Early Warning News Release Issued with Respect to the Acquisition of Securities of Cypher Metaverse Inc.
VANCOUVER, BC / ACCESS Newswire / September 30, 2026 / Cypher Metaverse Inc. (CSE:CODE.X) ("Cypher" or the "Company"). This news release is being disseminated as required by National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the acquisition of ownership, control or direction over securities of Cypher Metaverse Inc. ("Cypher or the "Corporation") by two investors, Jock McDermid ("JMcDermid") and Elaine McDermid ("EMcDermid").
On September 21, 2026, JMcDermid acquired ownership of 278,030 Units of the Corporation (the "Acquisition"), at a price of $0.33 per Unit. The Units were purchased from the Corporation on a private placement basis. Each Unit is comprised of one common share and one non-transferable common share purchase warrant ("Warrant"). Each Warrant is exercisable to acquire one common share of the Corporation at an exercise price of $0.45 per share for two years from date of closing.
Prior to the Acquisition JMcDermid owned 395,000 common shares and 315,000 common share purchase warrants. As a result of the Acquisition JMcDermid now beneficially owns and controls, directly and indirectly, 673,030 Common Shares and 593,030 share purchase warrants, representing approximately 10.32% of the outstanding Common Shares on a non-diluted basis and 17.50% of the issued and outstanding Shares on a partially-diluted basis (assuming the conversion of all of the subscriber's warrants into Common Shares).
On September 21, 2026, EMcDermid acquired ownership of 278,030 Units of the Corporation (the "Acquisition"), at a price of $0.33 per Unit. The Units were purchased from the Corporation on a private placement basis. Each Unit is comprised of one common share and one non-transferable common share purchase warrant ("Warrant"). Each Warrant is exercisable to acquire one common share of the Corporation at an exercise price of $0.45 per share for two years from date of closing.
Prior to the Acquisition EMcDermid owned 382,500 common shares and 382,500 common share purchase warrants. As a result of the Acquisition EMcDermid now beneficially owns and controls, directly and indirectly, 660,530 Common Shares and 660,530 share purchase warrants, representing approximately 10.13% of the outstanding Common Shares on a non-diluted basis and 18.26% of the issued and outstanding Shares on a partially-diluted basis (assuming the conversion of all of the subscriber's warrants into Common Shares).
An early warning report has been filed by each of JMcDermid and EMcDermid under applicable securities laws and will be available on the Cypher SEDAR+ profile at www.sedarplus.ca. A copy of the early warning reports may also be obtained by contacting George Tsafalas at (778) 373-8578, info@cypher-meta.com
About Cypher Metaverse Inc.
Further information about Cypher can be found on the Company's website at www.cypher-meta.com, along with its SEDAR+ profile accessible at www.sedarplus.ca.
Cautionary Note Regarding Forward-Looking Information
This news release contains forward-looking information and forward-looking statements (collectively, "forward-looking information"). Such forward-looking information is provided to inform the Company's shareholders and potential investors about management's current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. Any such forward-looking information may be identified by words such as "anticipate", "proposed", "estimates", "would", "expects", "intends", "plans", "may", "will", and similar expressions, although not all forward-looking information contain these identifying words.
More particularly and without limitation, the forwardâlooking information in this news release includes (i) expectations regarding the Company's business plans and operations; (ii) expectations concerning the MCTO; and (iii) expectations regarding the timing of filing the Required Filings. Forward-looking information is based on a number of factors and assumptions that have been used to develop such information, but which may prove to be incorrect. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, undue reliance should not be placed on forward-looking information because the Company can give no assurance that such expectations will prove to be correct. The forward-looking information in this news release reflects the Company's current expectations, assumptions and/or beliefs based on information currently available to the Company.
Whether actual results, performance, or achievements will conform to Cypher's expectations and predictions is subject to a number of known and unknown risks and uncertainties, which could cause actual results and experience to differ materially from Cypher's expectations. Such material risks and uncertainties include: (i) risks and uncertainties associated with the digital currency industry and decentralized finance; (ii) political, economic, regulatory and other uncertainties in respect of digital currencies; and (iii) consumer sentiment towards blockchain technology generally, decrease in the price of other cryptocurrencies.
Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or expressly qualified by this cautionary statement.
Contact Information
For further information, please contact:
| George Tsafalas | President & CEO |
| 1 (778) 373-8578 |
| info@cypher-meta.com |
| www.cypher-meta.com |
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy of this release.
SOURCE: Cypher Metaverse Inc.
View the original press release on ACCESS Newswire