Cathedra Bitcoin Announces Non-Brokered LIFE Offering of C$2.5 Million

Toronto, Ontario--(Newsfile Corp. - September 19, 2024) - (Block Height: 861,930) - Cathedra Bitcoin Inc. (TSXV: CBIT) (OTC Pink: CBTTF) ("Cathedra" or the "Company"), a bitcoin company that develops and operates digital infrastructure assets with the goal of maximizing its per-share bitcoin holdings, is pleased to announce a non-brokered private placement financing (the "LIFE Offering") of 25,000,000 units of the Company (the "Units") at a price of C$0.10 per Unit, for aggregate gross proceeds of C$2,500,000, with an option to upsize the offering by an additional C$2,500,000 (the "Offering") on the same terms.

Offering Details

In the non-brokered Offering, the Company will issue 25,000,000 Units at a price of C$0.10 per Unit, for aggregate gross proceeds of up to C$2,500,000, with an option to upsize the Offering by an additional C$2,500,000 on the same terms. Each Unit will consist of one subordinate voting share in the capital of the company (a "Share") and one Share purchase warrant (each, a "Warrant"). The Warrants shall have an expiry date of five (5) years from the date of issue, and tiered exercise prices such that, of the Warrants underlying the Units subscribed for by each purchaser, 25% shall have an exercise price of C$0.12, 25% shall have an exercise price of C$0.14, 25% shall have an exercise price of C$0.16 and 25% shall have an exercise price of C$0.20.

The Units to be issued under the Offering will be offered to purchasers pursuant to the listed issuer financing exemption (the "LIFE") under Part 5A of National Instrument 45-106 Prospectus Exemptions ("NI 45-106"), in all the provinces of Canada, except Quebec. The Units may also be offered in the United States pursuant to one or more exemptions from the registration requirements under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and all applicable U.S. as well as outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company's securities or require the Company to be subject to any ongoing disclosure requirements under any domestic securities laws.

There is an offering document related to the Offering that can be accessed under the Company's profile on SEDAR+ at www.sedarplus.ca and on the Company's website at www.cathedra.com. Prospective investors should read this offering document before making an investment decision.

The Company intends to use the net proceeds of the Offering for infrastructure expansion, bitcoin acquisitions and general corporate purposes.

The closing date of the Offering is expected to occur on or about October 9, 2024 (the "Closing Date"), or such later date or dates as the Company may determine, and are subject to certain conditions including, but not limited to, the receipt of all necessary approvals including conditional approval from the TSX Venture Exchange.