Cathedra Bitcoin Announces C$6,450,000 Non-Brokered Investment from Kingsway Capital and Ten31

Rhea-AI Summary

Cathedra Bitcoin Inc. (TSX-V: CBIT; OTCQX: CBTTF) has announced a non-brokered private placement offering with Kingsway Capital and Ten31, raising approximately C$6,450,000 by selling up to 17,916,667 units at C$0.36 each. Each unit includes one common share and 0.75 warrants, which can be exercised at prices ranging from C$0.54 to C$1.54 over five years. Proceeds will support general corporate purposes and working capital. The offering is expected to close around May 20, 2022, pending regulatory approvals.

Positive

• Raised C$6,450,000 through a private placement, supporting corporate growth.
• Opportunity for investors to acquire shares at a structured price through warrants.

Negative

• None.

TORONTO--(BUSINESS WIRE)-- Cathedra Bitcoin Inc. (TSX-V: CBIT; OTCQX: CBTTF) (“Cathedra”), a Bitcoin company that develops and operates world-class bitcoin mining infrastructure, today announced the execution of subscription agreements with respect to a non-brokered private placement offering (the “Offering”) with Kingsway Capital and Ten31 (collectively, the “Investors”) for the sale of up to 17,916,667 units (“Units”) at a purchase price of C$0.36 per Unit, for gross proceeds of approximately C$6,450,000.

Each Unit consists of one common share of the Company (a “Unit Share”) and three-quarters of one (0.75) common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to acquire one (1) common share (a “Warrant Share”) for a period of five (5) years following the closing date. A total of up to 13,437,500 Warrants underly the Units with the following exercise prices per Warrant Share:

• 2,867,500 Warrants at an exercise price of C$0.54 per Warrant Share
• 2,867,500 Warrants at an exercise price of C$0.79 per Warrant Share
• 2,867,500 Warrants at an exercise price of C$1.04 per Warrant Share
• 2,867,500 Warrants at an exercise price of C$1.29 per Warrant Share
• 2,867,500 Warrants at an exercise price of C$1.54 per Warrant Share

The Company intends to use the proceeds from the Offering for general corporate purposes and working capital.

All Warrants, Warrant Shares, and Common Shares issuable pursuant to the Offering will be subject to statutory hold periods of four (4) months and one (1) day from the date of issuance thereof. The Units have not been registered under the United States Securities Act of 1933, as amended, or applicable state securities laws, and the Units may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

The Offering is expected to close on or around May 20, 2022, and is subject to receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

About Cathedra Bitcoin

Cathedra Bitcoin Inc. (TSX-V: CBIT; OTCQX: CBTTF) is a Bitcoin company that develops and operates world-class bitcoin mining infrastructure.

Cathedra believes sound money and abundant energy are the fundamental ingredients to human progress and is committed to advancing both by working closely with the energy sector to secure the Bitcoin network. Today, Cathedra owns 187 PH/s across various sites around the United States and expects to deploy an additional 538 PH/s in 2022. Upon the full deployment of its purchased machines, Cathedra’s hash rate is expected to total 725 PH/s. The Company is focused on expanding its portfolio of hash rate through a diversified approach to site selection and operations, utilizing multiple energy sources across various jurisdictions.

For more information about Cathedra, visit cathedra.com or follow Company news on Twitter at @CathedraBitcoin or on Telegram at @CathedraBitcoin.

Cautionary Statement

Trading in the securities of the Company should be considered highly speculative. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This news release contains certain “forward-looking information” within the meaning of applicable Canadian securities laws that are based on expectations, estimates and projections as at the date of this news release. The information in this release about future plans and objectives of the Company, are forward-looking information. Other forward-looking information includes but is not limited to information concerning: the expected deployment of an additional miners, the intentions and future actions of senior management, the intentions, plans and future actions of the Company, as well as the Company’ ability to successfully mine digital currency; revenue increasing as currently anticipated; the ability to profitably liquidate current and future digital currency inventory; volatility of network difficulty and, digital currency prices and the resulting significant negative impact on the Company’s operations; the construction and operation of expanded blockchain infrastructure as currently planned; and the regulatory environment of cryptocurrency in applicable jurisdictions.

Any statements that involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information.

This forward-looking information is based on reasonable assumptions and estimates of management of the Company at the time it was made, and involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others: the ability of the Company to achieve its corporate objectives or otherwise advance the progress of the Company; risks related to the international operations; the Company's inability to obtain any necessary permits, consents or authorizations required for its activities; an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on capital market conditions, restriction on labor and international travel and supply chains; general market and industry conditions; and those risks set out in the Company’s public documents filed on SEDAR. The Company has also assumed that no significant events occur outside of the Company’s normal course of business. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company undertakes no obligation to revise or update any forward-looking information other than as required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220518006057/en/

Media and Investor Relations Inquiries

Please contact:

Sean Ty

Chief Financial Officer

ir@cathedra.com

Source: Cathedra Bitcoin Inc.

FAQ

What is the purpose of the private placement by Cathedra Bitcoin (CBTTF)?

The private placement aims to raise approximately C$6,450,000 for general corporate purposes and working capital.

What is the expected closing date for Cathedra Bitcoin's offering?

The offering is expected to close on or around May 20, 2022.

What are the exercise prices for the warrants issued by Cathedra Bitcoin (CBTTF)?

The warrants can be exercised at prices ranging from C$0.54 to C$1.54.