(TheNewswire)

Edmonton, Alberta May 27, 2025 TheNewswire – Bitcoin Well Inc. (‘ Bitcoin Well ‘ or the ‘ Company ‘) ( TSXV: BTCW; OTCQB: BCNWF ), the non-custodial bitcoin business on a mission to enable independence announces a first-of-its-kind Nostr integration to allow Bitcoin Well customers in the USA to purchase bitcoin directly from their Nostr profile.

Key points:

How it Works:

• The purchase uses the customers Cash Balance, and bitcoin is sent to an existing Lightning Wallet for security.

Why it Matters:

• It aligns with the company’s mission to simplify self-custody bitcoin purchases.

Nostr’s Role:

Impact:

This move continues to position Bitcoin Well as a leader in freedom technologies by making bitcoin in self custody the standard. For detailed information keep reading, or visit https://bitcoinwell.com/blog/buy-bitcoin-with-nostr

Why does this matter?

Social media, specifically Nostr, is one of the most impactful technologies of our generation. Our lives, our communities and our personalities have transitioned to the digital realm. Bitcoin Well has now enabled everyone in the USA to buy bitcoin safely, directly from their Nostr account.

In doing this, Bitcoin Well has become the easiest place to buy bitcoin! With a simple message, our customers in the USA can now purchase bitcoin in a matter of seconds; without logging in to their Bitcoin Well account.

‘This is a great achievement for our team!’ said Adam O’Brien, founder and CEO of Bitcoin Well. ‘We are deeply committed to make buying bitcoin directly to self custody better than using a custodial exchange. This is a huge step in the right direction. We are meeting bitcoiners where they are and allowing them to buy bitcoin safely.’

How does it work?

Once a customer links their npub (the social network identifier used by the Nostr protocol) to their Bitcoin Well account from their profile page , they can DM the Bitcoin Well Nostr profile with the command words to purchase bitcoin. The command words are:

• /buy $21.00 (or any dollar amount)

• /stack 69,000 sats (or any amount of sats)

After a simple ‘/confirm’ response, the customer’s Cash Balance in their Bitcoin Well account will be used to buy bitcoin, and the bitcoin will be sent to their predetermined payment address over the Lightning Network.

To maintain security, bitcoin can only be sent to a Lightning Wallet which has already been added to their Bitcoin Well account.

What is Nostr?

Nostr is a decentralized social media protocol which is censorship resistant and runs on a network of relays, rather than centralized servers. This means that the users of the platform control the posts (known as ‘notes’) rather than the owner of the social media platform. This is particularly impactful for the Company because it means we have full control over our message servers; which hasn’t been the case in the past.

Historically, our messaging platforms have prohibited us from creating a ‘text to buy’ type of service. Even our payment providers have been limited in the past. With the addition of the Nostr protocol we can be certain that this level of censorship will not impact us, or our customer’s ability to buy bitcoin. Furthermore, there is an added layer of protection for the customer’s privacy.

About Bitcoin Well

Bitcoin Well is on a mission to enable independence. We do this by making bitcoin useful to everyday people to give them the convenience of modern banking and the benefits of bitcoin. We like to think of it as future-proofing money. Our existing Bitcoin ATM and Online Bitcoin Portal business units drive cash flow to help fund this mission.

Join our investor community and follow us on Nostr , , and to keep up to date with our business.

Bitcoin Well contact information

To book a virtual meeting with our Founder & CEO Adam O’Brien please use the following link: https://bitcoinwell.com/meet-adam

For additional investor & media information, please contact:

Adam O’Brien

Tel: 1 888 711 3866

ir@bitcoinwell.com

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release .

Forward-looking information

Certain statements contained in this news release may constitute forward-looking information, which is often, but not always, identified by the use of words such as ‘anticipate’, ‘plan’, ‘estimate’, ‘expect’, ‘may’, ‘will’, ‘intend’, ‘should’, or the negative thereof and similar expressions. All statements herein other than statements of historical fact constitute forward-looking information including, but not limited to, statements in respect of Bitcoin Well’s business plans, strategy and outlook. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information including, but not limited to, the risk factors described in Bitcoin Well’s annual information form and management’s discussion and analysis for the year ended December 31, 2024. Forward-looking information should not be unduly relied upon. Any forward-looking information contained in this news release represents Bitcoin Well’s expectations as of the date hereof and is subject to change. Bitcoin Well disclaims any intention or obligation to revise any forward-looking information, except as required by applicable securities legislation.

Copyright (c) 2025 TheNewswire – All rights reserved.

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Saga Metals Corp. (the ‘Company’ or ‘SAGA’) (TSXV: SAGA) (OTCQB: SAGMF) (FSE: 20H) a North American exploration company focused on critical mineral discovery in Canada, is pleased to announce that it has closed a first tranche (the ‘ First Tranche ‘) of its non-brokered private placement announced on May 2, 2025 (the ‘ Offering ‘) for gross proceeds of $1,239,700.10. The Company has also received a 30-day extension to close the Offering from the TSX Venture Exchange, and accordingly expects to close the final tranche of the Offering on or before June 25, 2025.

On closing of the First Tranche, the Company received gross proceeds of $444,200.10 from the issuance of 1,480,667 flow-through units at a price of $0.30 per unit (‘ FT Units ‘) and $795,500 from the issuance of 3,182,000 hard dollar units at a price of $0.25 per unit (‘ HD Units ‘).

Each FT Unit consists of one flow-through common share (a ‘ FT Share ‘) as defined in subsection 66(15) of the Income Tax Act (Canada) (the ‘ Tax Act ‘), and one transferable common share purchase warrant (a ‘ Warrant ‘). Each Warrant will entitle its holder to purchase one common share in the capital of the Company (a ‘ Warrant Share ‘) at a price of $0.50 for 24 months from the closing date of the Offering (the ‘ Closing Date ‘). The Warrants and the Warrant Shares underlying the FT Units will not qualify as ‘flow-through shares’ under the Tax Act.

Each HD Unit consists of one common share (a ‘ HD Share ‘) and one Warrant.

All securities issued in connection with the First Tranche are subject to a hold period of four months and one day following the Closing Date pursuant to applicable securities laws.

In connection with the First Tranche, the Company paid an aggregate of $31,710.01 in finder’s fees and issued 108,616 finder’s warrants (each, a ‘ Finder’s Warrant ‘) to certain finders. Each Finder’s Warrant entitles the holder thereof to purchase one common share of the Company at a price of $0.50 per share for a period of 24 months from its date of issue.

Each of the Warrants and Finder’s Warrants will be subject to the right of the Company to accelerate the expiry date of the Warrants and Finder’s Warrants to a date that is 30 days following dissemination of a news release announcing such acceleration if, at any time, after the Closing Date, the closing price of the Company’s common shares equals or exceeds $0.75 for a period of ten consecutive trading days on the TSX Venture Exchange.

The gross proceeds from the FT Units will be used by the Company for ‘Canadian exploration expenses’ that are ‘flow-through critical mineral mining expenditures’ (as such terms are defined in the Tax Act) on the Company’s Labrador, Canada properties. The net proceeds of the HD Units will be used by the Company for administrative and general working capital.

Certain insiders of SAGA participated in the First Tranche, acquiring an aggregate of 442,000 HD Units for aggregate gross proceeds of $110,500. Participation of such insiders in the Offering constitutes a ‘related party transaction’ as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (‘ MI 61-101 ‘) and is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities issued to the insiders nor the consideration paid by the insiders exceeded 25% of SAGA’s market capitalization.

The securities of SAGA have not been and will not be registered under the United States Securities Act of 1933, as amended (the ‘ U.S. Securities Act ‘), or any state securities laws, and may not be offered or sold, within the United States, unless exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws are available.

No securities regulatory authority has reviewed or approved of the contents of this news release. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of SAGA in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Saga Metals Corp.

Saga Metals Corp. is a North American mining company focused on the exploration and discovery of critical minerals that support the global transition to green energy. The company’s flagship asset, the Double Mer Uranium Project, is located in Labrador, Canada, covering 25,600 hectares. This project features uranium radiometrics that highlight an 18km east-west trend, with a confirmed 14km section producing samples as high as 0.428% U ₃ O ₈ and uranium uranophane was identified in several areas of highest radiometric response (2024 Double Mer Technical Report).

In addition to its uranium focus, SAGA owns the Legacy Lithium Property in Quebec’s Eeyou Istchee James Bay region. This project, developed in partnership with Rio Tinto, has been expanded through the acquisition of the Amirault Lithium Project. Together, these properties cover 65,849 hectares and share significant geological continuity with other major players in the area, including Rio Tinto, Winsome Resources, Azimut Exploration, and Loyal Lithium.

SAGA also holds additional exploration assets in Labrador, where the company is focused on the discovery of titanium, vanadium, and iron ore. With a portfolio that spans key minerals crucial to the green energy transition, SAGA is strategically positioned to play an essential role in the clean energy future.

On Behalf of the Board of Directors

Mike Stier, Chief Executive Officer

For more information, contact:
Saga Metals Corp.
Investor Relations
Tel: +1 (778) 930-1321
Email: info@sagametals.com
www.sagametals.com

The TSX Venture Exchange has not reviewed and does not accept responsibility for the accuracy or adequacy of this release. Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Disclaimer

This news release contains forward-looking statements within the meaning of applicable securities laws that are not historical facts. Forward-looking statements are often identified by terms such as ‘will’, ‘may’, ‘should’, ‘anticipates’, ‘expects’, ‘believes’, and similar expressions or the negative of these words or other comparable terminology. All statements other than statements of historical fact, included in this release are forward-looking statements that involve risks and uncertainties. In particular, this news release contains forward-looking information pertaining to the Company’s plans and objectives in respect of the terms and conditions of the Offering, the gross proceeds of the Offering, the use of proceeds from the Offering, and the anticipated closing dates of additional tranches of the Offering and the Offering. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company’s expectations include, but are not limited to, changes in the structure of the Offering, the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or governmental approvals, environmental risks, limitations on insurance coverage, risks and uncertainties involved in the mineral exploration and development industry, and the risks detailed in the Company’s final prospectus in Manitoba and amended and restated final prospectus for British Columbia, Alberta and Ontario dated August 30, 2024, filed under its SEDAR+ profile at www.sedarplus.ca, and in the continuous disclosure filings made by the Company with securities regulations from time to time. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements only as expressly required by applicable securities law.

Spearmint Resources Inc. (CSE: SPMT) (OTC Pink: SPMTF) (FSE: A2AHL5) (the ‘Company’ or ‘Spearmint’) announces that it intends to complete a consolidation of its issued and outstanding common shares (the ‘Shares’) on the basis of one new Share (a ‘Post-consolidated Share’) for every ten currently outstanding Shares (the ‘Consolidation’). The Company also announces it intends to change its name and its trading symbol in connection with the proposed Consolidation.

Completion of the Consolidation, name change and symbol change are subject to approval by the Canadian Securities Exchange (the ‘CSE‘). The effective date of the Consolidation, name change and symbol change will be announced in a subsequent news release.

It is anticipated that the Consolidation will reduce the number of outstanding Shares from 287,828,583 Shares to approximately 28,782,858 Post-consolidated Shares, subject to adjustment for rounding. The Board of Directors of the Company believes that the consolidation of the Shares will both enhance the marketability of the Company as an investment and better position the Company to raise the funds necessary to execute the Company’s business plan.

No fractional Post-consolidated Shares will be issued as a result of the Consolidation. As required under the Business Corporations Act (BC), any fractional Shares remaining after the Consolidation that are less than one half of a Share will be cancelled and any fractional Shares that are at least one half of a Share will be rounded up to one whole Share.

The exercise price and number of Shares of the Company, issuable upon the exercise of outstanding options and warrants and conversion of outstanding convertible debentures, will be proportionally adjusted upon the implementation of the proposed Consolidation in accordance with the terms thereof.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This news release contains forward-looking information which is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ from those projected in the forward-looking statements. Forward-looking statements in this press release include that the Company intends to consolidate its share capital. These forward-looking statements are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Risks that could change or prevent these statements from coming to fruition include that the Company may not obtain approval for the Consolidation from the CSE. The forward-looking information contained herein is given as of the date hereof and the Company assumes no responsibility to update or revise such information to reflect new events or circumstances, except as required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/253436

Ramp Metals Inc. (TSXV: RAMP) (‘Ramp Metals’ or the ‘Company’) is pleased to announce that the Company has closed its previously announced non-brokered private placement financing (the ‘Financing’) for total proceeds of $3,464,917.74. Due to investor demand, the Company increased the size of the flow-through portion of the Financing from $2.3M to approximately $3.07M.

In the Financing, Ramp Metals issued and sold an aggregate of 1,481,482 charity flow-through common shares (the ‘CFT Shares‘) at a price of $2.07 per CFT Share, plus 295,000 common shares (the ‘Common Shares‘) at a price of $1.35 per Common Share. No finder’s fees were payable in connection with the Financing.

The Company plans to use the proceeds from the issuance of CFT Shares for critical mineral exploration expenses at the Company’s Rottenstone SW property in Saskatchewan, Canada. The proceeds from the sale of the Common Shares will be used for both exploration expenses and general working capital.

All securities issued in the Financing are subject to a hold period in Canada until September 24, 2025, in accordance with applicable securities laws.

The CFT Shares will qualify as ‘flow-through shares’ (within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the ‘Tax Act‘). An amount equal to the gross proceeds from the issuance of the CFT Shares will be used to incur eligible resource exploration expenses which will qualify as (i) ‘Canadian exploration expenses’ (as defined in the Tax Act), (ii) as ‘flow-through critical mineral mining expenditures’ (as defined in subsection 127(9) of the Tax Act), and (iii) as ‘eligible flow-through mining expenditures’ within the meaning of The Mineral Exploration Tax Credit Regulations, 2014 (Saskatchewan) (collectively, the ‘Qualifying Expenditures‘). Qualifying Expenditures in an aggregate amount not less than the gross proceeds raised from the issuance of the CFT Shares will be incurred (or deemed to be incurred) by the Company on or before December 31, 2026 and will be renounced by the Company to the initial subscribers of the CFT Shares with an effective date no later than December 31, 2025.

The closing of the Financing remains subject to the approval of the TSX Venture Exchange.

About Ramp Metals Inc.

Ramp Metals is a grassroots exploration company with a focus on a potential new Saskatchewan gold district. The Company currently has new high-grade gold discovery of 73.55 g/t Au over 7.5m at its flagship Rottenstone SW property. The Rottenstone SW property comprises 32,715 hectares and is situated in the Rottenstone Domain.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

FORWARD-LOOKING STATEMENTS

This news release contains ‘forward-looking statements’ within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking statements. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as ‘plans’, ‘expects’ or ‘does not expect’, ‘is expected’, ‘budget’, ‘scheduled’, ‘estimates’, ‘forecasts’, ‘intends’, ‘anticipates’ or ‘does not anticipate’, or ‘believes’, or variations of such words and phrases or may contain statements that certain actions, events or results ‘may’, ‘could’, ‘would’, ‘might’ or ‘will be taken’, ‘will continue’, ‘will occur’ or ‘will be achieved’. The forward-looking information and forward-looking statements contained herein include, but are not limited to, statements regarding the completion of the Financing, the use of proceeds therefrom, and the Company’s exploration activities.

These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to: requirements for additional capital; future prices of minerals; changes in general economic conditions; changes in the financial markets and in the demand and market price for commodities; other risks of the mining industry; the inability to obtain any necessary governmental and regulatory approvals; changes in laws, regulations and policies affecting mining operations; hedging practices; and currency fluctuations.

Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and the Company does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/253365