Fox Tungsten Announces Bought Deal Private Placement for Gross Proceeds of C$11M

Press Release

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Toronto, Ontario – March 24, 2026 – Fox Tungsten Ltd. (“Fox Tungsten” or the “Company”) (TSXV: FOXT) is pleased to announce that it has entered into an agreement with Stifel Nicolaus Canada Inc. to act as co-lead underwriter, together with PowerOne Capital Markets Limited, and sole bookrunner in connection with a “bought deal” private placement offering by the Company of (i) 6,100,000 hard dollar units of the Company (the “Hard Dollar Units”) at a price of C$0.165 per Hard Dollar Unit (the “Hard Dollar Unit Issue Price”) and, (ii) 42,000,000 charity flow-through units of the Company (the “Charity FT Units”) at a price of C$0.24 per Charity FT Unit (the “Charity FT Unit Issue Price”) for aggregate gross proceeds of C$11,086,500 (the “Offering”). The Hard Dollar Units and the Charity FT Units will be herein referred to as the “Offered Securities”.

The Company has also granted the Underwriter’s an option to sell up to an additional $1,650,000 of Offered Securities, on the same terms and conditions, exercisable in whole or in part, at any time until the closing of the Offering and allocable in any proportion between Hard Dollar Units and Charity FT Units.

Each Hard Dollar Unit will consist of one common share of the Company (a “Share”) plus one half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Charity FT Unit will consist of one Share of the Company plus one half of one Warrant, each of which will qualify as a “flow-through share” within the meaning of the Income Tax Act (Canada). Each Warrant will entitle the holder thereof to purchase one Share (a “Warrant Share”) at an exercise price of C$0.22 for 36 months following the completion of the Offering.

The Offering is expected to close on or about April 23, 2026 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities.

The Company intends to use the net proceeds from the sale of Hard Dollar Units for advancing the exploration of the Company’s Fox Tungsten Project as well as other exploration projects and for working capital and general corporate purposes.

The Company will use an amount equal to the gross proceeds from the sale of the Charity FT Units, pursuant to the provisions in the Income Tax Act (Canada), to incur eligible “Canadian exploration expenses” that qualify as “flow-through critical mineral mining expenditures” as both terms are defined in the Income Tax Act (Canada) and, in respect of Charity FT Units purchased by eligible British Columbia purchasers, “BC flow-through mining expenditures” within the meaning of subsection 4.721(1) of the Income Tax Act (British Columbia), in each case in connection with the Company’s project located in British Columbia (the “Qualifying Expenditures“). The Company will incur such Qualifying Expenditures on or before December 31, 2027, and will renounce all Qualifying Expenditures in favour of the subscribers of the Charity FT Units with an effective date not later than December 31, 2026.

The Offering is being made in all provinces and territories of Canada by way of a private placement that will be exempt from the prospectus requirements under applicable Canadian securities laws. The securities to be offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction.

About Fox Tungsten Ltd.

The Fox Tungsten project is one of the highest-grade tungsten resources in the world, located in central British Columbia near roads and power lines.  It is a premier, 100%-owned critical minerals deposit, uniquely positioned to solve the West’s urgent tungsten supply deficit. The successful 2025 drill program extended mineralization at the RC & BN zones, and an expanded 2026 exploration program planned to grow the resource and enable a PEA.

Other projects owned by the Company include the Silverboss molybdenum-copper-gold-silver project adjacent to Glencore’s closed Boss Mountain molybdenum mine and the adjacent Hen-Art-DL gold and silver project.

On November 7, 2024, the Company announced the closing of the sale of the Highland Valley Copper Project to Metal Energy Corp. (TSX:V MERG) (“Metal Energy”). The Company holds 2,347,220 common shares of Metal Energy.

The Company is committed to responsible mineral resource development.  The Company’s priority is to build and sustain mutually beneficial relationships with Indigenous Communities in the territories in which the Company explores.

Additional information relating to the Company may be obtained or viewed on the SEDAR+ website at www.sedarplus.ca or on the Company’s website at www.foxtungsten.com.

For more information, please contact:

Fox Tungsten Ltd.
Stephen Gray
President and Chief Executive Officer
Email: steve.gray@foxtungsten.com
Phone: 416 898-7247

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