NEXT10 signs LOI to acquire 75% stake in BitFrontier Capital

NEXT10, Inc. (OTC: NXTN), through its subsidiary Torreon Group, Inc., has signed a binding Letter of Intent to acquire approximately 75% of BitFrontier Capital Holdings, Inc. (OTC: BFCH), which operates under the name UNLOCKD, Inc., according to a press release.

The parties agreed to use $0.0004 per issued and outstanding BFCH common share as a negotiated reference value for structuring the transaction. The company noted this figure is not an independent appraisal or fairness opinion and does not represent a prediction of BFCH's trading price.

The transaction is expected to proceed in stages. At the initial closing, NEXT10 would contribute agreed operating businesses and assets to BFCH, receive a noncontrolling equity interest and gain board representation. Following completion of an independent audit, due diligence, and other closing conditions, NEXT10's ownership would increase to approximately 75%. BFCH is expected to remain a separately traded public company.

The transaction is aimed at positioning BFCH as a controlled public subsidiary of NEXT10 focused on health, wellness, longevity, and human optimization. BFCH's current portfolio includes the brands Ancient Extracts, EVERMIND, and 1ENERGY.

Garrett Reincke, President of NEXT10, said he has been evaluating wellness centers in Florida as potential acquisition opportunities and that the transaction "gives us a platform to evaluate those opportunities more seriously."

Dr. Jordan P. Balencic, Chairman and Chief Science Officer of BFCH, said the transaction is "intended to give us additional assets, resources and capabilities to pursue that strategy at greater scale."

Completion of the transaction remains subject to due diligence, definitive documentation, corporate approvals, and other closing conditions. There is no assurance the transaction will close on the proposed terms or at all.

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