Mr. Jeremy Wyeth reports

TREASURY METALS AND BLACKWOLF COMPLETE BUSINESS COMBINATION AND TRANCHE 1 OF THE CONCURRENT FINANCING

Treasury Metals Inc. and Blackwolf Copper and Gold Ltd. have completed the previously announced transaction pursuant to which, among other things, Treasury acquired all of the issued and outstanding common shares of Blackwolf pursuant to a court-approved plan of arrangement.

Jeremy Wyeth, chief executive officer and director of the combined company, stated: "We are excited for the formation of a new growth-oriented company. I'd like to welcome Morgan to our team, who brings with him significant mine building, operating and capital markets experience. Additionally, I am excited to bring on Frank Giustra as a new strategic investor and his well-tested buy/build strategy for creating growth."

Morgan Lekstrom, president and director of the combined company, stated: "Completing this transaction will not only accelerate the ability to build Goliath but the new vision of a buy/build strategy. This strategy comes with putting together near-term, buildable assets, that utilize the expert builder team, newly integrated finance and marketing team, to create a platform for strategic growth. Stay tuned as we continue to grow on our path towards becoming a mid-tier gold company."

Pursuant to the arrangement, former Blackwolf shareholders are entitled to receive 0.607 of a Treasury common share in exchange for each Blackwolf share held. As a result of the arrangement, Treasury issued an aggregate of 87,623,800 Treasury shares. Upon closing of the arrangement, existing Treasury and former Blackwolf shareholders own approximately 68 per cent and 32 per cent of the issued and outstanding Treasury shares, respectively (not factoring in the closing of Tranche 1 of the concurrent financing; see below for more details).

The Blackwolf shares are expected to be delisted from the TSX Venture Exchange at the close of business on July 4, 2024, and Blackwolf intends to submit an application to cease to be a reporting issuer and to otherwise terminate its public company reporting requirements as soon as possible thereafter. The Treasury shares are expected to be delisted from the Toronto Stock Exchange as of close of markets on July 4, 2024, and relisted on the TSX-V as of market open on July 5, 2024.

Concurrent financing

Treasury is pleased to announce the completion of Tranche 1 of the previously announced non-brokered private placement of flow-through units. Tranche 1 consisted of 19,136,000 FT units for aggregate gross proceeds of $4,401,280. The second tranche of the concurrent financing is expected to consist of 8.69 million FT units for aggregate gross proceeds of $1,998,700, to be completed on July 5, 2024.

Each FT unit issued under the concurrent financing consists of one Treasury share that is issued as flow-through shares within the meaning of the Income Tax Act (Canada) and one common share purchase warrant of Treasury. Each warrant is exercisable at a price of 35 cents until July 2, 2027.

It is anticipated that one or more insiders of Treasury will participate in Tranche 2. By virtue of their participation, Tranche 2 will constitute a related party transaction under applicable securities laws. Treasury expects to release a material change report including details with respect to the related party transaction less than 21 days prior to the closing of Tranche 2, which Treasury deems reasonable in the circumstances so as to be able to avail itself of potential financing opportunities and complete the concurrent financing in an expeditious manner. As Tranche 2 will not exceed specified limits and will constitute a distribution of securities for cash, it is expected that neither a formal valuation nor minority shareholder approval will be required in connection with concurrent financing.

The concurrent financing remains subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange, the TSXV and any applicable securities regulatory authorities. There can be no assurance as to whether or when the concurrent financing will be completed. All securities issued in connection with the concurrent offering will be subject to a four-month-and-one-day hold period in Canada.

Niblack Teck agreement

Blackwolf's Niblack copper-gold project was acquired pursuant to an option agreement with Teck Resources Ltd. and Teck Co. LLC dated Aug. 15, 2006, as amended on Jan. 18, 2012. Pursuant to the Niblack option agreement, Blackwolf was obligated to pay $1.25-million in cash to Teck upon certain change of control and other events. Blackwolf and Teck entered into an addendum to the Niblack option agreement, as announced by Blackwolf on May 2, 2024, to permit Blackwolf to satisfy this payment by issuing to Teck, immediately prior to closing of the arrangement, the number of Blackwolf shares that is calculated by dividing $1.25-million by the 20-day volume-weighted average price (VWAP) of the Blackwolf shares on the TSX-V following May 2, 2024. Pursuant to the addendum, on July 2, 2024, Blackwolf issued 9,669,470 Blackwolf shares to Teck.

Advisory shares

In connection with the arrangement, on July 2, 2024, Fiore Management and Advisory Corp. was issued 2,830,501 Blackwolf shares in consideration for advisory services provided to Blackwolf.

About Treasury Metals Inc.

Treasury Metals is a gold-focused company with assets in Canada and the United States. Treasury's Goliath gold complex (which includes the Goliath, Goldlund and Miller deposits) is located in Northwestern Ontario. The deposits benefit substantially from excellent access to the Trans-Canada Highway, related power and rail infrastructure and close proximity to several communities including Dryden, Ont. For information on the Goliath gold complex, please refer to the technical report, prepared in accordance with NI 43-101, entitled Goliath Gold Complex -- NI 43-101 Technical Report and Prefeasibility Study and dated March 27, 2023, with an effective date of Feb. 22, 2023, led by independent consultants Ausenco Engineering Canada Inc. The technical report is available on SEDAR+ and on the company website.

The company also owns several other projects throughout Canada, including the Weebigee-Sandy Lake gold project joint venture, and grassroots gold exploration property Gold Rock. In addition, Treasury Metals holds a 100-per-cent 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 base metal properties in southeast Alaska. Treasury Metals is committed to inclusive, informed and meaningful dialogue with regional communities and indigenous nations throughout the life of all its projects and on all aspects, including creating sustainable economic opportunities, providing safe workplaces, enhancing of social value and promoting community well-being.

We seek Safe Harbor.