Mr. Adam O'Brien reports

BITCOIN WELL LAUNCHES BITCOIN IRA, LETTING U.S. RETIREMENT SAVERS HOLD REAL BITCOIN IN A TAX-ADVANTAGED ACCOUNT AND ANNOUNCES DEBT SETTLEMENT

Bitcoin Well Inc.'s Bitcoin IRA is now available to customers in the United States. The Bitcoin IRA by Bitcoin Well offers Traditional and Roth IRAs that hold real bitcoin, delivered through the Bitcoin Well platform powered by Heritage IRA Inc. as IRA administrator.

Key highlights

• Real bitcoin, not a fund. The Bitcoin IRA by Bitcoin Well holds real bitcoin on the blockchain inside a Traditional or Roth IRA and will be available for customers to independently verify on the blockchain.
• Rollovers welcome. Eligible 401(k)s and IRAs can be rolled over or transferred, with the infinite executive bitcoin advisory team ready to facilitate the process.
• A new U.S. revenue line for Bitcoin Well. The company earns the spread on all bitcoin transactions inside the IRA, while introducing no additional fees to the customer outside the annual $210 IRA fee.

The Bitcoin IRA by Bitcoin Well

The Bitcoin IRA by Bitcoin Well enables U.S. customers to hold bitcoin in a tax-advantaged retirement account. Customers choose a Traditional or Roth IRA, finance it with an eligible contribution or rollover, and buy real bitcoin, which is held within the IRA structure.

The company acts through its existing partnerships as the bitcoin platform where customers can make bitcoin transactions, and relies on Heritage who administers the IRA structure and maintains all compliance requirements.

"Most retirement accounts were built for stocks, bonds and funds, and adding bitcoin seems to have been an afterthought. We have built an IRA that treats bitcoin as the main event. This is real bitcoin, in a retirement account. We are excited to unlock captured assets inside existing retirement accounts and empower our customers to place their savings in an asset that is designed to be held long term. We feel pleased that we are able to do all this while removing counterparties and increasing transparency along the way," said Adam O'Brien, founder and chief executive officer of Bitcoin Well.

Why hold bitcoin in an IRA

For savers with a long time horizon, an IRA can be a natural home for bitcoin:

• Tax-advantaged growth. In a Roth IRA, growth is tax-free and qualified withdrawals in retirement are tax-free. In a traditional IRA, growth is tax deferred and contributions may be tax deductible.
• A fit for long-term holding. Retirement accounts are built to be held for decades, which suits investors who plan to hold bitcoin for the long term. This is attractive to the company's target customer persona.
• Diversification. Bitcoin gives retirement savers an asset outside of traditional stocks, bonds and funds, which helps the company's customers move up the "counterparty ladder."
• Transfer your existing savings. Eligible 401(k) and IRA balances may be rolled over, so savers do not need to start from scratch.

Why the Bitcoin IRA by Bitcoin Well is game-changing:

• Actual bitcoin, not an ETF. Bitcoin ETFs and trusts give investors exposure to the price of bitcoin through a financial product. The Bitcoin Well IRA holds bitcoin itself.
• Fewer counterparties. Every institution standing between an investor and their bitcoin is a counterparty, a party whose failure, error or compromise can affect the investor. Bitcoin Well is building its IRA to keep that list short while maintaining compliance and ensuring transparency.
• Part of a bigger plan. The IRA propels the company mission to enable independence as the company continues to help its customers buy bitcoin safely, and now with tax efficiency.

What it means for Bitcoin Well shareholders:

• A new U.S. revenue line. The Bitcoin IRA adds a retirement product to the bitcoin portal, where Bitcoin Well has more than 25,000 registered U.S. customers as of June, 2026. The Bitcoin IRA by Bitcoin Well is expected to give the company more predictable and scalable sales cycles, with stickier recurring revenue.
• Recurring revenue potential. Retirement accounts are designed for ongoing contributions over many years, and Bitcoin Well earns the spread on bitcoin transactions inside the IRA as long as the customer is buying bitcoin.
• Larger account sizes. Because rollovers are not limited by annual contribution caps, the IRA gives Bitcoin Well a path to larger transactions than a typical Portal purchase.

Debt settlement

The company is indebted to certain creditors in the total amount of $257,993.52 as of Sept. 30, 2026, pursuant to certain use of bitcoin agreements and a convertible debenture agreement. The outstanding debt is interest accrued under the agreements. Bitcoin Well has elected to settle all of the outstanding debt by issuing 5,733,187 common shares in the capital of the company at a deemed price of 4.5 cents per share. The debt settlement remains subject to TSX Venture Exchange approval. All shares issued in satisfaction of the outstanding debt will be subject to a statutory hold period of four months plus one day.

It is anticipated that a director of the company will participate in the debt settlement through a wholly owned subsidiary. Such participation will be considered to be a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions.

The company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the related party participation in the debt settlement as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it will involve interested parties, is expected to exceed 25 per cent of the company's market capitalization (as determined under MI 61-101).

About Bitcoin Well Inc.

Bitcoin Well is on a mission to enable independence. The company does this by making bitcoin useful to everyday people to give them the convenience of modern banking and the benefits of bitcoin. The company likes to think of it as future-proofing money. The company's existing bitcoin ATM and on-line bitcoin portal business units drive cash flow to help finance this mission.

We seek Safe Harbor.