BitFrontier Capital Holdings to Acquire EVERMIND Beverage Platform

BitFrontier Capital Holdings (BFCH) has signed a binding Letter of Intent to acquire ERApeutics, LLC, the developer of EVERMIND(TM) - a physician-formulated functional beverage platform for cognitive health. The transaction is structured as a $4,000,000 equity acquisition, with BFCH issuing 400,000,000 restricted common shares at a fixed price of $0.01 per share. The EVERMIND(TM) platform includes six flagship proprietary nootropic and adaptogenic formulations, an R&D pipeline, academic research, registered trademarks, and commercialization-ready branding.

BitFrontier Capital Holdings, Inc. (OTC: BFCH), doing business as EVERMIND Holdings, Inc., has signed a binding Letter of Intent (LOI) to acquire ERApeutics, LLC, the developer of EVERMIND(TM) - a physician-formulated functional beverage platform for cognitive health. The transaction, valued at $4,000,000, involves the issuance of 400,000,000 restricted common shares at a fixed price of $0.01 per share [1].

EVERMIND(TM) is designed as a creamy, plant-based protein shake that delivers both short- and long-term brain health benefits. The platform includes six flagship proprietary nootropic and adaptogenic formulations, an R&D pipeline, academic research, registered trademarks, and commercialization-ready branding. The acquisition is structured to materially strengthen BFCH's balance sheet by adding structured, IP-backed assets and aligning with the company's OTCQB uplisting strategy [1].

The acquisition also aims to eliminate over $2 million in toxic convertible debt, reducing total liabilities to under $94,000. This move supports BFCH's broader capital markets strategy and positions the company for future growth. Dr. Jordan Balencic, CEO of BFCH, noted that the acquisition is not just about a beverage asset but a platform that is built to scale, spin off, and anchor the broader wellness ecosystem [1].

The functional beverage space has seen growing institutional interest, with recent transactions such as Keurig Dr Pepper’s $300M investment in Poppi, Coca-Cola’s majority stake in Health-Ade, and Unilever’s acquisition of Liquid I.V. validating this trend [1]. EVERMIND(TM) positions BFCH to participate in this momentum with a differentiated, brain-first platform.

The transaction is expected to close within 60 to 90 days, subject to standard confirmatory due diligence and final documentation. Upon completion, EVERMIND(TM) will operate as a wholly-owned subsidiary of EVERMIND Labs, with future spin-off optionality [1].

References:
[1] https://www.finanzen.at/nachrichten/aktien/eqs-news-bfch-signs-binding-loi-to-acquire-evermindtm-beverage-a-science-supported-cognitive-health-platform-1034978210
[2] https://www.marketscreener.com/news/bfch-signs-binding-loi-to-acquire-evermind-tm-beverage-a-science-supported-cognitive-health-platf-ce7c5edadd81f222