Mr. Joel Block reports

CATHEDRA BITCOIN ANNOUNCES SECURITYHOLDER APPROVAL OF PLAN OF ARRANGEMENT

Cathedra Bitcoin Inc.'s securityholders have approved the special resolution authorizing the statutory plan of arrangement with Sphere 3D Corp. at the special meeting of securityholders (as defined below) held on May 15, 2026.

Securityholder approval

At the meeting, the special resolution was approved overwhelmingly by: (i) 99.95 per cent of the votes cast by shareholders of Cathedra present in person or represented by proxy at the meeting; and (ii) 99.95 per cent of the votes cast by shareholders and the holders of warrants, options and restricted share units present in person or represented by proxy at the meeting.

"We are very pleased to have received overwhelming support from our shareholders, marking an important milestone toward completing the transaction with Sphere 3D," said Joel Block, chief executive officer of Cathedra. "We continue to work closely with Sphere as we advance toward an expected closing on June 1, 2026, and we are excited about the future opportunities for the combined company as demand for scalable, power-optimized digital infrastructure continues to grow."

Transaction update

The transaction is expected to close on June 1, 2026, subject to, among other things, the company obtaining a final order from the Supreme Court of British Columbia in respect of the transaction and the satisfaction or waiver of certain other customary closing conditions. The hearing for the final order is scheduled to take place on May 25, 2026.

Further details regarding the transaction are set out in the management information circular of Cathedra dated April 2, 2026, which is available on SEDAR+ under Cathedra's issuer profile.

About Cathedra Bitcoin Inc.

Cathedra develops and operates power and digital infrastructure assets across North America. The company hosts bitcoin mining clients across its portfolio of four data centres (45 megawatts total) in Tennessee and Kentucky. Cathedra also operates a fleet of proprietary bitcoin mining machines at its own and third party data centre, producing approximately 400 petahashes per second of hash rate. Cathedra is headquartered in Vancouver, and its subordinate voting shares trade on the TSX Venture Exchange under the symbol CBIT and on the OTC market under the symbol CBTTF.

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