TORONTO, CANADA, May 21, 2019 – 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 four 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
info@blackiron.com

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.