Mr. Joe Bleackley reports

PATHFINDER CLOSES $400,00 PRIVATE PLACEMENT

Pathfinder Ventures Inc., pursuant to its non-brokered private placement announced July 25, 2023, has issued 10 million units at a price of four cents per unit for gross proceeds of $400,000 and the offering is now closed.

Each unit comprises one common share and one-half of a warrant, a whole warrant exercisable to purchase a common share at a price of eight cents until Feb. 28, 2025, subject to accelerated expiry upon the certain events (see July 25, 2023, news release for details).

An aggregate of $10,080 and 252,000 warrants having the same terms as the unit warrants was issued in payment of finders' fees. The net proceeds will be used for general working capital, to support the development of the Agassiz Campground expansion and to advance acquisition opportunities within its pipeline, consisting of RV (recreational vehicle) resorts and RV and self-storage opportunities.

All securities issued are subject to a hold period until Jan. 1, 2024.

Directors of the company purchased an aggregate of 3,837,500 units, representing 38.4 per cent of the total number of units sold pursuant to the offering, or 5.59 per cent of the issued and outstanding shares following closing (8.15 per cent assuming the exercise of those warrants comprising part of the directors' purchased units). The participation by insiders constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions.

The company has relied upon the exemption from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a), (b) and (c), and sections 5.7(1)(a) and (b), respectively, of MI 61-101.

Pathfinder also announces that it has granted 1.86 million stock options to officers, directors and consultants to the company. These options have an exercise price of eight cents, no vesting period and an expiry date of Aug. 31, 2028.

About Pathfinder Ventures Inc.

Pathfinder Ventures is developing a network of premier-branded, upscale and family-friendly RV parks and campgrounds under the Pathfinder Camp Resorts name. Pathfinder currently has three camp resorts located in British Columbia, and is focused on growing its network through both acquisitions and new construction. The corporation is taking advantage of the rapidly growing market of Canadians who want to experience the great outdoors in an RV.

We seek Safe Harbor.