Aero Energy Announces Definitive Agreement to Sell Chilean Gold Projects

Executive Summary

• Aero Energy entered into a definitive agreement to sell 100% of RIO Explorations SpA (holding the Dorado and Cordillera gold projects in Chile) to Batik Resources Ltd. for total consideration of $3,600,000 (cash plus Batik common shares).
• The transaction includes a cash payment of $700,000 at closing (subject to recoverable Chilean withholding taxes) and $2.9 M of Batik common shares to be issued upon Batik’s public listing.
• Aero announced an upcoming 1‑for‑10 share consolidation pending exchange approval and disclosed issuance of 295,750 finder warrants exercisable at $0.11 until 2026‑11‑14.

Key Details

• Transaction Structure: Sale of all RIO Shares (100% ownership) to Batik Resources Ltd.
• Total Consideration: $3,600,000
• Cash Component: $700,000 payable at closing (≈ December 17 2025), less Chilean withholding taxes (expected recoverable).
• Equity Component: $2,900,000 in Batik common shares to be issued when Batik completes a public listing on a recognized exchange.
• Public Listing Condition: Batik must complete its listing by October 31 2026; failure triggers Aero’s right to require Batik to return the RIO Shares at no cost.
• Share Consolidation: Planned 1‑post‑consolidation share for every 10 pre‑consolidation shares (10‑for‑1 reverse split). Subject to TSX Venture Exchange approval; details to be released later.
• Finder Warrants Issued: 295,750 warrants granted to an eligible arm’s‑length finder under the November 14 2024 private placement; exercise price $0.11 per warrant, exercisable until November 14 2026.
• Projects Affected: Dorado and Cordillera gold projects in Chile’s Atacama Region (held by RIO Explorations SpA).

Notable Quotes

• “Galen McNamara, Interim Chief Executive Officer, stated that the transaction aligns with Aero’s strategic focus on its uranium portfolio while unlocking value from non‑core assets.” (paraphrased from release)