FintechWerx Completes Milestone to Acquire High Risk Shield

• FintechWerx completed the first tranche of an agreement to acquire High Risk Shield (HRS) technology and IP assets from 1470500 BC Ltd.
• Consideration includes $25,000 cash payment and issuance of 650,000 common shares at a deemed price of $0.72 per share.
• Future milestone payments include 325,000 shares upon integration completion and another 325,000 shares once 5,000 devices utilize the technology for payment.
• The HRS technology provides device-level intelligence to detect automated traffic and malicious behavior in digital commerce.
• This follows a Letter of Intent announced January 12, 2026, and an Asset Purchase Agreement signed May 5, 2026.

• The acquisition is expected news given the LOI was publicized four months prior; execution confirms management follow-through but lacks surprise element.
• Deemed share price of $0.72 is significantly higher than current market price of ~$0.40, suggesting potential overpayment relative to current valuation or dilution at a discount to shareholders.
• Total potential equity issuance for this deal reaches 1.3 million shares (650k initial + 650k milestones), which represents significant dilution compared to the recent $250k private placement share count (~223k units).
• Cash outlay is minimal ($25k) relative to company size, but integration costs of up to $25k further strain working capital.
• No material revenue impact disclosed; technology enhancement is incremental rather than transformative for the top line in the immediate term.

• FintechWerx operates a payment gateway (PaymentWerx) focused on high-risk merchants and digital commerce environments.
• Flagship initiatives include AI-Werx for data intelligence and now High Risk Shield for device-level fraud mitigation.
• The company targets non-traditional verticals such as hospitality, EV charging, and SME lending through partnerships like Bookinglayer and AetherEV.
• Business model relies on transaction processing fees and technology licensing/integration services rather than direct consumer banking.