Bitcoin Well Inc. announced a non-brokered private placement offering of minimum 16,666,667 units and maximum up to 41,666,667 units at a price of CAD 0.06 per unit for aggregate gross proceeds of minimum CAD 1,000,000.02 and up to CAD 2,500,000.02 on July 18, 2023. Each unit will be comprised of one common share and one common share purchase warrant being exercisable into one common share at a price of CAD 0.18 per share for a period of three years from closing. In connection with the offering, the company may pay certain finders a cash commission equal to up to 8% of the aggregate gross proceeds and number of non-transferable finder warrants equal to up to 8% of the total number of units sold to purchasers introduced by such finders, with each finder warrant exercisable to acquire one unit at a price of CAD 0.06 per unit for a period of 36 months from the date of issuance.

Completion of the offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals, including approval of the TSX Venture Exchange. The Offering is expected to close on or about September 1, 2023.