Blackwolf Announces $2,500,800 Private Placement

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

VANCOUVER, BC / ACCESSWIRE / October 6, 2023 / Blackwolf Copper and Gold Ltd. ("Blackwolf", or the "Company") (TSXV:BWCG)(OTC PINK:BWCGF) is pleased to announce a non-brokered private placement of up to 10,420,000 units of the Company at a price of $0.24 per Unit for up to total gross proceeds of up to $2,500,800 (the "Offering") (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.

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's Warrant 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.