Blackwolf Closes Orderbook on Oversubscribed Private Placement

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC / ACCESSWIRE / October 10, 2023 / Blackwolf Copper and Gold Ltd. ("Blackwolf" or the "Company") (TSXV:BWCG)(OTC PINK:BWCGF) is pleased to announce that, due to overwhelming interest, the Company's non-brokered private placement previously announced on October 6, 2023 (the "Offering") has been upsized and is fully subscribed.

The Offering will now consist of up to 13,000,000 units of the Company at a price of $0.24 per unit for up to total gross proceeds of up to $3.12 Million (all figures in the current release are in Canadian dollars). Each unit will be comprised of one common share and one share purchase warrant (the "Units"). Each share purchase warrant shall be exercisable to acquire one common share at a price of $0.35 per common share for a period of 24 months from the date of issuance (the "Warrants").

The net proceeds of the Offering will be used to fund exploration activities at the Company's three projects including Niblack, Cantoo and the Harry Project, as well general working capital purposes. Advancing Niblack will be the near-term goal while Blackwolf plans its further campaigns for Harry and Cantoo to begin in the Spring.

The Company will pay to certain finders a cash fee equal to 6% of the gross proceeds from the sale of Units to subscribers introduced by a particular finder (the "Found Units") and will issue finder warrants equal to 6% of the Found Units sold pursuant to the Offering (the "Finder Warrants"). Finder Warrants will entitle the holder thereof to purchase one common share of the Company (a "Finder's Warrant Share") at a price of $0.35 per Finder's Warrant Share for a period of twenty-four (24) months from the date of issuance.

The closing of the Offering is subject to certain conditions including the receipt of all necessary regulatory approvals, including the acceptance of the TSX Venture Exchange. The securities issued under the Offering will be subject to the standard four-month hold.

The securities described herein have not been, and will not be, registered under the United States Securities Act, or any state securities laws, and accordingly may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

About Blackwolf Copper & Gold Ltd.

Blackwolf's founding vision is to be an industry leader in transparency, inclusion and innovation. Guided by our Vision and through collaboration with local and Indigenous communities and stakeholders, Blackwolf builds shareholder value through our technical expertise in mineral exploration, engineering and permitting. The Company holds a 100% interest in the high-grade Niblack copper-gold-zinc-silver VMS project, located adjacent to tidewater in southeast Alaska. In addition, the Company holds 100% interest in five Hyder Area gold-silver and base metal properties located in southeast Alaska and an option to acquire an 80% interest on the Harry gold-silver property located northwest British Columbia in the Golden Triangle. For more information on Blackwolf, please visit the Company's website at www.blackwolfcopperandgold.com.

On behalf of the Board of Directors of Blackwolf Copper and Gold Ltd.

"Morgan Lekstrom"
CEO and Director

For more information, contact:

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward‐looking statements", are not historical facts, are made as of the date of this news release and include statements relating to the Offering (including the payment of finder's fees and use of proceeds) and the Company's future objectives and plans. Forward‐looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, inability to obtain regulatory approvals of the Offering, inability to complete the Offering on the proposed terms or at all, market volatility; the state of the financial markets for the Company's securities; fluctuations in commodity prices and changes in the Company's business plans. In making the forward-looking statements in this news release, the Company has applied several material assumptions that the Company believes are reasonable, including without limitation, that the Offering will proceed and be completed as planned, that regulatory approvals will be obtained, and the Company will continue with its stated business objectives. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. The Company seeks safe harbor.

For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedarplus.ca.

SOURCE: Blackwolf Copper and Gold Ltd