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.

Pursuant to the terms of the Arrangement, Blackwolf will acquire all of the issued and outstanding common shares of Optimum (" Optimum Shares "), and, in exchange, shareholders of Optimum will receive 0.65 of a common share of Blackwolf (" Blackwolf Shares ") for each Optimum Share held. For complete details of the Plan of Arrangement, interested persons are directed to Optimum's Information Circular filed on SEDAR+ ( www.sedarplus.ca ) on August 4, 2023 by Optimum under its company profile.

Closing of the Arrangement remains subject to court approval as well as other customary closing conditions. Assuming the timely completion of these conditions, Optimum expects the Arrangement to close on or about September 12, 2023.

About Blackwolf

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. Blackwolf 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 five Hyder Area gold-silver and VMS properties in southeast Alaska and northwest British Columbia in the Golden Triangle, including the high-priority wide gold-silver veins at the Cantoo Property. For more information on Blackwolf, please visit the their website at www.blackwolfcopperandgold.com .

About Optimum

Optimum is a Canadian-based mineral exploration company actively seeking opportunities in the resource sector. Its properties and projects are all located in British Columbia and the extensions of the Golden Triangle area of Northern British Columbia into Alaska. The Company has an option agreement with Teuton Resources Corp. pursuant to which Teuton has agreed to grant to Optimum the option to acquire an up to 80-per-cent interest in the Harry and Outland Silver Bar properties, located near Stewart, B.C.

FOR FURTHER INFORMATION PLEASE CONTACT:

Tyler Ross
Optimum Ventures Ltd.
Tel: (604) 428-6128
info@optimumventures.ca

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected timing for closing of the Arrangement and completion of the consolidation.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although Optimum has attempted to identify important factors that could cause actual results to differ materially from those contained in 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 information 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 information. Other factors which could materially affect such forward-looking information are described in the risk factors in Optimum's most recent annual management's discussion and analyses, and in Optimum's management information circular dated July 6, 2023, which have been filed with the Canadian securities regulators and are available on the Company's profile on SEDAR+ at www.sedarplus.ca. Optimum does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Such statements represent the current views of Optimum with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Optimum, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: treatment of the Arrangement under applicable competition laws and the Investment Canada Act; delays or risks associated with Optimum obtaining final court approval for the Arrangement; regulatory determinations and delays; any impacts of COVID-19 on the business of the Company; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the Company conducts business.


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

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Perth, Australia (ABN Newswire) - Horizon Minerals Limited (ASX:HRZ) is pleased to announce that it has entered into a binding Toll Milling Agreement ("TMA") with FMR Investments Pty Ltd ("FMR") to treat 200kt of Horizon ore from the Cannon underground project, or other deposit, commencing in the December 2024 Quarter.

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- Binding TMA has been executed with FMR, which owns the Greenfields Mill located northeast of Coolgardie and 30km southwest of Kalgoorlie-Boulder in WA

- Horizon will arrange contract mining and hauling of ore from Cannon for ore processing at FMR's 1.0Mtpa Greenfields Mill, located ~67km by road from the Cannon Project

- An agreed 200kt of ore will be processed over a period of eight months, commencing in the December 2024 Quarter

- The TMA contains competitive ore treatment rates with the payment structure as follows:

o Horizon is responsible for delivery of each stockpile to the Greenfields Mill ROM near Coolgardie

o Payment of processing costs must be made before the value of the processed and refined gold at the Perth Mint is transferred from FMR's metal account to Horizon

o If the delivery schedule is missed Horizon will forfeit its allocated tonnes for that month and from the overall 200kt allocation

- An Ore Reserve for Cannon has already been established including forecast economics for the ore to be processed via a Toll Milling Agreement

- Cannon is fully environmentally permitted (with last mining in 2017) with pre-production activities are already underway, including dewatering of the open pit in preparation for underground mining

- The TMA has flexibility that Horizon can treat Horizon ore other than Cannon, including Horizon's own current resources or those acquired through the proposed merger with Greenstone Resources Limited, provided sufficient notice is provided to FMR

Commenting on the toll milling agreement, Chief Executive Officer Mr Grant Haywood said:

"We are very pleased to have converted our 200,000 tonne allocation with FMR into a formal Toll Milling Agreement, and look forward to working closely with them as ore deliveries will commence later this calendar year. This agreement is in addition to our 1.4Mt ore sale agreement with Paddington announced a week ago. Together this will see us generating cash flow from two fronts in this fantastic gold price environment before the end of 2024."

Next Steps

- AMC Consultants has been engaged and undertaken a review of the Cannon Ore Reserve and will progress the revised key financial outcomes for the June 2024 Quarter

- Finalise engagement with underground mining and haulage contractors to finalise tenders for Cannon

- Complete the proposed merger with Greenstone Resources to enhance the long-term production profile with development ready high-grade projects

*To view tables and figures, please visit:
https://abnnewswire.net/lnk/WUABZYMW



About Horizon Minerals Limited:

Horizon Minerals Limited (ASX:HRZ) is a gold exploration and mining company focussed on the Kalgoorlie and Menzies areas of Western Australia which are host to some of Australia's richest gold deposits. The Company is developing a mining pipeline of projects to generate cash and self-fund aggressive exploration, mine developments and further acquisitions. The Teal gold mine has been recently completed.

Horizon is aiming to significantly grow its JORC-Compliant Mineral Resources, complete definitive feasibility studies on core high grade open cut and underground projects and build a sustainable development pipeline.

Horizon has a number of joint ventures in place across multiple commodities and regions of Australia providing exposure to Vanadium, Copper, PGE's, Gold and Nickel/Cobalt. Our quality joint venture partners are earning in to our project areas by spending over $20 million over 5 years enabling focus on the gold business while maintaining upside leverage.

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