Mr. Sean Ty reports

CATHEDRA BITCOIN ANNOUNCES DEBT SETTLEMENT AND DEBENTURE EXTENSION

Cathedra Bitcoin Inc. expects to settle a portion of the outstanding principal amount of debentures (as defined below) equal to up to $10,946,706 into up to 98,264,870 common shares of the company. The shares will be issued at a deemed price of 11.14 cents per share. The debt is payable to certain debenture holders in respect of 3.5 per cent senior secured convertible debentures of the company due Nov. 11, 2024, originally issued to the debentureholders on Nov. 11, 2021. The aggregate principal amount outstanding of the debentures as of the date hereof is $19,810,390. Prior to the settlement of the settlement amount into shares, the company expects to repay $2-million to retire $3,333,333 of the outstanding principal amount of the debentures, such that the aggregate principal amount outstanding of the debentures prior to the debt settlement is expected to be $16,477,057.

The company also announces that it intends to amend the maturity date of the debentures, which remain outstanding following the completion of the debt settlement, to Nov. 11, 2025.

The company and the debentureholders entered into a binding term sheet dated Nov. 20, 2023, with respect to the debt settlement and amendment. The debt settlement and the amendment are subject to completion of definitive documentation. The company expects that the proposed debt settlement will optimize its capital structure, assist it in preserving cash for working capital and prepare the company to refocus on profitable growth. The board of directors of the company has reviewed the debt settlement and believes it is in the best interests of shareholders. The remaining outstanding principal amount of the debentures following the debt settlement and debt repayment will continue to bear interest at a rate of 3.5 per cent per annum, payable quarterly in arrears on the last day of March, June, September and December of each year until the amended maturity date.

All securities to be issued pursuant to the debt settlement will be subject to a four-month-and-one-day hold period from the closing date of the debt settlement. The debt settlement and the amendment are subject to the receipt of regulatory approvals, including the approval of the TSX Venture Exchange.

About Cathedra Bitcoin Inc.

Cathedra Bitcoin (TSX-V: CBIT and OTCQB: CBTTF) is a bitcoin company that believes sound money and abundant energy are the keys to human flourishing. The company has diversified bitcoin mining operations, which produce 355 petahashes per second across three states and five locations in the United States. The company is focused on managing and expanding its portfolio of hash rate through a diversified approach to site selection and operations, utilizing multiple energy sources across various jurisdictions.

We seek Safe Harbor.