Bolt Metals Corp. — Capital/Financing Update 2025

Nov 20, 2025

FORM 51-102F3
MATERIAL CHANGE REPORT

ITEM 1. NAME AND ADDRESS OF COMPANY
Bolt Metals Corp. (the "Company")
1245-200 Granville Street
Vancouver, BC V6C 1S4

ITEM 2. DATE OF MATERIAL CHANGE
November 19, 2025

ITEM 3. NEWS RELEASE
Issued on November 19, 2025, was distributed via NewsWire.ca and subsequently filed on the System for Electronic Document Analysis and Retrieval (SEDAR+) at www.sedarplus.ca.

ITEM 4. SUMMARY OF MATERIAL CHANGE
The Company announced that the Company has closed its previously announced non-brokered private placement (the "Private Placement") of common shares ("Shares") for gross proceeds of C$430,000.00 through the sale 2,150,000 Shares at a price of C$0.20 per Share.

ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE
Please see the attached news release.

ITEM 5.2 DISCLOSURE FOR RESTRUCTING TRANSACTION
Not applicable.

ITEM 6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102
Not applicable.

ITEM 7. OMITTED INFORMATION
Not applicable.

ITEM 8. EXECUTIVE OFFICER
Contact: Zachary Kotowych, Chief Executive Officer and Director
Telephone: 1-888-614-2658 (BOLT)

ITEM 9. DATE OF REPORT
November 19, 2025

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BOLT METALS

Bolt Metals Closes First Tranche of LIFE Offering

Vancouver, British Columbia / November 19, 2025 – Bolt Metals Corp. (“Bolt” or the “Company”) (TSXV: BOLT) (OTC: PCRCF) (FSE: A3D8AK), a North American mineral acquisition and exploration company, is pleased to announce the successful closing of first tranche of previously announced non-brokered listed issuer financing exemption offering (the “LIFE Offering”), for total gross proceeds of $430,000.

The Company issued an aggregate of 2,150,000 units, at a price of $0.20 per unit (each, a “LIFE Unit”), under the LIFE Offering for total proceeds of $430,000. Each LIFE Unit issued under the LIFE Offering consisted of one (1) common share and one (1) common share purchase warrant (each, a “Warrant”), issued pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions (the “Listed Issuer Financing Exemption”). Each Warrant issued under the LIFE Offering entitles the holder to acquire one (1) common share at a price of $0.40 per share for a period of twenty-four (24) months from the date of issuance and is exercisable beginning sixty (60) days following the closing date.

The Company intends to use the net proceeds from the LIFE Offering for general working capital and corporate purposes.

In connection with the LIFE Offering, the Company paid cash finder’s fees of $19,800, respectively, to Research Capital Corporation. In addition, the Company issued 94,500 broker warrants (the “Broker Warrants”) to Research Capital Corporation as consideration for services rendered in connection with the LIFE Offering. Each Broker Warrant has the same terms as the warrant issued under the respective offering.

About Bolt Metals Corp.

Bolt Metals Corp. is a North American mineral acquisition and exploration company focused on the development of quality precious and base metal properties that are drill-ready with high-upside and expansion potential. Bolt trades on the CSE Exchange under the symbol BOLT, the OTC under the symbol PCRFC and in Germany under the WKN A3D8AK.

BOLT METALS CORP.

Zachary Kotowych, CEO and Director

For more information, please email info@boltmetals.com or visit www.boltmetals.com.

Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

Forward-looking statements:

This news release includes "forward-looking statements" under applicable Canadian securities legislation. Such forward-looking information reflects management's current beliefs and is based on a number of estimates and/or assumptions made by and information currently available to the Company that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements relate to future events or the Company's future performance and include, but are not limited to, statements with respect to: the closing of subsequent tranches of the LIFE Offering, the expected use of proceeds from the LIFE Offering, the terms and conditions of the LIFE Units,

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BOLT METALS

Warrants and Broker Warrants, and the Company's exploration and corporate plans and objectives. Readers are cautioned that such forward-looking statements are neither promises nor guarantees and are subject to known and unknown risks and uncertainties. These risks include, but are not limited to: uncertain and volatile equity and capital markets; the Company's ability to complete additional tranches of the LIFE Offering; the use of proceeds differing from management's current expectations; actual results of exploration and development activities; environmental risks; future prices of metals; operating risks; accidents; labour issues; delays in receiving required approvals and permits; changes in government regulations; and risks associated with early-stage mineral exploration.

The Company is presently an exploration stage company. Exploration is highly speculative in nature, involves many risks, requires substantial expenditures, and may not result in the discovery of mineral deposits that can be mined profitably. Furthermore, the Company currently has no reserves on any of its properties. As a result, there can be no assurance that such forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements.