Mr. Timothy Burgess reports

TOKENWELL PLATFORMS ANNOUNCES CONVERTIBLE DEBENTURE FINANCING

Tokenwell Platforms Inc. has arranged a non-brokered private placement of unsecured convertible debentures. The company expects to raise aggregate gross proceeds of up to $600,000 under the offering.

The debentures will bear interest at a rate of 10.0 per cent per annum, calculated monthly and accrued, and payable in common shares of the company upon conversion or at maturity at the conversion price (as defined below). The debentures will mature on the date that is 12 months following the date of issuance.

The outstanding principal together with accrued interest may be converted into shares at a price of six cents per share at any time on or before the maturity date. On the maturity date, the holders of the debentures may convert the outstanding principal amount, together with any accrued interest thereon, into shares at the conversion price.

The company intends to use the net proceeds from the offering for general working capital purposes.

The offering is expected to close on or before April 15, 2026, or such other date as the company may determine, and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals.

In connection with the closing of the offering, the company may pay finders' fees to eligible parties which have assisted in introducing subscribers to the offering. Completion of the offering remains subject to regulatory approval. All securities issued in connection with the offering will be subject to a statutory hold period of four months and one day following the date of issuance in accordance with applicable securities laws.

About Tokenwell Platforms Inc.

Tokenwell is a publicly listed cutting-edge cryptocurrency platform dedicated to making digital assets accessible, secure and efficient for users worldwide. With a focus on innovation and user-centric design, Tokenwell empowers individuals and businesses to engage with the crypto economy confidently.

We seek Safe Harbor.