BitFrontier Capital Holdings, Inc. (OTCID: BFCH), doing business as UNLOCKD, Inc., announced plans to amend its Regulation A offering to increase the price of its common stock from $0.0001 to $0.001 per share, according to a release issued via NEWMEDIAWIRE. The proposed tenfold increase reflects management's reassessment of the company's capital-raising strategy following restructuring initiatives, completed acquisitions, and continued development of its consumer health and wellness platform.
At the proposed offering price, UNLOCKD would issue 90% fewer shares to raise an equivalent amount of gross equity capital compared with the existing offering price. For example, raising $100,000 at $0.0001 per share would require approximately 1 billion common shares, while the same amount at $0.001 per share would require approximately 100 million shares. Management believes this reduction is particularly important given the company's existing authorized share structure and anticipated capital requirements for acquisitions, product development, commercialization, and operating expansion. The company intends to file the necessary amendment with the U.S. Securities and Exchange Commission, and implementation remains subject to applicable filing, qualification, and securities-law requirements.
The original offering price was established during an earlier stage of restructuring when access to capital was limited and management focused on stabilizing the business and addressing legacy obligations. Since then, UNLOCKD has advanced its acquisition strategy, expanded its portfolio of consumer brands and intellectual property, and established a platform for future commercialization. "We believe the Company is in a materially different position today than when we established the original offering price," said John P. Gorst, Chief Executive Officer of UNLOCKD. "We have made considerable progress in restructuring the business, completing acquisitions, and positioning UNLOCKD for its next stage of development."
Throughout 2026, UNLOCKD has pursued a strategy of acquiring undercapitalized or distressed consumer brands and intellectual property with repositioning opportunities, as well as revenue-generating strategic acquisitions. The company has completed acquisitions involving EVERMIND, Ancient Extracts USA, and the 1ENERGY consumer brand assets. Ancient Extracts USA represents the company's current revenue-generating operating brand, while EVERMIND and 1ENERGY provide additional intellectual property and product development opportunities. UNLOCKD also announced a binding letter of intent to acquire Ancient Extracts UK, which could add nearly $1 million in annualized revenue upon closing, subject to financing, due diligence, audit requirements, and other closing conditions.
"The market will ultimately determine the value of BFCH," Gorst continued. "Our responsibility as management is to make financing decisions that we believe are appropriate for the Company and its shareholders. We cannot control the market price, but we can control the terms on which we are willing to issue new equity." The proposed offering price is a management-determined financing term and does not represent an independent valuation or an indication of expected trading price. Investors should review the company's current Regulation A offering circular and risk factors available through the SEC's EDGAR database at www.sec.gov before making an investment decision.
The proposed change matters because it could significantly reduce dilution for existing shareholders while preserving authorized share capacity for future strategic initiatives. If implemented, the higher offering price would allow UNLOCKD to raise capital with far fewer shares, supporting its "Acquire. Reposition. Reactivate. Scale." strategy. However, the company's ability to raise capital at the proposed price will depend on investor demand and market conditions, and there is no assurance the amendment will be qualified or that the Ancient Extracts UK acquisition will close. More information is available at www.unlockdinc.com.
