Whitepaper
Whitepaper
Bitdealer: Whitepaper
Date: 2025.08.21
Disclaimer
This whitepaper is issued by Bitdealer, company duly established and operating under laws of Costa Rica, company code 3-102-935734 SRL, address: Provincia de Puntarenas 06, Canton 11, Garabito, Jaco, 61101, Costa Rica (the Company) to provide information about its decentralized platform, the associated token issued by the Company (the BIT Token) and its ecosystem as well as concerning associated BIT Token admission to trading. The information contained herein is for general informational purposes only and is not intended to constitute investment, legal, financial, or other professional advice. The BIT Token is strictly a utility token designed solely to provide access to and facilitate interactions within the Bitdealer platform, without conferring any ownership rights, dividends, or expectations of profit. It does not represent an investment contract or security under any applicable laws.
Legal Notice
This BIT Token whitepaper has not been approved by the competent authority of any Member State of the European Union. The Company seeking admission to trading of the BIT Token is solely responsible for the content of this BIT Token whitepaper. The management of Company confirms that, to the best of its knowledge, this whitepaper complies with the applicable requirements of Title II of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets (MiCAR) and that the information provided herein, to the best of knowledge of the Company’s management’s, is accurate and not misleading.
Risks and Limitations
Potential token holders are advised of the following risks:
The BIT Token may lose its value in part or in full;
The BIT Token may not always be transferable;
The BIT Token may not be liquid;
The BIT Token, in this case utility token, may not be exchangeable against the good or service promised in this BIT Token white paper, especially in the case of a failure or discontinuation of the BIT Token project;
The BIT Token is not covered by the investor compensation schemes under Directive 97/9/EC of the European Parliament and of the Council;
The BIT Token is not covered by the deposit guarantee schemes under Directive 2014/49/EU.
Environmental Impact
Company is committed to sustainability; however, the environmental impact of its operations, including blockchain infrastructure, may vary depending on technological and operational developments.
User Rights & Obligations
By reading this whitepaper, readers agree to independently evaluate the contents and seek advice as necessary. Any reliance on the information provided in this whitepaper is at the reader's own risk.
Summary
The BIT Token is a utility asset powering the Bitdealer platform, a decentralized network for Asset-Backed Meme Tokens. The BIT Token enables liquidity pairing for tokenized meme assets tied to iGaming content or communities, operating strictly as a means to access platform services without conferring any ownership rights, dividends, or expectations of financial return. The BIT Token's key utility lies in providing access to the platform's features, such as creating tokenized meme assets on decentralized exchanges (DEX) and the Asset-Backed Meme platform. It also supports developer integrations and unlocks strictly non-gambling related features for users. The initial issuance and public offering of the BIT Token will be conducted through selected CASP partners via an Initial DEX Offering (IDO). For the purposes of this whitepaper, the partner acts as the offeror of the BIT Token in accordance with Title II of Regulation (EU) 2023/1114 on markets in crypto-assets (MiCAR). The Company relies on CASP partner to facilitate token issuance and distribution, ensure adherence to applicable EU and national provisions, and provide access to a wide range of potential token holders in a compliant manner. It must be emphasized that CASP Partners sometimes do not facilitate secondary trading of the BIT Token. Following the IDO, secondary trading may occur on decentralized exchanges integrated within the Bitdealer ecosystem, outside the responsibility of the CASP Partner. This crypto-asset whitepaper is provided in accordance with MiCAR and should be read as an introduction only. Any decision to acquire BIT Tokens should be based on a thorough review of the complete whitepaper and not on this summary alone. Public offers or solicitations to acquire the BIT Token will only be made in compliance with applicable national and EU laws. Additionally, it must be noted that this whitepaper does not constitute a prospectus as referred to in Regulation (EU) 2017/1129 of the European Parliament and of the Council or any other offer document pursuant to European Union or national law and was not approved by any regulatory authority within the European Union or any other jurisdiction.
Disclosure Items for the Crypto-Asset White Paper for Crypto-Assets Other Than Asset-Referenced Tokens or E-Money Tokens
Part A: Information about the Offeror or the Person Seeking Admission to Trading
Name: Bitdealer
Legal Form: Limited Liability Company
Registered Address: Provincia de Puntarenas 06, Canton 11, Garabito, Jaco, 61101, Costa Rica
Date of Registration: 6/6/2025
Registration Code: 3-102-935734 SRL
Contact details: email address: [email protected], response time: under normal circumstances, inquiries are answered within 3 business days, but for more specific requests period may extend to 7 business days
Parent Company: Not applicable
Identity, Business Addresses and Functions of Persons That Are Members of the Management Body of the Offeror or Person Seeking Admission to Trading: Vladislavs Kadikis - Director - Provincia de Puntarenas 06, Canton 11, Garabito, Jaco, 61101, Costa Rica
Business or Professional Activity of the Offeror or Person Seeking Admission to Trading and, Where Applicable, of Its Parent Company: Business activity of the Company is issuance and administration of BIT Token for implementation of project described further below in this whitepaper. The project focuses on bringing the iGaming industry on-chain through tokenized Asset-Backed Meme Tokens, allowing users themselves to create and trade tokenized game or meme assets.
The Financial Condition of the Offeror or Person Seeking Admission to Trading Over the Past Three Years or Where the Offeror or Person Seeking Admission to Trading Has Not Been Established for the Past Three Years, Its Financial Condition Since the Date of Its Registration: As the Company was registered on June 6, 2025, with an authorized capital of EUR 2,500 specifically for the reason of issuance and administration of BIT Tokens, there were no business operations conducted. Necessary payments for registration and establishment of legal person were made. Additionally, as the Company’s age is less than a year with no business operations, no conclusive financial analysis or financial statements can be prepared.
Part B: Not applicable. Part C: Not applicable.
Part D: Information about the BIT Token Project
Name of the Crypto-Asset Project and of the Crypto-Assets, if Different from the Name of the Offeror or Person Seeking Admission to Trading, and Abbreviation or Ticker Handler: Bitdealer Token (BIT Token)
A Brief Description of the Crypto-Asset Project: BIT Token is a crypto-asset, which provides token holders with access to the Bitdealer platform. Bitdealer is a Web3 Asset-Backed Meme platform that gives exposure to the iGaming industry on-chain, allowing users to create and trade tokenized meme or game assets. Such interactions will be facilitated by BIT Tokens, which will be used for liquidity pairing, and service fees. BIT Tokens underpin the ecosystem’s day-to-day operations, long-term growth, and participant alignment as a pure utility token, with usage directly linking token utility to the platform’s traction without any investment or profit-sharing implications.
Details of All Natural or Legal Persons Involved in the Implementation of the Crypto-Asset Project: Vladislavs Kadikis - Director - Provincia de Puntarenas 06, Canton 11, Garabito, Jaco, 61101, Costa Rica
Where the Crypto-Asset Project Concerns Utility Tokens, Key Features of the Goods or Services to Be Developed: Bitdealer offers digital services in the field of tokenized Asset-Backed Meme Tokens. The key element of the project is the ability to tokenize real slot games or community meme content into assets liquidity-paired with BIT, tradable on DEX and the Asset-Backed Meme platform. The project aims to redefine the iGaming value chain by decentralizing ownership, providing provable fairness, transparent rewards, and full on-chain visibility, offering unparalleled clarity and utility in the digital gaming world.
Information about the Crypto-Asset Project, Especially Past and Future Milestones of the Project and, Where Applicable, Resources Already Allocated to the Project: BIT Token project is set to launch its Asset-Backed Meme Launchpad in September 2025. As of 2025 YTD, over 4 million unique users have played games listed on platforms like Stake, Shuffle, Roobet, Bitcasino, mBit, Gamdom, Layercasino, and 1700+ others. Current steps include partnerships with Meteora and Jupiter for day-one market access and integrations with trading terminals like Axiom, Photon, bullX, Trojan, Bonkbot, and Jupiter. Next steps involve launching the app-chain rollup and expanding the KOL Referral Rev Share system.
Where Applicable, Planned Use of Any Funds or Other Crypto-Assets Collected: Funds collected from the public offering and trading of BIT Tokens will be used to improve and expand the Bitdealer app-chain system, launch integrations for tokenized meme/game assets, develop on-chain features for provable fairness, and expand partnerships with iGaming platforms and meme communities.
Part E: Information about the Offer to the Public of BIT Tokens or Their Admission to Trading
Indication as to Whether the Crypto-Asset White Paper Concerns an Offer to the Public of Crypto-Assets or Their Admission to Trading: This whitepaper concerns an offer to professional investors, the public as well as the admission of BIT Token to trading.
The Reasons for the Offer to the Public or for Seeking Admission to Trading: Bitdealer concluded that public offering and admission of BIT Token to a trading platform is the best way to provide people with the ability to buy BIT Tokens and in turn access our services for prices dictated by the market, meaning people themselves will affect the prices and demand of BIT Token.
The Amount That the Offer to the Public Intends to Raise in Funds or in Any Other Crypto-Asset, Including Any Minimum and Maximum Target Subscription Goals Set for the Offer to the Public of Crypto-Assets, and Whether Oversubscriptions Are Accepted and How They Are Allocated: Professional investor offer intends to raise up to 5,000,000 USD; public offer intends to raise up to 2,000,000 USD.
The Issue Price of the Crypto-Asset Being Offered to the Public (in an Official Currency or Any Other Crypto-Assets), Any Applicable Subscription Fee or the Method in Accordance with Which the Offer Price Will Be Determined: The price of 1 BIT Token is 0.055 USD in the strategic round and 0.075 USD in the public round. There are no subscription fees from Bitdealer.
The Total Number of Crypto-Assets to Be Offered to the Public or Admitted to Trading: 117,575,758 BIT Tokens
Indication of the Prospective Holders Targeted by the Offer to the Public of Crypto-Assets or Admission of Such Crypto-Assets to Trading, Including Any Restriction as Regards the Type of Holders for Such Crypto-Assets: Professional investors as well as retail holders will be able to invest in the BIT Token.
Specific Notice That Purchasers Participating in the Offer to the Public of Crypto-Assets Will Be Able to Be Reimbursed if the Minimum Target Subscription Goal Is Not Reached at the End of the Offer to the Public, if They Exercise the Right to Withdrawal Foreseen in Article 13 or if the Offer Is Cancelled and Detailed Description of the Refund Mechanism, Including the Expected Timeline of When Such Refunds Will Be Completed: In case of project failure due to a variety of reasons, if the retail holder decides to exercise the right to withdrawal as foreseen in Article 13 of MiCAR or if the public offer is cancelled, investors will be able to get their funds back. Funds received from the public offering are stored separately on a ledger wallet for the period during which unqualified investors have a right to withdraw. Once any of the above events occur, the investors will receive their invested funds within 7 business days to the wallet or bank account used to purchase BIT Token.
Information about the Various Phases of the Offer to the Public of Crypto-Assets, Including Information on Discounted Purchase Price for Early Purchasers of Crypto-Assets (Pre-Public Sales); in the Case of Discounted Purchase Prices for Some Purchasers, an Explanation Why Purchase Prices May Be Different, and a Description of the Impact on the Other Investors:
Strategic: Planned raise amount is up to 5,000,000 USD
Public: Planned raise amount is up to 2,000,000 USD
For Time-Limited Offers, the Subscription Period During Which the Offer to the Public Is Open: Not applicable
The Arrangements to Safeguard Funds or Other Crypto-Assets as Referred to in Article 10 During the Time-Limited Offer to the Public or During the Withdrawal Period: As a precaution, in accordance with Article 10 of Regulation (EU) 2023/1114, during a withdrawal period, funds from public offering will be stored by the launchpad.
Methods of Payment to Purchase the Crypto-Assets Offered and Methods of Transfer of the Value to the Purchasers When They Are Entitled to Be Reimbursed: Investors will be able to purchase the BIT Token by signing a simple agreement of future tokens (SAFT) and transferring advanced payment according to the SAFT. In case the investor wants to refund the purchase of BIT Tokens, the amount paid will be transferred back to investor’s wallet or bank account within 7 business days.
In the Case of Offers to the Public, Information on the Right of Withdrawal as Referred to in Article 13: Retail holders will be able to withdraw from the agreement of purchasing BIT Token in 14 calendar days, provided the BIT Tokens are not used. No reason is required for withdrawal. All charges will be reimbursed in accordance with Article 13 of MiCAR.
Information on the Manner and Time Schedule of Transferring the Purchased Crypto-Assets to the Holders: Once purchased, BIT Tokens will be transferred to investors’ electronic wallets via smart contracts, which automatically facilitate transactions.
Information about Technical Requirements That the Purchaser Is Required to Fulfil to Hold the Crypto-Assets: The only requirement for potential purchasers is to have a crypto-wallet.
The Name of the Crypto-Asset Service Provider in Charge of the Placing of BIT Token and the Form of Such Placement (With or Without a Firm Commitment Basis): Launchpads officially announced by Bitdealer.
The Name of the Trading Platform for Crypto-Assets Where Admission to Trading Is Sought, and Information about How Investors Can Access Such Trading Platforms, and the Costs Involved: Launchpads officially announced by Bitdealer.
Expenses Related to the Offer to the Public of Crypto-Assets: Main Company expenses relate to marketing and publicity of BIT Token, as well as programming and consulting.
Potential Conflicts of Interest of the Persons Involved in the Offer to the Public or Admission to Trading, Arising in Relation to the Offer or Admission to Trading: No potential conflicts of interest identified.
The Law Applicable to the Offer to the Public of Crypto-Assets, as Well as the Competent Court: Public offering and administration of BIT Token to trading platform or any other discrepancies regarding BIT Token is governed by Costa Rican law and any disputes are solved by Costa Rican courts.
Part F: Information about the BIT Tokens
The Type of Crypto-Asset That Will Be Offered to the Public or for Which Admission to Trading Is Sought: BIT Token is a utility token according to Article 3(1) of MiCAR and is classified as a “crypto-asset other than asset-referenced tokens or e-money tokens.” It is designed exclusively for utility purposes within the Bitdealer ecosystem, granting access to platform services without any financial return or investment features.
A Description of the Characteristics, Including the Data Necessary for Classification of the Crypto-Asset White Paper in the Register Referred to in Article 109, as Specified in Accordance with Paragraph 8 of That Article, and Functionality of the Crypto-Assets Being Offered or Admitted to Trading, Including Information about When the Functionalities Are Planned to Apply: BIT Token is a utility token that provides access to Bitdealer services. BIT Token can be stored or transferred electronically, and it uses blockchain technology. BIT Token is fungible, does not reference any other fiat currency, right, or combination of them. Such functions of BIT Token are planned at the start of the public offer. The public offer is planned at the end of September and October.
Part G: Information on the Rights and Obligations Attached to the Crypto-Assets
A Description of the Rights and Obligations, if Any, of the Purchaser, and the Procedure and Conditions for the Exercise of Those Rights:
Rights:
Right to Exchange for Services: After purchasing the BIT Token, holders can exchange BIT Token for Bitdealer services on the Bitdealer platform.
Right of Transfer: The holder can transfer BIT Token to a third party; all rights and obligations are transferred to the new holder.
Trading: If BIT Token is listed on cryptocurrency exchanges, holders can trade there. These rights are strictly utility-based and do not include financial or investment rights.
Obligations:
Payment of Purchase Price: BIT Token buyers must pay the agreed purchase price when acquiring BIT Tokens.
A Description of the Conditions Under Which the Rights and Obligations May Be Modified: Bitdealer confirms that it will not change the rights described in this Whitepaper and will not impose any further obligations on BIT Token holders after admission to trading or after the public offer.
Information on the Future Offers to the Public of Crypto-Assets by the Issuer and the Number of Crypto-Assets Retained by the Issuer Itself: Not applicable.
Where the Offer to the Public of Crypto-Assets or Their Admission to Trading Concerns Utility Tokens, Information about the Quality and Quantity of Goods or Services to Which the Utility Tokens Give Access: Bitdealer offers digital services in the field of iGaming through Asset-Backed Meme Tokens, enabling ownership, trading, and earnings from tokenized slot games and meme content using on-chain data for gameplay, earnings, and referrals.
Where the Offers to the Public of Crypto-Assets or Their Admission to Trading Concerns Utility Tokens, Information on How Utility Tokens Can Be Redeemed for Goods or Services to Which They Relate: BIT Tokens can be redeemed on the Bitdealer platform at www.bitdealer.net for liquidity pairing and trading tokenized assets.
Where an Admission to Trading Is Not Sought, Information on How and Where the Crypto-Assets Can Be Purchased or Sold After the Offer to the Public: Not applicable.
Restrictions on the Transferability of the Crypto-Assets That Are Being Offered or Admitted to Trading: Not applicable.
Where the Crypto-Assets Have Protocols for the Increase or Decrease of Their Supply in Response to Changes in Demand, a Description of the Functioning of Such Protocols: No such protocols are in place.
Where Applicable, a Description of Protection Schemes Protecting the Value of the Crypto-Assets and of Compensation Schemes: Not applicable.
The Law Applicable to the Crypto-Assets, as Well as the Competent Court: Public offering and administration of BIT Token or any other discrepancies regarding BIT Token is governed by Costa Rican law, and disputes are solved by Costa Rican courts.
Part H: Information on the Underlying Technology
Information on the Technology Used, Including Distributed Ledger Technology, Protocols and Technical Standards Used: BIT Token is based on smart contracts, which have been audited by CertiK. The smart contract itself is based on the Solana chain (SPL standard).
The Consensus Mechanism: Proof-of-Staked-Authority (PoSA).
Incentive Mechanisms to Secure Transactions and Any Fees Applicable: BIT Token uses only the Solana protocol; no other incentive mechanisms are applied to secure transactions.
Where the Crypto-Assets Are Issued, Transferred and Stored Using Distributed Ledger Technology That Is Operated by the Issuer, the Offeror or a Third-Party Acting on Their Behalf, a Detailed Description of the Functioning of Such Distributed Ledger Technology: BIT Token is powered by the Solana chain, capable of hosting smart contracts and decentralized applications. It uses the Proof-of-Staked-Authority model, which combines elements of proof of stake and proof of authority consensus mechanisms.
Information on the Audit Outcome of the Technology Used, if Such an Audit Was Conducted: During the audit, CertiK used static analysis, formal verification, and manual review. No risks were found in the code security.
Part I: Information on the Risks
A Description of the Risks Associated with the Offer to the Public of Crypto-Assets or Their Admission to Trading: BIT Token may lose value after the public offering and admission to trading. Additionally, the Asset-Backed Meme project may be shut down during the public offering. Changes in regulation regarding crypto-assets could occur during or after the public offering, potentially affecting the project. Collapse of any major crypto-exchange platform or any other token could have spillover effects on BIT Token and its trading. The Company may not reach projected investments, increasing the risk of project shutdown.
A Description of the Risks Associated with the Issuer, if Different from the Offeror, or Person Seeking Admission to Trading: The Company may close the Asset-Backed Meme project at any time, leading to BIT Token losing value. The platform or service associated with BIT Token could be shut down due to unforeseen circumstances. There is always risk from bankruptcy, insolvency, or reorganization affecting investors and the issuer. Changes in laws regarding iGaming, digital assets, or data protection could impact the project.
A Description of the Risks Associated with the Crypto-Assets: BIT Token may lose value at any time, as its utility is tied to the success of the Asset-Backed Meme ecosystem. Being a utility token, its usage is limited to the Bitdealer network, which could lead to limited liquidity. The Company may issue additional tokens over time, which could dilute the value of existing BIT Tokens.
A Description of the Risks Associated with Project Implementation: Risks include market volatility, regulatory developments regarding iGaming or crypto-assets, failure to raise sufficient funds, and technical or development challenges that may impact project implementation. All risks related to BIT Token, technology, issuer, or trading are relevant to project execution, and the Company is actively working to mitigate them.
A Description of the Risks Associated with the Technology Used as Well as Mitigation Measures, if Any: Risks include technological developments, blockchain security, regulatory updates, and infrastructure costs such as electricity. BIT Token relies on Solana chain technologies; risks associated with Solana’s stability, security, or updates could affect BIT Token functionality. Risks tied to blockchain technology are relevant to BIT Token due to possible spillover effects.
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