Early Warning Report Issued Pursuant to National Instrument 62-103-Acquisition of Securities of Mandala Capital Inc.

TSX-V: MAN

VANCOUVER, BC , Feb. 13, 2023 /CNW/ - This news release relates to the common shares (the "Shares") of Mandala Capital Inc. ("Mandala" or the "Company"). Patrick Sapphire (the "Acquiror") announces that on February 8, 2023, Principle Capital Partners Corporation ("PCP Corp."), acquired 1,250,000 Shares of Mandala (the "Distribution") in connection with an initial public offering of 5,150,000 Shares at a price of $0.10 per Share completed by the Company on February 8, 2023 (the "Offering"). PCP Corp. is controlled by Mr. Sapphire by virtue of his control as a beneficial owner.

Prior to the Offering, the Acquiror directly owned 600,000 Shares representing approximately 15% of the issued and outstanding Shares on a non-diluted basis. Following the closing of the Offering, the Acquiror has beneficial ownership over 1,850,000 Shares (comprised of the 600,000 Shares held by Mr. Sapphire in his personal capacity, and 1,250,000 Shares held by PCP Corp.) representing approximately 20.3% of the issued and outstanding Shares on a non-diluted basis.

Mr. Sapphire continues to evaluate his holdings in the Company, including potentially disposing of additional securities in the ordinary course of business, but has no current plan or intentions which relate to any of the other actions requiring disclosure under the early warning reporting provisions of applicable securities laws. Depending on market conditions, Mr. Sapphire's view of the Company's prospects and other factors Mr. Sapphire considers relevant, Mr. Sapphire may acquire securities of the Company from time to time in the future, in the open market or pursuant to privately negotiated transactions, or may sell all or a portion of its securities of the Company.

This press release is issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which the Company is a reporting issuer containing information with respect to the foregoing matters (the "Early Warning Report"). A copy of the Early Warning Report will appear with the Company's documents on the System for Electronic Document Analysis and Retrieval at www.sedar.com. The Company's head office is located at 1500 Royal Centre, 1055 West Georgia Street, Vancouver, British Columbia V6E 4N7.

SOURCE Mandala Capital Inc.

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