Original News Release
Bitcoin Well loses $4.14-million in Q3 2025
Mr. Adam O'Brien reports
BITCOIN WELL REPORTS 2025 Q3 FINANCIAL RESULTS
Bitcoin Well Inc. today released its financial and operating results for the third quarter ended Sept. 30, 2025.
Key highlights
Revenue of $34.0-million for the three months ended Sept. 30, 2025 (Q3 2024: $21.0-million, plus 62 per cent) and $97.9-million for the nine months ended Sept. 30, 2025 (2024: $60.5-million, plus 62 per cent):
On-line bitcoin portal revenue of $17.5-million in Q3 2025 (plus 85 per cent);
Bitcoin well infinite revenue of $9.4-million in Q3 2025 (plus 67 per cent).
Over 57,000 unique users in the bitcoin portal as of Sept. 30, 2025 (plus 78 per cent from Dec. 31, 2024, and plus 128 per cent from Sept. 30, 2024);
Gross profit of $1.3-million for the three months ended Sept. 30, 2025 (Q3 2024: $900,000, plus 46 per cent) and $3.8-million for the nine months ended Sept. 30, 2025 (2024: $2.8-million, plus 37 per cent);
Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) of negative $300,000 for the three months ended Sept. 30, 2025 (Q3 2024: negative $600,000, plus 58 per cent improvement) and negative $700,000 for the nine months ended Sept. 30, 2025 (2024: negative $1.7-million, plus 57-per-cent improvement):
Significant improvement in adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) due to achieving higher revenue and gross profit.
As at Sept. 30, 2025, held a net investment of 42.36 bitcoin in the company's bitcoin treasury. Subsequent to Sept. 30, 2025, Bitcoin Well acquired an additional 26.63 BTC to bring its total bitcoin treasury to 69.00 BTC as of Nov. 5, 2025, purchased at an average purchase price of $112,477 (U.S.)/$157,897.
In Q3 2025, total revenue climbed to $34.0-million, marking a 62-per-cent increase from $21.0-million in Q3 2024. All segments experienced strong revenue growth during this period. The on-line segment demonstrated the most significant growth, increasing by 85 per cent to $17.5-million, up from $9.4-million in Q3 2024. Bitcoin Well Infinite also showed strong growth, with its revenue rising 59 per cent to $9.4-million, compared with $5.6-million in the previous year. Additionally, ATM sales saw a 21-per-cent increase, reaching $7.2-million from $6.0-million in Q3 2024.
Revenue for the nine months ended Sept. 30, 2024, increased to $97.9-million, compared with $60.5-million in 2024 (plus 62 per cent), driven by higher transaction volumes on both the on-line bitcoin portal and Bitcoin Well Infinite.
Gross profit increased by 46 per cent to $1.3-million in Q3 2025 from $900,000 in Q3 last year and to $3.8-million year to date in 2025 from $2.8-million last year (plus 37 per cent) due to the higher revenue.
Adjusted EBITDA for Q3 2025 was negative $300,000, compared with negative $600,000 in Q3 2024. The significant improvement was primarily due to higher revenue and higher gross profit. For the nine months ended Sept. 30, 2025, adjusted EBITDA saw a $1.0-million improvement, reaching negative $700,000 compared with negative $1.7-million in the previous year.
The company reported a net loss of $4.1-million and $5.0-million, respectively for the three and nine months ended Sept. 30, 2025, an increase from the comparative periods in 2024, primarily due to unfavourable fair value changes related to cryptocurrency loans.
Closing of debt settlement
The company also announces that, further to the company's news release dated Oct. 1, 2025, it received approval from the TSX Venture Exchange for the issuance of 1,662,427 common shares in settlement of $212,599 interest owing on convertible debentures, which shares were issued on Nov. 5, 2025.
Details of the debt settlement
The company was indebted to certain creditors in the total amount of $212,599, as of Sept. 30, 2025, pursuant to certain use of bitcoin agreements and a convertible debenture agreement. The use of coin and debenture interest debt represents interest accrued under the agreements. Bitcoin Well settled $98,787 by issuing 681,290 shares at a deemed price of 14.5 cents per share, and settled $113,812 by issuing 981,137 shares at a deemed price of 11.6 cents per share.
The shares issued in connection with the debt settlement are subject to a statutory hold period of four months and one day from the date of issuance.
Early warning disclosure
Terry Rhode, a director of the company, through his wholly owned corporation, Beyond the Rhode Corp., acquired 213,201 shares at a deemed price of 14.5 cents per share as settlement of $30,914 of debt pursuant to the debt settlement.
Mr. Rhode previously filed an early warning report dated Dec. 30, 2024, at which point in time Mr. Rhode, directly and indirectly, exercised control over 15,881,000 shares, 13,297,737 common share purchase warrants, 961,876 options and convertible debentures in the principal amount of $5.0-million convertible into 20,313,043 shares, representing an aggregate of 50,453,656 shares on a partially diluted basis and approximately 19.94 per cent of the issued and outstanding shares on a partially diluted basis.
Prior to the debt settlement, Mr. Rhode, directly and indirectly, exercised control over 16,634,402 shares, 13,297,737 common share purchase warrants, 961,876 options and convertible debentures in the principal amount of $5.0-million convertible into 20,313,043 shares, representing an aggregate of 51,207,058 shares on a partially diluted basis and approximately 13.36 per cent of the issued and outstanding shares on a partially diluted basis.
Following closing of the debt settlement, Mr. Rhode, directly and indirectly, exercises control over 16,847,603 shares, 13,297,737 common share purchase warrants, 961,876 options and convertible debentures in the principal amount of $5.0-million convertible into 20,313,043 shares, representing an aggregate of 51,420,529 shares on a partially diluted basis and approximately 13.36 per cent of the outstanding shares on a partially diluted basis.
The company has been advised that Mr. Rhode holds securities of the company for investment purposes and does not currently have any plan to acquire or dispose of additional securities of the company, however, may acquire or dispose of securities depending on market conditions, reformulation of plans or other relevant factors.
This news release is issued pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. A copy of the related early warning report will be available on the company's issuer profile on SEDAR+ and may also be obtained from the company using the contact information provided below.
Related party transaction
Mr. Rhode, a director of the company, participated in the debt settlement through a wholly owned corporation as detailed above. Such participation is 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 relied 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, exceeded 25 per cent of the company's market capitalization (as determined under MI 61-101).
Shares for debt settlement
The company also announces that it is indebted to a vendor in the total amount of $76,000 (U.S.) ($106,536.80), as of Oct. 31, 2025, pursuant to a sponsorship and advertising services agreement between the company and the vendor. The services provided by the vendor are not considered investor relations services (as defined in the policies of the TSX-V). Bitcoin Well has agreed to settle this debt by issuing 926,406 shares at a deemed price of 11.5 cents per share.
The settlement of the shares for debt transaction remains subject to the approval of the TSX-V. Any shares issued pursuant to the shares for debt transaction will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities laws.
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.
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