Base Metals

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Fireweed Zinc LTD. ("Fireweed" or the "Company") (TSXV: FWZ; OTCQB: FWEDF) is pleased to announce a non-brokered private placement (the " Offering ") for gross proceeds of up to CAD$ $9.68 million. The private placement includes lead orders by strategic investors Teck Resources Limited (" Teck ") and Ibaera Capital (" Ibaera ").

Highlights

  • Teck's participation in the Offering will increase their interest in the Company from 4.9% to approximately 9.2%
  • Ibaera's participation in the Offering will increase their interest in the Company from 8.3% to approximately 11.3%
  • A third investor, a High-Net Worth individual, has committed an additional $2.5M
  • The offering will provide Fireweed with capital to expand the 2022 work program on the Macmillan Pass Project, Yukon, Canada, and deliver upcoming resource updates and a Preliminary Economic Assessment without further capital raises

Fireweed CEO Brandon Macdonald stated, "I am delighted with the investments by existing major shareholders Teck and Ibaera in Fireweed and our Macmillan Pass Project. This is a strong vote of confidence in the merits of the project from one of the world's pre-eminent zinc miners and a technically savvy investment group. This additional financing will enable us to carry out the largest drill program on the property in the history of the Company and carry us through to a game-changing resource update and PEA."

The Offering will consist of a total of 5,714,287 common shares of the Company at a price of CAD$0.70 per share and 5,737,373 flow-through common shares of the Company at a price of CAD$0.99 per share through a donation arrangement ("Charity Flow-Through Shares") for total gross proceeds of CAD$ $9,680,000. Teck has agreed to purchase 4,285,714 Common Shares of the Company, subject to certain conditions including the successful closing of the Offering. Ibaera has agreed to purchase 3,571,429 Common Shares of the Company, subject to certain conditions including the successful closing of the Offering. The Offering also includes a large individual US shareholder who is significantly increasing his position.

The proceeds from the Offering will be used for exploration and development of the Company's Macmillan Pass Project in Yukon, Canada, and for general working capital purposes. The gross proceeds from the issuance of all Flow-Through Shares will be used to incur Canadian Exploration Expenses ("CEE") and will qualify as "flow-through mining expenditures" under the Income Tax Act (Canada), which will be renounced to the purchasers of Flow-Through Shares with an effective date no later than December 31, 2022 in an aggregate amount no less than the proceeds raised from the issue of the Flow-Through Shares.

Closing of the Offering is subject to certain customary conditions, including, but not limited to, the receipt of all necessary regulatory approvals and acceptance of the TSX Venture Exchange. All securities issued under the Offering will be subject to a statutory hold period of four months plus a day following the date of closing.

About Fireweed Zinc Ltd. (TSXV: FWZ; OTCQB: FWEDF ): Fireweed Zinc is a public mineral exploration company managed by a highly experienced team of mining industry professionals. The Company is advancing its 100% owned, district-scale 940 km 2 Macmillan Pass Project in Yukon, Canada, which is host to the Tom and Jason zinc-lead-silver deposits with current Mineral Resources and a PEA economic study (see Fireweed news releases dated 10 th January 2018, and 23 rd May 2018, respectively, and reports filed on www.sedar.com for details) as well as the Boundary Zone, Boundary Zone West, Tom North Zone and End Zone which have significant zinc-lead-silver mineralization drilled but not yet classified as mineral resources. The project also includes large blocks of adjacent claims (MAC, MC, MP, Jerry, BR, NS, Oro, Sol, Ben, and Stump) which cover exploration targets in the district where previous and recent work identified zinc, lead and silver prospects, and geophysical and geochemical anomalies in prospective host geology.

In Canada, Fireweed (TSXV: FWZ) trades on the TSX Venture Exchange. In the USA, Fireweed (OTCQB: FWEDF) trades on the OTCQB Venture Market for early stage and developing U.S. and international companies. Companies are current in their reporting and undergo an annual verification and management certification process. Investors can find Real-Time quotes and market information for the Company on www.otcmarkets.com . In Europe, Fireweed (FSE: 20F) trades on the Frankfurt Stock Exchange.

Additional information about Fireweed Zinc and its Macmillan Pass Project including maps and drill sections can be found on the Company's website at www.FireweedZinc.com and at www.sedar.com .

ON BEHALF OF Fireweed Zinc LTD.

" Brandon Macdonald "

CEO & Director

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.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities in the United States. The Company's shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Cautionary Statements
This news release may contain "forward-looking" statements and information relating to the Company and the Macmillan Pass Project that are based on the beliefs of Company management, as well as assumptions made by and information currently available to Company management. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including but not limited to, without limitations, exploration and development risks, expenditure and financing requirements, general economic conditions, changes in financial markets, the ability to properly and efficiently staff the Company's operations, the sufficiency of working capital and funding for continued operations, title matters, First Nations relations, operating hazards, political and economic factors, competitive factors, metal prices, relationships with vendors and strategic partners, governmental regulations and oversight, permitting, seasonality and weather, technological change, industry practices, and one-time events. Additional risks are set out in the Company's prospectus dated May 9, 2017, and filed under the Company's profile on SEDAR at www.sedar.com . Should any one or more risks or uncertainties materialize or change, or should any underlying assumptions prove incorrect, actual results and forward-looking statements may vary materially from those described herein. There is no assurance that (i) the Company will be able to complete the Offering on the terms set out above, or at all, (ii) that the proceeds of the Offering will be expended as contemplated, or (iii) updated resource estimates or a PEA will be completed. The Company does not undertake to update forward‐looking statements or forward‐looking information, except as required by law.

Contact:
Brandon Macdonald
Phone: (604) 646-8361


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FWZ:CA
Fireweed Zinc

Fireweed Zinc

Overview

Fireweed Zinc Ltd. (TSXV:FWZ,OTCQB:FWEDF) is a Canadian mining, exploration and development company focused on advancing its Macmillan Pass zincleadsilver project in Yukon, Canada. Fireweed Zinc's Macmillan Pass project is a district-scale play that has significant upside potential. Fireweed Zinc intends to expand upon historic work and utilize modern exploration methods to make new discoveries.

The property is strategically located in the zinc-rich Selwyn Basin, which is known to host large sedimentary exhalative (SEDEX) deposits. SEDEX deposits are responsible for more than half of the world's zinc production and are an important source of lead. Global examples of this type of deposit include the Howard's Pass district (eastern Yukon and Northwest Territories), Mt Isa-Century in the McArthur River district (Australia) and Red Dog (Alaska). Fireweed Zinc has two large SEDEX deposits—Tom and Jason – and the company is confident that it can make additional SEDEX discoveries.

In addition to its exploration potential, the Macmillan Pass project also has a 2018 resource estimate. The resource was developed using a historic resource from 2007 as well as results from a 2,000-meter drill program. The resource highlighted an indicated resource of 11.2 million tonnes grading 9.6 percent zinc equivalent and an inferred resource of 39.5 million tonnes grading 10 percent zinc equivalent.

Following the release of the resource, Fireweed Zinc released the results of a preliminary economic assessment (PEA) for the project in May 2018. The PEA outlined an 18-year mine life with 32.7 million tonnes of mineralization being mined at a processing rate of 4,900 tonnes-per-day. The report also highlighted an after-tax NVP (eight percent) of $448 million and an IRR of 24 percent.

Since releasing the PEA, Fireweed Zinc has continued its exploration efforts at Macmillan Pass with the aim of expanding the resource estimate and further improving the PEA. To this aim, Fireweed Zinc has completed a drill program on a number of prospective targets to test for new deposits, primarily on or near the Tom North, Tom East, Jason North and End Zone targets. The company also completed various geophysical, geochemical and geological mapping surveys as part of its field exploration program. Through this exploration work, Fireweed Zinc was able to identify ways to improve project economics and mine life.

Fireweed Zinc is managed by a seasoned team of mining industry professionals. Executive Chairman John Robins is a professional geologist whose career spans nearly four decades. Robins was the Founder and Executive Chairman of Kaminak Gold Corporation which was sold to Goldcorp., now Newmont Goldcorp (TSX:NGT,NYSE:NEM), for $520 million. He was the 2008 recipient of the Association for Mineral Exploration British Columbia's H.H. “Spud" Huestis Award. He sits on the boards of several successful exploration companies. In 2017, Robins' companies raised over $100 million.

Company Highlights

  • Option agreements in place to earn 100 percent interest in the Tom and Jason and MAC claims.
  • Located in the mining-friendly jurisdiction of Yukon, Canada.
  • One of the largest and highest-grade zinc-lead-silver projects in the Americas with blue-sky potential.
  • Good infrastructure and property access.
  • Preliminary metallurgy in 2012 demonstrated good recoveries and concentrate grades.
  • 2018 resource estimate highlighted an indicated resource of 11.2 million tonnes at 9.6 percent zinc equivalent and an inferred resource of 39.5 million tonnes at 10 percent zinc equivalent
  • PEA included an after-tax NVP (eight percent) of $448 million, an IRR of 24 percent and an 18-year mine life.
  • 2019 exploration program is currently underway at Macmillan Pass.
  • Strong share structure with management holding large block of shares.
  • Good relations with First Nations in a non-treaty area.

Key Projects

Key Project: Macmillan Pass Zinc-Lead-Silver Project, Yukon

The Macmillan Pass zinc-lead-silver project is located approximately 200 kilometers northeast of the community of Ross River in the Selwyn Basin of Yukon, Canada. Hosting 12 large SEDEX-type deposits, the Selwyn Basin is one of the world's most recognized basins for this type of deposit. Fireweed Zinc's Macmillan Pass is nearby to Selwyn Chihong Mining's Selwyn (Howard's Pass) project which contains one of the world's largest undeveloped zinc deposit.

The 21,939-hectare underexplored land package is easily accessible via a three-kilometer road from the government-maintained North Canol Road off the Robert Campbell Highway or via government airstrip within the property boundary. The project also has a camp already in place (installed in 2011) along with permits and water licenses. A historic drill core is on site.

The Tom deposit was discovered in 1951 by Hudbay Minerals and the Jason deposit was discovered by the Ogilvie joint venture in 1974. Hudbay acquired the Jason deposit in 2007, combining the two deposits for the first time into one project. Fireweed Zinc signed an option agreement to acquire 100-percent of the Tom and Jason claims from Hudbay in December 2016.

In August 2017, Fireweed Zinc quadrupled the land area of its Macmillan Pass project with the acquisition of the adjoining MAC claims from Newmont Mining. The MAC claims cover the contiguous northwest extension of the same geology and mineralization trends that host the Tom and Jason deposits.

Fireweed Zinc again added to the size of the Macmillan Pass project with its acquisition of the Nidd property from a subsidiary of Teck Resources (TSX:TECK.A or TECK.B,NYSE:TECK). With this acquisition, Fireweed Zinc has consolidated the Macmillan Pass zinc district and now controls 544 square kilometers of highly-prospective zinc claims.

2018 Resource Estimate

In January 2018, Fireweed Zinc announced its mineral resource estimate for the Macmillan Pass project. The resource included the resource estimate already completed on the Tom and Jason zones on the property. An NSR cut-off grade of $65 was used to calculate the numbers in the table below.

“These new mineral resource estimates for Tom and Jason represent a substantial increase over the previous 2007 mineral resource estimates," said Fireweed Zinc CEO Brandon Macdonald. “Building on this major milestone, we will now use these mineral resource estimates along with pending new metallurgical test results, toward completion of a preliminary economic assessment in the coming months to assess project economics. Next summer we plan to execute a larger drill program to expand on these mineral resources and test other targets for new discoveries within our large project area."

PEA

In May 2018, Fireweed Zinc announced that they had completed a PEA for the Macmillan Pass project. The following numbers were calculated using a base case $1.21 per pound zinc, $0.98 per pound lead and $16.80 per ounce silver. Highlights include:

  • An 18-year mine life with 32.7 million tons of mineralization mined at 4,900 tonne-per-day processing rate.
  • 54 million tonnes of zinc, 0.88 million tonnes of lead and 37 million tonnes of silver concentrate shipped.
  • Average yearly contained-metal production of 85 kilotons zinc, 48 kilotons lead and 2 million ounces silver.
  • Pre-tax NPV at eight percent of $779 million and IRR of 32 percent.
  • After-tax NPV at eight percent of $448 million and IRR of 24 percent.
  • Payback period of four years.
  • Pre-production CAPEX of $404 million.

The PEA also highlighted numerous opportunities for economic improvements and that there is room for expanding the resource.

“This first NI 43-101-compliant PEA on the Macmillan Pass project represents a significant step for the company as we progress the project towards production. Project economics in the PEA demonstrate that Macmillan Pass is not just viable at the zinc, lead and silver prices levels contemplated in the study, but highly robust," said Macdonald. “With consideration of the exploration upside not just at the known zones, but also within the broader land package, the project is steadily shaping up to be a premiere district-scale zinc mining camp in the mining-friendly Yukon Territory."

Blue Sky Potential on Large Land Package

The Macmillan Pass project represents an opportunity for upside potential. The footprints of the Tom and Jason deposits are quite small compared to the substantial size of the entire land package. Additionally, while approximately 70,000 meters of historical drilling was carried out on the Tom and Jason claim areas since their discovery, a vast majority of the current Macmillan Pass land package (including the MAC and Nidd claims) remain largely unexplored by modern exploration techniques.

Significant potential remains to expand the known mineralization at the Tom and Jason deposits at depth and along trend. Historic exploration activities on the MAC claims were limited to early-stage work in the search for gold, however, several areas of zinc and lead geochemical anomalies were discovered in stream sediments and soils.

Fireweed Zinc is testing that potential via an exploration campaign aimed at expanding the known mineralization on the Tom and Jason claims. The program also includes aerial and ground reconnaissance over the MAC claims to delineate targets for further exploration.

In July 2018, the company began its 10,000-meter drill program. Highlights from the program include 16.41 meters grading 21.1 percent zinc, 13.5 lead and 243 g/t silver and 10.16 meters grading 8.11 percent zinc, 6.31 percent lead and 82 g/t silver at the Tom East. The company also intersected 12.73 meters grading 12.61 percent zinc, 16.40 percent lead and 221 g/t silver and 12.41 meters grading 7.99 percent zinc, 13.26 percent lead and 166 g/t silver at Tom West. Finally, at End Zone on the MAC property, Fireweed Zinc intersected 8.6 meters grading 4.56 percent zinc, 17.34 percent lead and 145 g/t silver and 11.08 meters grading 4.78 percent zinc, 10.17 percent lead and 87 g/t silver.

In June 2019, Fireweed Zinc commenced its 2019 exploration program. The program is expected to consist of at least 2,000 meters of core drilling and 1,000 meters of RC drilling on a number of prospective targets to test for new deposits. Drilling is expected to primarily be focused on the Tom North, Tom East, Jason North and End Zone areas. The company also intends to continue its field exploration plans to complete geophysical, geochemical and geological mapping surveys.

The following month, Fireweed Zinc announced that it completed 12 holes on the property, seven of which were drilled at Tom North, in addition to one at Tom West, one at Target R and two at Jason North. The company expanded its drill program at Tom North due to the positive results, which offer Fireweed Zinc the potential to extend open-pit and underground mine life. Highlights from Tom North include nine meters grading 6.36 percent zinc and 0.65 percent lead and 7.30 meters grading 6.19 percent zinc and 0.51 percent lead. Fireweed Zinc believes that these results successfully prove that the Tom North target has near-surface mineralization that can be mined using an open-pit, improving the current PEA economics.

Fireweed Zinc also completed an initial preconcentration test that utilized a state-of-the-art x-ray fluorescence ore sorting technology on samples from the Boundary zone, which is an advanced exploration target located 15 kilometers northwest of the Jason deposit. Through the pre-concentration tests, Fireweed Zinc was able to demonstrate that the feed grade found at the Boundary zone could be upgraded from 2.5 percent zinc to five percent zinc. The company was also able to achieve recovery rates ranging from 80 percent to 85 percent. Importantly, this all can be done at a low cost to Fireweed Zinc, improving the economics for the project.

Following the impressive ore sorting results, Fireweed Zinc drilled at the Boundary zone. The first hole of 2019 intersected 250 meters (true width) grading 3.44 percent zinc, which included high-grade intersections of 23.31 meters grading 16.35 percent zinc, 11.85 meters grading 9.18 percent zinc, 4.45 percent lead and 71.6 g/t silver and 1.01 meters grading 47.70 percent zinc. Another hole drilled at the Boundary zone intersected 230 meters grading 4.14 percent that contained a near-surface higher-grade section of 100 meters grading 7.94 percent zinc. These results confirmed that the Boundary zone has the potential to be mined in a low-strip open-pit and can be upgraded through low-cost ore sorting technology.

Management Team

John Robins—Executive Chairman and Director

John Robins is a professional geologist with over 35 years of experience mainly as an independent geologist and entrepreneur. Mr. Robins has been involved in many successful exploration ventures and sat on the boards of several successful exploration companies. Most recently he was Founder, Executive Chairman and Director of Kaminak Gold Corporation which discovered the Coffee gold deposits in Yukon and sold the company to Goldcorp for $520 million. In 2008, Mr. Robins was recognized for his achievements in mining exploration by the Association for Mineral Exploration British Columbia with the H.H. “Spud" Huestis Award. This is recognized as the highest award given for mineral exploration and is awarded to those who have made “a significant contribution to enhance the mineral resources of British Columbia and/or the Yukon Territory, through the original application of prospecting techniques or other geoscience technology." In 2017, Mr. Robins' companies (Bluestone Resources, Northern Empire Resources, Fireweed Zinc) raised over $100 million.

Brandon Macdonald—CEO and Director

Brandon Macdonald is a professional geologist with a diverse experience base including exploration geology worldwide and investment banking. In recent years he has focused his efforts in exploration and development as a principal of and consultant to various junior mining companies. In the past, he was in the City of London where he worked in structuring financings and risk management at Macquarie Bank. In 2007 Mr. Macdonald graduated with an MBA (with Distinction) from Oxford. He completed his B.Sc. in Geology from UBC in 2000. Mr. Macdonald has a long history of mining exploration work in Yukon, including zinc projects, and originally hails from Ross River, near the Macmillan Pass Project site.

Adrian Rothwell — Director and Audit Committee Chair

Adrian Rothwell has worked in the mining industry for over 25 years with extensive experience in oversight and corporate governance roles. He is currently President and Chief Executive Officer of Kore Mining Ltd., a private mining venture with gold projects in the western US. Most recently, he was the Director, Strategy at Goldcorp Inc., and previously acted as Chief Financial Officer for many companies listed on the TSXV. Mr. Rothwell is a Chartered Professional Accountant (CPA, CA) in British Columbia and a designated Chartered Accountant in Australia and New Zealand. He articled at PricewaterhouseCoopers LLP in Australia and Canada and holds a BA in Economics from Macquarie University.

George Gorzynski—Executive Vice President and Director

George Gorzynski is co-founder of the company and a geological engineer with 35 years of experience in exploration and mining company management. He has strong technical, management and leadership skills, and was a key person in the building and managing of several successful international junior mining and exploration companies. His technical experience ranges from management of large exploration projects in challenging settings to geology field work in isolated locations to oversight of mining operations. Mr. Gorzynski has geological engineering degrees from the University of Toronto (Honours) and University of British Columbia and has worked on a number of zinc projects in British Columbia and Yukon.

Peter Hemstead —Director

Mr. Hemstead has over 20 years of finance experience and has a proven track record of providing strong financial leadership. He has extensive experience in financial management, corporate finance, project finance, treasury, commercial banking, marketing/sales, financial risk management, insurance, and tax planning. Mr. Hemstead is a Chartered Professional Accountant with an Honours Economics degree from the University of Western Ontario. He is currently the Chief Financial Officer of Bluestone Resources Inc. where he is a key executive in financing and moving the Cerro Blanco gold project toward production. He is also a Director and Chair of the Audit Committee at Fiore Gold Ltd., a growth oriented gold producer and explorer with the producing Pan Mine as well as a suite of exploration projects in Nevada. He previously held a senior financial executive role for 10 years with Capstone Mining Corp., leading the financial team through the successful expansion from a development stage mining company to an intermediate producer. His expertise and experience will be a great benefit to Fireweed as the Company advances its Macmillan Pass Project toward production.

Gilles Dessureau—V.P. Exploration

Mr. Dessureau is a Professional Geologist with over 15 years of exploration and development experience in the Western Cordillera including Yukon and British Columbia along with other locations throughout North America including Nevada, Ontario and Quebec. Mr. Dessureau is the Owner and Principle Geologist of Solidus Geological Services and has been providing geological and project management services to a number of clients including Golden Predator Mining Corp., Columbus Gold Corp., Colorado Resources Ltd., BMC Minerals, among others since 2007. Mr. Dessureau was instrumental in advancing the Wolverine polymetallic VMS deposit, located in the Yukon, through pre-feasibility and into commercial production beginning in 2010, and was involved with advancing Golden Predator's Brewery Creek and 3 Aces deposits. Mr. Dessureau graduated with a Master's degree from Laurentian University in Sudbury following a Bachelor's degree in Geology from St. Mary's University in Halifax. He is a Professional Geologist registered with Engineers and Geoscientists British Columbia (EGBC).

Dan Rogness — Director

Dan Rogness has worked in the mining industry for over 25 years and is experienced in treasury, finance, financial reporting, corporate development, forecasting, cash management, hedging and foreign exchange. He is currently consulting for various mining companies and was the Assistant Treasurer and officer at Teck Resources (formerly Teck Corporation and Teck Cominco Ltd.) from 1985 to 2012. Mr. Rogness is a Chartered Professional Accountant (CPA, CA) in British Columbia and holds a B. Com (Honours) in Accounting and Management Information Systems.

Neil MacRae—Investor Relation Manager

Mr. MacRae attended the University of Calgary and started his career in 1994, spending 10 years as a commodity trader and concentrate marketer for Mitsui & Co. (Canada) Ltd. Over the next 14 years, he then moved into investor relations roles with such companies as First Majestic, NovaGold Resources, and Santacruz Silver Mining as well as a role at Farallon Mining which operated the Campo Morado zinc mine in Mexico which was taken over by Nyrstar in 2011.

Cindy Chiang — Chief Financial Officer

Ms. Chiang is a Chartered Professional Accountant with experience in both public practice and industry since she became a Chartered Accountant in 2009. During her time in public practice at KPMG, Cindy led audit engagement team. Ms. Chiang is a Chartered Professional Accountant (CPA) with experience in both public practice and industry since she became a Chartered Accountant in 2009. During her time in public practice at KPMG, Cindy led audit engagement teams domestically and abroad, and is knowledgeable of Canadian and US accounting standards as well as IFRS. In industry, Cindy dealt with financial accounting and internal controls matters. Since May 2021, Ms. Chiang has been the Financial Controller for Fireweed and in recent months has transitioned into her new role as Chief Financial Officer.


Jeffrey Dare—Corporate Secretary

Jeffrey Dare has over nine years of professional experience with respect to managing external reporting and corporate compliance for TSXV-listed issuers. He currently serves as the Corporate Secretary and advisor for a number of junior companies. Mr. Dare works closely with external partners and service providers in the areas of legal, compliance, transfer agency, audit, banking and insurance. Mr. Dare holds a BA from Simon Fraser University.

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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

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