Black Iron Announces Closing of LIFE Offering

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Not for distribution to United States newswire services or for dissemination in the United States

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TORONTO, April 17, 2026 (GLOBE NEWSWIRE) — Black Iron Inc. (TSX:BKI) (“Black Iron” or the “Company”) announces that, further to its press releases of April 6, 2026 and April 13, 2026, it has completed its non-brokered private placement for gross proceeds of C$2,610,000 (approximately US$1.88 million) (the “Offering”).

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Pursuant to the Offering, Black Iron issued 26,100,000 units of the Company (each, a “Unit”) at a price of C$0.10 per Unit. Each Unit consisted of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant (each, a “Warrant”). Each Warrant entitles the holder to purchase one Common Share at a price of C$0.20 per Common Share for a period of 36 months following the closing date, commencing on the date that is 60 days from the closing date, subject to acceleration in certain circumstances. 

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The Units were issued to purchasers in Canada in reliance on the “listed issuer financing” exemption from the prospectus requirement available under Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106“), as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (as amended, the “Listed Issuer Financing Exemption“). The Units issued under the Listed Issuer Financing Exemption will not be subject to a hold period pursuant to applicable Canadian securities laws.

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The net proceeds from the sale of the Units will be used for ongoing project and administrative expenditures including permit renewal relating to the Company’s Shymanivske Project and general corporate purposes and working capital as set out in the offering document.

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The Company paid an aggregate of approximately C$60,600 and issued a total of 606,000 non-transferable finder warrants (“Finder Warrants”) as finder’s fees to certain persons who assisted the Company in connection with the Offering. Each Finder Warrant entitles the holder thereof to purchase one Common Share at an exercise price of C$0.20 for a period of 36 months following the closing date. The Finder Warrants and Common Shares issuable upon exercise of the Finder Warrants are subject to a statutory four-month hold period, pursuant to applicable Canadian securities laws.

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Certain insiders of the Company subscribed for a total of 700,000 Units pursuant to the Offering. The participation by insiders constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Shareholders in Special Transactions (“MI 61-101”). The Company has relied on applicable exemptions from the formal valuation and minority approval requirements in Sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101. No new insiders were created, nor has there been any change of control, as a result of the Offering. The Company did not file a material change report with respect to the insider participation more than 21 days before the expected closing of the Offering, as the details and amounts of the insider participation were not finalized until shortly prior to closing and the Company wished to close the transaction as soon as practicable for sound business reasons.

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The Offering remains subject to the final acceptance of the Toronto Stock Exchange.

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Wildeboer Dellelce LLP acted as legal counsel to Black Iron in connection with the Offering.