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BlockchainK2 Corp
Symbol BITK
Shares Issued 30,232,578
Close 2025-10-10 C$ 0.13
Market Cap C$ 3,930,235
Recent Sedar+ Documents

BlockchainK2 closes debt settlement, issues 4.2M shares

2025-10-10 17:28 ET - News Release

Mr. Sergei Stetsenko reports

BLOCKCHAINK2 CLOSES DEBT SETTLEMENT

BlockchainK2 Corp. has closed its previously announced debt settlement (see Sept. 15, 2025, press release) settling outstanding indebtedness totalling $232,098.37 through the issuance of 4,219,970 common shares at a price of 5.5 cents per share. The previously announced debt settlement contemplated the settlement of $317,098.37 of outstanding indebtedness through the issuance of 5,765,425 common shares.

A portion of the above-described transaction constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transaction) as 1,646,469 debt settlement shares are being issued to related parties of the company. The company is relying on exemptions from the 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 as the fair market value of the debt settlement shares does not exceed 25 per cent of the market capitalization of the company as determined in accordance with MI 61-101.

Closing of the debt settlement is subject to the approval of the TSX Venture Exchange.

Investment by Sergei Stetsenko

As described above, Mr. Stetsenko acquired 1,646,469 shares for consideration of $90,555.77 pursuant to the debt settlement.

Immediately prior to the closing of the debt settlement, Mr. Stetsenko beneficially owned or controlled 4,941,228 shares, 346,694 share purchase warrants and 384,806 stock options of the company, which represented approximately 16.3 per cent of the issued and outstanding shares on a non-diluted basis and, assuming the exercise of the 346,694 warrants and 384,806 options, approximately 16.1 per cent of the issued and outstanding shares on a partially diluted basis.

Immediately following the closing of the debt settlement, Mr. Stetsenko beneficially owns or controls 6,587,697 shares, 346,694 warrants and 384,806 options, representing approximately 19.1 per cent of the issued and outstanding shares on a non-diluted basis and, assuming the exercise of the 346,694 warrants and 384,806 options, approximately 20.7 per cent of the issued and outstanding shares on a partially diluted basis. Due to a restriction on the exercise of the warrants, Mr. Stetsenko is unable to exercise the warrants if such exercise would increase Mr. Stetsenko's holdings over 19.9 per cent without providing 61 days notice to the company.

The securities of the company held by Mr. Stetsenko are held for investment purposes. Mr. Stetsenko has a long-term view of the investment, and may acquire additional securities of the company either on the open market, through private acquisitions or as compensation, or sell the securities on the open market or through private dispositions in the future depending on market conditions, general economic and industry conditions, the company's business and financial condition, reformulation of plans, and/or other relevant factors.

A copy of Mr. Stetsenko's early warning report will appear on the company's profile on SEDAR+ and may also be requested by mail at BlockchainK2, 400, 837 West Hastings St., Vancouver, B.C., V6C 3N6, attention: Mr. Stetsenko or by phone at 604-630-8746.

We seek Safe Harbor.

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