Bitcoin Well Inc. announced that it has entered into a commitment with new investor AIP Private Capital Inc. to conduct a private placement of unsecured convertible notes in the principal amount of up to CAD 5 million on December 6, 2021. The convertible notes may be issued in tranches at the option of the company and will be convertible, at the option of the holder, into common shares of the company at a conversion price of CAD 0.32 per share. The convertible notes will bear interest at 12% per annum, payable in cash semi-annually in arrears. The interest rate will drop to 6% per annum, payable on the same terms as the original interest rate upon the occurrence of certain events. The convertible notes financing is subject to the completion of due diligence, definitive legal documentation, approval of the TSX Venture Exchange as well as successful negotiation of a third-party agreement on fees related to the transaction. The securities issued will be subject to a statutory hold period in Canada equal to four months and one day from the conversion date. The company may pay a finder?s fee in accordance with the policies of the TSXV Venture Exchange to certain registrants in connection with the financing.