Blackwolf Completes Acquisition of Optimum Ventures; Andrew Bowering Joins the Board of Directors

Blackwolf Completes Acquisition of Optimum Ventures; Andrew Bowering Joins the Board of Directors

Blackwolf Copper and Gold Ltd. (" Blackwolf ", or the " Company ") (TSXV: BWCG, OTC:BWCGF) and Optimum Ventures Ltd. (" Optimum ") (TSXV: OPV) are pleased to announce that they have completed their previously announced plan of arrangement, pursuant to which the Company acquired all the issued and outstanding shares of Optimum, and, in exchange, shareholders of Optimum received 0.65 of a common share of Blackwolf for each Optimum share held (the " Transaction "). In addition, Andrew Bowering, mining entrepreneur, a founder of Optimum, has joined the Company's board of directors, replacing Don Birak, who stepped down effective September 12, 2023.

Andrew Bowering is a renowned venture capitalist with over 30 years of experience in global mineral exploration and development and a track record of building shareholder value. He has founded, funded, and led teams in the pursuit of various metals, from initial exploration to production. Mr. Bowering has held senior management roles, overseeing asset acquisitions, sales, and raising over $250 million in development capital. He was a founder of Millennial Lithium Corp (acquired by Lithium Americas) and is actively involved in other publicly traded companies in the battery metals and precious metals sectors, such as Prime Mining Corp and American Lithium Corp.

Morgan Lekstrom, CEO and Director of the Company, stated, " With the acquisition of Optimum, Blackwolf has become a top developer of precious and strategic metal projects in Alaska and British Columbia's Golden Triangle. We are excited to welcome Optimum shareholders and our new board member, Andrew Bowering. This merger has brought exciting projects and expertise to Blackwolf, and we believe it will contribute significantly to our goal of creating value for our shareholders. "

Rob McLeod, Executive Chairman of Blackwolf, said, " We are proud to welcome Andrew Bowering as a new director of Blackwolf. Andy is one of Canada's top mining entrepreneurs, and we have a history of working together in the Golden Triangle since 1995. We are looking forward to working together again. Also, on behalf of the rest of the Blackwolf Team, I want to thank Don Birak for his valuable service to the Company and wish him the best in his future endeavours. "

Delisting of Optimum Shares and Information for Optimum Shareholders

The Optimum shares are expected to be delisted from the TSX Venture Exchange at the close of trading on September 14, 2023, and Optimum intends to submit an application to the applicable securities regulators to cease to be a reporting issuer and to terminate its public reporting obligations.

Further information about the Transaction is set forth in Optimum's management information circular dated July 31, 2023 relating to the annual general and special meeting of securityholders of Optimum (the " Circular "), which is available under Optimum's SEDAR+ profile at www.sedarplus.ca . Information regarding the procedure for exchange of Optimum shares for Blackwolf shares is provided for in the Circular. In order to receive Blackwolf shares in exchange for Optimum shares, registered shareholders of Optimum must complete, sign, date and return the letter of transmittal that was mailed to each registered Optimum shareholder along with the Circular. For those shareholders of Optimum whose Optimum shares are registered in the name of a broker, investment dealer, bank, trust company or other intermediary or nominee, they should contact such intermediary or nominee for instructions and assistance in depositing their Optimum shares.

Advisors and Counsel

In connection with the Transaction, Fiore Management and Advisory Corp. was issued 567,299 common shares of the Company in consideration for advisory services provided to the Company.

DuMoulin Black LLP acted as legal counsel to Blackwolf. Boughton Law Corporation acted as legal counsel to Optimum.

Upon closing of the Transaction and the issuance of shares for advisory services the Company's issued and outstanding common shares is 108,957,568.

About Blackwolf Copper and 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 as well as six Hyder Area gold-silver and base metal properties in southeast Alaska and northwest British Columbia in the Golden Triangle, including the Cantoo and Harry properties. 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:

Morgan Lekstrom
250-574-7350 (Mobile)
604-343-2997 (Office)
mll@bwcg.ca
Liam Morrison
604-897-9952 (Mobile)
604-343-2997 (Office
lm@bwcg.ca

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 Statements Regarding Forward-Looking Statements

This news release contains "forward-looking information" and "forward looking statements" within the meaning of applicable Canadian securities legislation (collectively herein referred to as "forward-looking information"). Wherever possible, words such as "expects", "expected", "strategic" and similar expressions or statements that certain actions, events or results "will" or "may" be taken, occur or be achieved, or the negative forms of any of these terms and similar expressions, have been used to identify forward-looking information. Forward-looking information contained herein includes, but is not limited to, the anticipated benefits of the Transaction, and discussion of future plans, projects, objectives, estimates and forecasts and the timing related thereto, the timing of the delisting of Optimum, Optimum ceasing to be a reporting issuer.

Forward-looking information is subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual results, actions, events, conditions, performance or achievements to materially differ from those expressed or implied by the forward-looking information, including, without limitation, risks related to exploration and potential development of the Company's projects; business and economic conditions in the mining industry generally; fluctuations in commodity prices and currency exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; the need for cooperation of government agencies and native groups in the exploration and development of properties and the issuance of required permits; the need to obtain additional financing to develop properties and uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development programs and uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other governmental approvals; and other risk factors as detailed from time to time and such other risks as are identified in the public disclosure documents of the Company filed on SEDAR+ at www.sedarplus.ca (the "Disclosure Documents"). This list is not exhaustive of the factors that may affect any of our forward-looking information. Although we have attempted to identify important factors that could cause actual results, actions, events, conditions, performance or achievements to differ materially from those contained in forward-looking information, there may be other factors that cause results, actions, events, conditions, performance or achievements to differ from those anticipated, estimated or intended.

Our forward-looking information is based on the assumptions, beliefs, expectations, and opinions of management on the date the statements are made, many of which may be difficult to predict and beyond our control. In connection with the forward-looking information contained in this news release, we have made certain assumptions about, among other things, the Company's ability to achieve the business and operational synergies expected as a result of the Transaction and explore and develop its projects as currently anticipated. Although we believe that the assumptions inherent in forward-looking information are reasonable as of the date of this news release, these assumptions are subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward-looking information. The Company cautions that the foregoing list of assumptions is not exhaustive. Other events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward-looking information contained in this news release.

Additional information about the risks and uncertainties concerning forward-looking information and material factors or assumptions on which such forward-looking information is based is provided in the Disclosure Documents. Forward-looking information is not a guarantee of future performance. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Forward-looking information involves statements about the future and is inherently uncertain, and our actual achievements or other future events or conditions may differ materially from those reflected in the forward-looking information due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to in this news release and the Disclosure Documents. For the reasons set forth above, readers and prospective investors should not place undue reliance on forward-looking information.

We do not assume any obligation to update forward-looking information, whether as a result of new information, future events or otherwise, other than as required by applicable law.


Primary Logo

News Provided by GlobeNewswire via QuoteMedia

OPV:CA
The Conversation (0)
Optimum Ventures Ltd. Announces Court Approval of Acquisition by Blackwolf Copper and Gold Ltd.

Optimum Ventures Ltd. Announces Court Approval of Acquisition by Blackwolf Copper and Gold Ltd.

Optimum Ventures Ltd . ("Optimum" or the "Company" ) (TSXV: OPV) is pleased to announce that, further to its news release dated September 1, 2023 the Supreme Court of British Columbia has granted final approval for the Company's acquisition by Blackwolf Copper and Gold Ltd. ("Blackwolf") (TSXV: BWCG, OTC: BWCGF) (the "Transaction"). For comprehensive details regarding the Transaction, please refer to the Company's press releases dated June 20 and July 7, 2023.

The Transaction is anticipated to be completed on or around September 12, 2023, subject to the receipt of final acceptance by the TSX Venture Exchange ("TSXV") and the fulfillment of customary conditions. In conjunction with the impending closing of the Transaction, Optimum is set to be delisted from the TSXV prior to the closing of the Transaction.

News Provided by GlobeNewswire via QuoteMedia

Keep reading...Show less
Optimum Ventures Announces Securityholder Approval of Plan of Arrangement With Blackwolf Copper and Gold Ltd.

Optimum Ventures Announces Securityholder Approval of Plan of Arrangement With Blackwolf Copper and Gold Ltd.

Optimum Ventures Ltd. ("Optimum" or the "Company") (TSXV: OPV) is pleased to announce that Blackwolf Copper and Gold Ltd.'s (" Blackwolf ") proposed acquisition of all of the outstanding securities of the Company by plan of arrangement (the " Arrangement ") was overwhelmingly approved at the Company's annual general and special meeting of securityholders held on August 31, 2023 (the " Meeting ").

At the Meeting, Optimum securityholders were asked to consider and approve a special resolution regarding the proposed Arrangement (the " Arrangement Resolution "). No dissents were received by the Company and the Arrangement Resolution was approved by 100% of the votes cast by Optimum securityholders at the Meeting.

News Provided by GlobeNewswire via QuoteMedia

Keep reading...Show less
Optimum Ventures Announces Mailing of Materials, Receipt of Interim Order and Conditional Approval

Optimum Ventures Announces Mailing of Materials, Receipt of Interim Order and Conditional Approval

Optimum Ventures Ltd. ("Optimum" or the "Company") (TSXV: OPV) is pleased to announce that it has filed and mailed materials to the securityholders of Company (the " Optimum Securityholders "), including the management information circular dated July 31, 2023 (the " Circular ") and related documents for the annual general and special meeting of Optimum Securityholders to be held on August 31, 2023 (the " Meeting ").

The Meeting is being held in connection with the proposed acquisition by Blackwolf Copper and Gold Ltd. (" Blackwolf ") of all of the issued and outstanding common shares of Optimum (collectively, the " Company Shares ") by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) (the " Arrangement ") previously announced on July 7, 2023. If the Arrangement becomes effective, Optimum shareholders (other than dissenting Optimum shareholders, if any) will receive 0.65 common shares of Blackwolf (each whole share, a " Blackwolf Share ") for each Company Share held (the " Exchange Ratio ").

News Provided by GlobeNewswire via QuoteMedia

Keep reading...Show less
Optimum Ventures Announces Entry Into Arrangement Agreement With Blackwolf Copper and Gold Ltd.

Optimum Ventures Announces Entry Into Arrangement Agreement With Blackwolf Copper and Gold Ltd.

Optimum Ventures Ltd. ("Optimum" or the "Company") (TSXV: OPV) is pleased to announce that it has entered into an arrangement agreement with Blackwolf Copper and Gold Ltd. (" Blackwolf ") dated as of July 6, 2023 (the " Arrangement Agreement "), pursuant to which Blackwolf has agreed to acquire all of the issued and outstanding common shares of Optimum (collectively, the " Company Shares ") by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) (the " Arrangement ").

Tyler Ross, CEO of Optimum, stated, "This is a transformational opportunity for Optimum's shareholders to join the vision of Blackwolf in becoming a leading mining company in the Golden Triangle. With experienced leadership under Morgan Lekstrom, strategic investment from Frank Giustra, Rob McLeod leading the Geological programs and the addition of Andrew Bowering to the board of the resulting issuer, the combined entity is well situated to unlock the large-scale potential of these complementary projects in the Golden Triangle."

News Provided by GlobeNewswire via QuoteMedia

Keep reading...Show less
Optimum Ventures Ltd. Announces Letter of Intent With Blackwolf Copper and Gold Ltd.

Optimum Ventures Ltd. Announces Letter of Intent With Blackwolf Copper and Gold Ltd.

Optimum Ventures Ltd. ("Optimum" or the "Company") (TSXV: OPV) is pleased to announce that it has entered into a non-binding letter of intent (the " LOI ") with Blackwolf Copper and Gold Ltd. (" Blackwolf "), pursuant to which Blackwolf will acquire all of the issued and outstanding securities of the Company (the " Transaction ") by way of a plan of arrangement or such transaction structure to be determined by the Company and Blackwolf under a definitive transaction agreement.

In connection with the Transaction, each Optimum shareholder will be entitled to receive 0.65 (the " Exchange Ratio ") of a common share of Blackwolf for each share of Optimum held, resulting in existing shareholders of the Company collectively owning approximately 26% of the outstanding share capital of the resulting company upon closing of the Transaction. Additionally, all outstanding stock options of the Company are expected to be cancelled and each outstanding warrant of the Company to purchase Company Shares will be converted into a warrant to purchase Blackwolf Shares in accordance with the Exchange Ratio.

News Provided by GlobeNewswire via QuoteMedia

Keep reading...Show less
Getchell Gold Corp. Announces Final Tranche of Debenture Financing

Getchell Gold Corp. Announces Final Tranche of Debenture Financing

Getchell Gold Corp. (CSE: GTCH) (OTCQB: GGLDF) (FWB: GGA1) ("Getchell" or the "Company") is pleased to announce the final tranche of its debenture financing (the " Debenture Financing "). In this third tranche of the Debenture Financing, the Company has subscriptions for $1,441,900 principal amount of non-convertible debentures, for total aggregate funds of $4,363,318 across all tranches of the Debenture Financing. In connection with this closing, the Company will issue 14,419,000 warrants (each a " Debenture Warrant "). Each Debenture Warrant will entitle the holder to purchase a common share of the Company at $0.10 per share for three years. 50% of the Debenture Warrants will vest on closing and the remaining 50% will vest and be exercisable 14 months following closing if the Debenture has not been repaid prior to that vesting date.

News Provided by Canada Newswire via QuoteMedia

Keep reading...Show less
NV Gold Corporation Reports Strong Surface Samples, 5440 g/t Ag and 1.26% Cu, and 14.4 g/t Au at Root Spring Project in Nevada

NV Gold Corporation Reports Strong Surface Samples, 5440 g/t Ag and 1.26% Cu, and 14.4 g/t Au at Root Spring Project in Nevada

NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company") is pleased to report promising gold, silver, and copper values from rock chip sampling at its 100%-owned Root Spring Gold Project in Pershing County, Nevada. Two new samples with up to 14.4 gt gold (0.463 ounces per ton (opt)) accompanied by high silver values reaching 5440 gt (175 opt) and 1.26% copper These samples eclipse the historical high-grade samples and the Company plans to reevaluate the Property for a potentially larger and higher-grade target

John Watson, Interim CEO commented, "These recent encouraging samples were collected in one of the limited bedrock exposures on the property. They clearly support the strength of a strong precious metals system and encourage additional exploration of the property. The Company is evaluating the possibility of a genetic link to our nearby Triple T project."

News Provided by ACCESSWIRE via QuoteMedia

Keep reading...Show less
Silver North Grants Options

Silver North Grants Options

(TheNewswire)

Silver North Resources Ltd.

Vancouver, BC, April 24, 2024 TheNewswire Silver North Resources Ltd. (TSX-V: SNAG, OTCQB: TARSF, Frankfurt: I90, " Silver North " or the " Company ") announces that th e Board of Directors have approved a grant of stock options under the Company's stock option plan to its directors, officers and consultants to purchase up to an aggregate of 1,860,000 common shares.  The options are exercisable at a price of $0.15 per share for a period of 5 years, vesting immediately, and are subject to the policies of the TSX Venture Exchange.

News Provided by TheNewsWire via QuoteMedia

Keep reading...Show less
GOLD ROYALTY FORGES STRATEGIC ALLIANCE WITH TAURUS MINING ROYALTY FUND

GOLD ROYALTY FORGES STRATEGIC ALLIANCE WITH TAURUS MINING ROYALTY FUND

 Gold Royalty Corp. (" Gold Royalty " or the " Company ") (NYSE American: GROY) is pleased to announce it has entered into a three-year mutual cooperation agreement with Taurus Mining Royalty Fund L.P. (" Taurus ") that provides each party the ability to coinvest in certain precious metals royalties and streams sourced by the other party. The agreement provides a framework for cooperation and communication amongst the parties in the identification and evaluation of potential co-investment opportunities. The agreement grants each party the right but not the obligation to invest between 25% and 50% in select asset transactions with a value of US$30 million or more. Future dispositions of interests acquired by a co-investment partner through the arrangement will be subject to rights of first offer to the other co-investment partner.

News Provided by Canada Newswire via QuoteMedia

Keep reading...Show less
GOLD ROYALTY ANNOUNCES RECORD TOTAL REVENUE, LAND AGREEMENT PROCEEDS AND INTEREST AND GEOS

GOLD ROYALTY ANNOUNCES RECORD TOTAL REVENUE, LAND AGREEMENT PROCEEDS AND INTEREST AND GEOS

First Quarter Results to be Released on May 13, 2024

Gold Royalty Corp. (" Gold Royalty " or the " Company ") (NYSE American: GROY) is pleased to announce record quarterly Total Revenue, Land Agreement Proceeds and Interest*, driven by the Company's cornerstone royalties, recent royalty acquisitions and its unique royalty generator model. All amounts are expressed in U.S. dollars unless otherwise noted.

News Provided by Canada Newswire via QuoteMedia

Keep reading...Show less

Latest Press Releases

Related News

×