.'s ability to enter into contractual arrangements with additional Pharmacies; (e) the accuracy of budgeted costs and expenditures; (f) DeFi Technologies Inc.'s ability to attract and retain skilled personnel; (g) political and regulatory stability; (h) the receipt of governmental, regulatory and third-party approvals, licenses and permits on favorable terms; (i) changes in applicable legislation; (j) stability in financial and capital markets; and (k) expectations regarding the level of disruption to as a result of COVID-19. Such forward-looking information involves a variety of known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, performance or achievements of DeFi Technologies Inc. to be materially different from any future plans, intentions, activities, results, performance or achievements expressed or implied by such forward-looking statements. Such risks include, without limitation: (a) DeFi Technologies Inc.'s operations could be adversely affected by possible future government legislation, policies and controls or by changes in applicable laws and regulations; (b) public health crises may adversely impact DeFi Technologies Inc.'s business; (c) the volatility of global capital markets; (d) political instability and changes to the regulations governing DeFi Technologies Inc.'s business operations (e) DeFi Technologies Inc. may be unable to implement its growth strategy; and (f) increased competition.

Except as required by law, DeFi Technologies Inc. undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future event or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. Neither does DeFi Technologies Inc. nor any of its representatives make any representation or warranty, express or implied, as to the accuracy, sufficiency or completeness of the information in this document. Neither DeFi Technologies Inc. nor any of its representatives shall have any liability whatsoever, under contract, tort, trust or otherwise, to you or any person resulting from the use of the information in this document by you or any of your representatives or for omissions from the information in this document.

7) Any graphs, tables or other information demonstrating the historical performance or current or historical attributes of DeFi Technologies Inc. or any other entity contained in this document are intended only to illustrate historical performance or current or historical attributes of DeFi Technologies Inc. or such entities and are not necessarily indicative of future performance of DeFi Technologies Inc. or such entities.