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BKI.TO ·

Black Iron Appoints Cutfield Freeman as International Financial Advisor

Management Changes

BLACK IRON APPOINTS CUTFIELD FREEMAN AS INTERNATIONAL FINANCIAL

ADVISOR

TORONTO, Canada, May 21, 2019 – via NetworkWire – Black Iron Inc. (“Black Iron” or the

“Company”) (TSX: BKI; OTC: BKIRF; FRANKFURT: BIN), announces that it has appointed

Cutfield Freeman & Co Ltd (“Cutfield Freeman”) as its international financial advisor to negotiate

and structure funding for construction of its Shymanivske iron ore project (“Shymanivske” or the

“Project”).

On the back of signing a Memorandum of Understanding with Glencore that contemplates funding

a significant portion of the cost to construct Shymanivske in exchange for securing offtake rights

for up to the full phase one planned annual production of 4 million tonnes, there has been

significant interest expressed from institutional equity and debt investors to potentially fund

construction. Equity investors are attracted by the large gap in Black Iron’s current market

capitalization as compared to its future potential and debt investors appreciate the strong

economic returns when using very conservative long-term iron ore prices.

“Black Iron selected Cutfield Freeman after a comprehensive process undertaken by the company

given their extensive experience in securing construction financing for junior mining companies

and global reach,” stated Black Iron’s CEO, Matt Simpson. “Having very experienced mine finance

Managing Directors located in Europe and Asia, where project financing is most likely to be

sourced from based on interest shown to date, is critical to support our efforts to secure financing

for construction of the Shymanivske Project.”

Cutfield Freeman will take on the role of global coordinator to progress already ongoing dialog

with mainly European export credit agencies, international finance agencies and banks on debt

financing, equity investment discussions with primarily Asian construction firms and funding in

exchange for offtake with Glencore. Their mandate also entails reaching out to new potential

investors including stream and royalty companies to secure the balance of funding required to

construct Black Iron’s Shymanivske Project. Since it was established in 2000, Cutfield Freeman

has successfully executed over 150 mine finance transactions in 50 countries.

Tony Butler, Managing Director of Cutfield Freeman in London, stated, “Shymanivske is an

exciting project which will produce a premium product at low first quartile operating

costs. Despite perceived challenges, Ukraine is an excellent low-cost jurisdiction for mining

operations providing access to developed infrastructure and skilled labour. Shymanivske

benefits from very close proximity to existing infrastructure including rail, power and ports which

materially reduces up-front capital costs relative to comparable projects. The Project’s strong

economic returns and low cost, phased capital development will be very appealing to both

equity investors and lenders.”

The appointment of Cutfield Freeman and the commencement of this construction financing

mandate represents another major step forward in the development of Black Iron’s Shymanivske

Project as we continue to move the project forward.

About Black Iron

Black Iron is an iron ore exploration and development company, advancing its 100% owned

Shymanivske project located in Kryvyi Rih, Ukraine. The Shymanivske project contains a NI 43-

101 compliant resource estimated to be 646 Mt Measured and Indicated mineral resources,

consisting of 355 Mt Measured mineral resources grading 31.6% total iron and 18.8% magnetic

iron, and Indicated mineral resources of 290 Mt grading 31.1% total iron and 17.9% magnetic

iron, using a cut-off grade of 10% magnetic iron. Additionally, the Shymanivske project contains

188 Mt of Inferred mineral resources grading 30.1% total iron and 18.4% magnetic iron. Full

mineral resource details can be found in the NI 43-101 compliant technical report entitled

“Preliminary Economic Assessment of the Re-scoped Shymanivske Iron Ore Deposit” effective

November 21, 2017 (the “PEA”) under the Company's profile on SEDAR at www.sedar.com. The

Shymanivske project is surrounded by five other operating mines, including ArcelorMittal's iron

ore complex. Please visit the Company's website at www.blackiron.com for more information.

The technical and scientific contents of this press release have been prepared under the

supervision of and have been reviewed and approved by Matt Simpson, P.Eng., CEO of Black

Iron, who is a Qualified Person as defined by NI 43-101.

Cautionary Statement

The PEA is preliminary in nature, and it includes inferred mineral resources that are considered

too speculative geologically to have the economic considerations applied to them that would

enable them to be categorized as mineral reserves. There is no certainty that the PEA will be

realized.

For more information, please contact:

Black Iron Inc.,

Matt Simpson

Chief Executive Officer

Tel: +1 (416) 309-2138

[email protected]

Forward-Looking Information

This press release contains forward-looking information. Forward-looking information is based on what

management believes to be reasonable assumptions, opinions and estimates of the date such statements

are made based on information available to them at that time, including those factors discussed in the

section entitled ‘‘Risk Factors’’ in the Company’s annual information form for the year ended December 31,

2018 or as may be identified in the Company’s public disclosure from time to time, as filed under the

Company’s profile on SEDAR at www.sedar.com. Forward-looking information may include, but is not

limited to, statements with respect to the Project, the Second Tranche, the closing of the Second Tranche,

the Offering, the use of proceeds of the Offering, the Company’s ability to acquire the requisite land, the

Company’s ability to raise the requisite financing, the mineralization of the Project, the results of the PEA,

the realization of the PEA, and future plans for the Company’s development. 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". Forward-looking

information is subject to known and unknown risks, uncertainties and other factors that may cause the

actual results, level of activity, performance or achievements of the Company to be materially different from

those expressed or implied by such forward-looking information, including but not limited to: general

business, economic, competitive, geopolitical and social uncertainties; the actual results of current

exploration activities; other risks of the mining industry and the risks described in the annual information

form of the Company. Although the Company 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. The Company does not undertake to update any forward-looking information, except

in accordance with applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the

United States. The securities 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.

Corporate Communications:

NetworkWire (NW)

New York, New York

www.NetworkNewsWire.com

212.418.1217 Office

[email protected]