Ms. Taryn Stemp reports

CRYPTOBLOX TO ACQUIRE CRYPTO MINING FACILITY AND PROVIDES CORPORATE UPDATE

On June 16, 2023, Cryptoblox Technologies Inc. entered into a share purchase agreement with Red Water Acquisition Corp. (Redwater) for 100 per cent of the total issued and outstanding shares of Redwater. Redwater will be a wholly owned subsidiary of the company following completion of the acquisition. The acquisition is a significant step for Cryptoblox in expanding its presence in the cryptocurrency mining sector.

Redwater, a company specializing in air-cooled data centres and advanced heat recapture products, has obtained development rights to a prime location in Sturgeon county, Alberta, Canada, for its operations. This site will serve as the foundation for Redwater's state-of-the-art crypto mining facility, designed for efficiency and cost-effectiveness. Redwater was specifically created for the purposes of completing this transaction and does not have any historical sales, or any other assets or liabilities that are being acquired by the company.

The acquisition was facilitated by True North Data Systems Ltd. (TNDS) of Calgary, Alta., acting on behalf of the site owner, an oil and gas producer seeking to harness the natural gas associated with oil production that is currently being flared. Redwater intends to utilize this waste gas as a sustainable and cost-effective fuel source for its mining operations, demonstrating its commitment to environmental sustainability.

"Leveraging the untapped potential of flared gas as a low-cost fuel source presents an exceptional opportunity for our mining operations," commented Cryptoblox chief executive officer Taryn Stemp.

To support its operations, Cryptoblox plans to enter into a long-term gas supply agreement (GSA) and site lease with TNDS, enabling the development of generation assets to power the mining operations at the site. Initially, Redwater intends to commission 0.5 to one megawatt of generation capacity and mining enclosures within the next 30 to 90 days. This will facilitate the installation of the 233 high-speed application-specific integrated circuit (ASIC) that Cryptoblox is acquiring as part of the agreement.

Furthermore, Redwater, in collaboration with TNDS, aims to expand its generation and mining footprint over the next 18 to 24 months, potentially reaching a total capacity of three MW or more. As part of its growth strategy, Redwater, which will be a wholly owned subsidiary of the company, will explore the possibility of providing peak demand capacity to the Alberta grid.

In exchange for 100 per cent of the total issued and outstanding shares of Redwater, Cryptoblox will issue 220 million common shares of the company at a deemed price of five cents per consideration share to the shareholders of Redwater for a deemed transaction value of $11-million. The consideration shares will be issued in tranches with 118,280,800 consideration shares being delivered to the shareholders on Redwater upon closing of the acquisition, and the remaining 101,719,200 consideration shares to be delivered upon the completion of certain milestones being met by Redwater pursuant to the terms of the agreement. The acquisition was negotiated at arm's length and does not constitute a change of control. There were no finders' fees associated with this transaction.

The acquisition of Redwater signifies a significant milestone for Cryptoblox and solidifies its position as a substantial player in the evolving cryptocurrency mining industry. The company remains committed to driving sustainable and environmentally conscious practices while delivering superior mining solutions.

The consideration shares will be issued pursuant to Section 2.16 (takeover bid and issuer bid) of National Instrument 45-106 Prospectus Exemptions. Completion of the acquisition is subject to customary conditions precedent, board approvals and approval of the Canadian Securities Exchange.

Corporate update

As the company continues to focus on its crypto mining blockchain division, the company is very pleased to welcome Akshay Sood to its board of directors, effective June 16, 2023. Mr. Sood is a seasoned leader in the blockchain industry, boasting years of experience in advising and incubating early-stage blockchain-/Web3-based start-ups. He has been responsible for early-stage capital raises through his venture incubation and advisory services and has been involved in high-growth start-ups within a broad spectrum of blockchain-based businesses. Mr. Sood replaces Bryson Goodwin, who has stepped down from his positions as chief executive officer and director of the company, also effective June 16, 2023. The company has appointed Ms. Stemp as interim chief executive officer. The company thanks Mr. Goodwin for his tenure with the company and leadership in driving the growth of each of its blockchain verticals.

On June 9, 2023, the company issued a total of 7,142,856 common shares at a price of 1.4 cents per common share to its directors and officers for a total transaction value of $100,000 in connection with services provided to the company for the year of 2022.

About Cryptoblox Technologies Inc.

Cryptoblox Technologies is a blockchain technology company with diversified portfolio of fintech blockchain services, blockchain battery technologies and applications, and crypto mining facilities under development. The company's acquisition of Redwater marks a significant milestone is its plan to meet the fast-growing demand for cost-effective cryptocurrency infrastructure in North America. By integrating its mining facilities into power generation facilities in Alberta, and using state-of-the-art operations techniques, the company will be positioned to achieve a high degree of financial optionality and long-term operational certainty that can deliver some of the cleanest and lowest-cost mining operations in the world.

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