Bitcoin Well — Audit Report / Information 2024

Mar 28, 2025

KR

KINGSTON ROSS PASNAK LLP

CHARTERED PROFESSIONAL ACCOUNTANTS

Suite 1500, 9888 Jasper Avenue NW

Edmonton, Alberta T5J 5C6

T. 780.424.3000 | F. 780.429.4817 | W. krpgroup.com

March 28, 2025

• Alberta Securities Commission
• Ontario Securities Commission
• British Columbia Securities Commission
• Financial and Consumer Affairs Authority of Saskatchewan
• The Manitoba Securities Commission
• Financial and Consumer Services Commission (New Brunswick)
• Newfoundland and Labrador Securities Commission
• Nova Scotia Securities Commission
• Prince Edward Island Securities Office
• Autorité des marchés financiers (Québec)
• Register of Securities – Department of Justice – Yukon Territory
• Securities Registry – Department of Justice – Northwest Territories
• Legal Registries Division – Government of Nunavut

RE: Short Form Base Shelf Prospectus of Bitcoin Well Inc. dated March 6, 2025, Prospectus Supplement dated March 28, 2025, and the Annual Information Form of Bitcoin Well Inc. dated March 11, 2025

We refer to the short form base shelf prospectus dated March 6, 2025 (the “Prospectus”) and a prospectus supplement dated March 28, 2025 (the “Prospectus Supplement”) to the Prospectus of the Company “relating to the offering of (i) common shares in the capital of the Company (“Common Shares”); (ii) preferred shares in the capital of the Company issuable in series (“Preferred Shares”); (iii) warrants exercisable to acquire Common Shares of the Company (“Warrants”); (iv) subscription receipts convertible into Common Shares and/or other securities of the Company (“Subscription Receipts”); (v) notes or other debt securities of the Company, including but not limited to convertible debentures (“Debt Securities”); and (vi) units comprised of any combination of the foregoing (“Units”, and together with the Common Shares, Preferred Shares, Warrants, Subscription Receipts and Debt Securities, the “Securities”), or any combination thereof, up to an aggregate gross amount of $5,000,000.

We consent to being named and to the use in the Prospectus and Prospectus Supplement of our report dated April 22, 2024, to the shareholders and board of directors of the Company on the following financial statements:

• Consolidated statements of financial position as at December 31, 2023 and 2022; and
• Consolidated statements of loss and comprehensive loss, changes in shareholders’ equity, and cash flows, for the years ended December 31, 2023 and 2022, and the related notes thereto.

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We consent to being named and to the use in the Prospectus and Prospectus Supplement of our report dated March 11, 2025, to the shareholders and board of directors of the Company on the following financial statements:

• Consolidated statements of financial position as at December 31, 2024 and 2023; and
• Consolidated statements of loss and comprehensive loss, changes in shareholders’ equity, and cash flows, for the years ended December 31, 2024 and 2023, and the related notes thereto.

We also completed an interim review of the financial statements of the Company for the nine months ended September 30, 2024.

We report that we have read the Prospectus, the Prospectus Supplement and all information therein and have no reason to believe that there are any misrepresentations in the information contained therein that are derived from the consolidated financial statements on which we have reported or that are within our knowledge as a result of our audit of such consolidated financial statements. We have complied with Canadian generally accepted standards for an auditor’s consent to the use of a report of the auditor included in an offering document, which does not constitute an audit or review of the Information Circular as these terms are described in the CPA Canada Handbook – Assurance.

Kingston Ross Pasnak LLP
Kingston Ross Pasnak LLP
Chartered Professional Accountants