Press

15 Jan 2021

Sol Strategies Team

Cypherpunk Holdings Inc. Announces Closing of Oversubscribed Non-Brokered Private Placement

Toronto, Ontario--(Newsfile Corp. - January 15, 2021) - Cypherpunk Holdings Inc. (CSE: HODL) ("Cypherpunk" or the "Company"), a sector leader for privacy-technology investments, is pleased to announce that it has closed an oversubscribed, non-brokered private placement offering (the "Offering"). The Offering involved the issuance of 19,867,470 Units ("Units") at a price of C$0.15 per Unit, generating gross proceeds of C$2,980,120. Each Unit consists of one common share (each a "Common Share") in the capital of the Company and one half of one whole Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to purchase one additional Common Share at an exercise price of C$0.25 until January 15, 2023.

The net proceeds from the Offering will be utilized in accordance with the Company’s investment strategy, focusing on cryptocurrencies, companies, technologies, and protocols that enhance or protect privacy, often within the blockchain ecosystem.

In connection with the Offering, certain eligible finders received cash commissions totaling $17,550. All securities issued in connection with the Offering will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation. The Offering is subject to final approval of the Canadian Securities Exchange.

The Offering also constituted a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“MI 61-101”), with insiders of the Company acquiring 2,561,667 Units. The Company is relying on exemptions from the valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the insider participation does not exceed 25% of the Company’s market capitalization. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Offering, which was deemed reasonable to expedite the use of the Offering proceeds.

About Cypherpunk Holdings Inc.

Cypherpunk is a company set up to invest in companies, technologies, and protocols that enhance or protect privacy. Its strategy involves making targeted investments in businesses and assets with strong privacy features, often within the blockchain ecosystem, including select cryptocurrencies. Current equity investments include Samourai Wallet, Wasabi Wallet, Chia, NGRAVE, and Hydro 66.

Cautionary Note Regarding Forward-Looking Information

This news release contains “forward-looking information” within the meaning of applicable securities laws. Generally, any statements that are not historical facts may contain forward-looking information, and forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or indicates that certain actions, events, or results “may”, “could”, “would”, “might” or “will be” taken, “occur” or “be achieved”. Forward-looking information includes, but is not limited to, the Company’s intention to complete the private placement offering and its goal of making investments in the blockchain and other sectors and enhancing value. There is no assurance that the Company’s plans or objectives will be implemented as set out herein, or at all. Forward-looking information is based on certain factors and assumptions the Company believes to be reasonable at the time such statements are made and is subject to known and unknown risks, uncertainties, and other factors that may cause the actual results, level of activity, performance, or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Forward-looking statements are made based on management’s beliefs, estimates, and opinions on the date that statements are made, and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates, and opinions or other circumstances should change, except as required by law. Investors are cautioned against attributing undue certainty to forward-looking statements.

Investor Relations Contacts:
Veronika Oswald
Cypherpunk Holdings Inc., veronika@cypherpunkholdings.com
Office: 416.599.8547

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