Tim Burgess Announces Sale of WealthAgile to Trilogy AI

TORONTO, March 18, 2025 /CNW/ - Timothy J. Burgess, the controlling shareholder and Chief Executive Officer of leading cryptocurrency software provider WealthAgile Inc. ("WealthAgile"), today announced the entry into of a share purchase agreement (the "Purchase Agreement") with Trilogy AI Corp. ("Trilogy"), pursuant to which Trilogy has agreed to acquire all of the outstanding equity of WealthAgile in consideration for Trilogy common shares.

Details of the transaction are set forth in the press release issued by Trilogy on March 17, 2025.

Pursuant to the transaction, Mr. Burgess and entities controlled by him will acquire an aggregate of 11,352,601common shares of Trilogy("Trilogy Shares") at a deemed issue price of $0.20 for aggregate consideration of approximately $ 2.27 million. The Trilogy Shares represent approximately 43.4 % of the currently issued and outstanding Trilogy Shares. In connection with the transaction, Trilogy will complete an offering seeking to raise proceeds of at least $2 million. As the number of shares to be issued in the financing is not yet known, the actual holdings of Mr. Burgess in Trilogy cannot be known with certainty at this time. However, assuming Trilogy completes the financing to raise $2 million at a price of $0.20 per Trilogy Share, the Trilogy Shares to be acquired by Mr. Burgess and entities controlled by him upon completion of the transaction would represent approximately 19.2% of the then outstanding Trilogy Shares. In addition, following closing, it is expected that, as Chief Executive Officer of Trilogy, Mr. Burgess will receive options to acquire additional Trilogy Shares under Trilogy's equity compensation plan representing 5% of the then issued and outstanding Trilogy Shares. Prior to completion of the transaction, Mr. Burgess held no Trilogy securities.

Mr. Burgess is acquiring the Trilogy Shares as consideration for the sale of WealthAgile securities. Mr. Burgess may or may not purchase or sell securities of Trilogy in the future on the open market or in private transactions, depending on market conditions and other factors. Mr. Burgess currently has no other plans or intentions that relate to his investment in Trilogy. Depending on market conditions, general economic and industry conditions, Trilogy's business and financial condition and/or other relevant factors, Mr. Burgess may develop other plans or intentions in the future.

The transaction is subject to the satisfaction of certain customary conditions, including completion of the Trilogy financing and approval of the Canadian Securities Exchange, and is expected to close in April 2025.

This news release is issued pursuant to the requirements of National Instrument 62-103 – The Early Warning Systems and Related Take-Over Bids and Insider Reporting Issues. A copy of the early warning report filed by Mr. Burgess in connection with the transaction will be available on Trilogy's SEDAR+ profile at www.sedarplus.com. Alternatively, a copy of the report may be obtained from Mr. Burgess's office at [phone], 1 First Canadian Place, 100 King Street West, Suite 6200, Toronto, ON M5X 1B8. Trilogy's head office is located at Suite 2300, Bentall 5, 550 Burrard Street, Vancouver, BC, V6C 2B5.

SOURCE Timothy J. Burgess