BitFrontier Capital Holdings, Inc. BFCH Signs Binding LOI With NEXT10 (OTC: NXTN) at $0.0004 Per Share to Build Expanded Health, Wellness and Longevity Platform

NEXT10 to Contribute Operating Assets and Establish Significant Ownership Position in BFCH, Adding Resources and Scale Behind UNLOCKD’s Growth Strategy

LANCASTER, PA – September 23, 2026 (NEWMEDIAWIRE) – BitFrontier Capital Holdings, Inc. (OTCID: BFCH), doing business as UNLOCKD Inc. (“BFCH” or the “Company”), today announced that it has entered into a binding Letter of Intent (“LOI” or “binding agreement”) with NEXT10, Inc. (OTCID: NXTN) (“NEXT10”) for a strategic transaction valued at $0.0004 per issued and outstanding BFCH common share.

Under the binding agreement, NEXT10 will contribute agreed revenue-producing businesses and assets to BFCH and acquire an initial noncontrolling ownership position of up to 49%, together with representation on the BFCH Board of Directors. The agreement further provides for NEXT10 to increase its ownership to approximately 75% at a subsequent Control Closing following completion of BFCH’s planned audit and other agreed closing conditions.

BFCH will remain a separately traded public company under the transaction structure. John P. Gorst and Dr. Jordan P. Balencic will continue leading BFCH’s operating and strategic development, with NEXT10 adding Board representation, revenue-producing assets and additional organizational resources.

“This is a major step forward in the strategy we began implementing at BFCH last year,” said John P. Gorst, Chief Executive Officer of BFCH. “NEXT10 is bringing operating assets, additional resources and a broader organization behind what we are building. The transaction significantly expands the opportunities available to BFCH while allowing our team to continue executing the strategy we have established.”

BFCH’s current portfolio includes Ancient Extracts, EVERMIND and 1ENERGY. The NEXT10 transaction is designed to expand the platform beyond individual consumer brands and create opportunities across consumer health, wellness, longevity and human optimization.

The contemplated contribution is intended to add revenue-producing businesses and assets to BFCH, expanding the Company beyond its existing portfolio and accelerating its development into a broader operating platform. The transaction is consistent with management’s longer-term strategy of building BFCH into a diversified health, wellness, longevity and human optimization company capable of supporting substantially greater scale, with an ultimate objective of building toward $100 million in enterprise value.

The parties are actively working to finalize the revenue-producing businesses and assets to be contributed to BFCH. Management believes these additions can materially expand the scale and operating scope of the Company, and BFCH looks forward to announcing additional details as the transaction advances.

“We see significant opportunity in what the BFCH team has been building,” said John B. Hayden, Chairman and Chief Executive Officer of NEXT10. “This transaction gives NEXT10 a focused platform for expanding into health, wellness, longevity and human optimization while bringing additional operating assets and resources behind an existing management team and portfolio. We believe the combination creates opportunities for both organizations that would be considerably more difficult to pursue independently.”

“As a physician, I see a much larger opportunity here than simply adding more consumer brands,” said Dr. Jordan P. Balencic, Chairman and Chief Science Officer of BFCH. “Our vision is to build an integrated health, wellness, longevity and human optimization platform that can ultimately connect consumer products with technologies, testing, wellness services and scalable clinic concepts. NEXT10 gives us the opportunity to think and execute at a much greater scale.”

The broader strategy is designed to create an interconnected operating platform spanning consumer products, wellness services, longevity, human optimization, technologies and scalable operating concepts, creating opportunities for businesses within the platform to share products, distribution, customers, infrastructure and operating resources.

The parties also recognize the potential strategic value of greater alignment between the NEXT10 and BFCH shareholder communities. Following the Control Closing, they intend to evaluate lawful structures for broader shareholder participation, including a potential future distribution of a portion of NEXT10’s BFCH holdings to eligible NEXT10 shareholders. No such distribution has been declared or approved.

BFCH intends to complete its independent audit and, subject to applicable eligibility and reporting requirements, seek qualification for the OTCQB Venture Market.

Additional details regarding the transaction and the executed binding agreement will be made available through the Company’s public disclosures.

About BitFrontier Capital Holdings, Inc. / UNLOCKD

BitFrontier Capital Holdings, Inc. (OTCID: BFCH), doing business as UNLOCKD Inc., is building a diversified health, wellness and consumer platform spanning consumer health, wellness, longevity and human optimization. The Company’s current portfolio includes Ancient Extracts, EVERMIND and 1ENERGY.

About NEXT10, Inc.

NEXT10, Inc. (OTCID: NXTN), through its operating platform Torreon Group, Inc., is a diversified holding and operating company focused on building value through strategic acquisitions, mergers and tangible asset development. Its businesses and investments span real estate development, affordable housing, mining, aviation, financial services and commercial enterprises in the United States and Mexico. NEXT10 provides operational and administrative resources to support the development and growth of businesses across its portfolio.

Company website: torreongroupinc.com

Forward-Looking Statements

This press release contains forward-looking statements regarding the contemplated transaction between BFCH and NEXT10, including the contribution and integration of operating businesses and assets, anticipated ownership positions, the Initial and Control Closings, BFCH’s planned audit and potential OTCQB qualification, future business development, management’s long-term enterprise-value objective and potential future shareholder alignment.

Although BFCH and NEXT10 have entered into a binding LOI, future closings remain subject to the terms of the LOI, due diligence, definitive documentation, applicable approvals, accounting considerations and other closing conditions. The $0.0004 per-share transaction valuation is a negotiated transaction term. The $100 million enterprise-value objective represents management’s long-term strategic objective and is not a forecast or guarantee of future valuation. No dividend or distribution of BFCH securities to NEXT10 shareholders has been declared or approved.

Actual results may differ materially from current expectations. Forward-looking statements speak only as of the date made, and BFCH undertakes no obligation to update them except as required by applicable law.

Investor and Media Contact

John P. Gorst
Chief Executive Officer
UNLOCKD Inc.
John.gorst@unlockdinc.com
(223) 332-4898
unlockdinc.com
OTCID: BFCH

View the original release on www.newmediawire.com

News Source: BitFrontier Capital Holdings, Inc.