Aero Energy Announces Closing of Charity Flow-Through Private Placement

Executive Summary

• Aero Energy Limited closed its previously announced non‑brokered private placement of 1,694,916 charity flow‑through (CFT) units at $0.59 per unit, generating gross proceeds of $1,000,000.
• Each CFT unit consists of one flow‑through common share and one warrant exercisable at $0.60 per share until March 27 2028.
• The company also announced that its larger non‑brokered private placement of up to 26,250,000 subscription receipts ($0.40 each, up to $10.5 M) is expected to close around March 31 2026, subject to regulatory approvals (including TSXV).

Key Details

• CFT Unit Offering:
• Units sold: 1,694,916 CFT units
• Price per unit: $0.59
• Gross proceeds: $1,000,000

• Composition of each unit: one flow‑through common share + one warrant (exercisable at $0.60 per share until 27 Mar 2028)

• Use of Proceeds – CFT Units:

• To fund eligible Canadian exploration expenses that qualify as “flow‑through critical mineral mining expenditures” and Saskatchewan Mineral Exploration Tax Credit‑eligible expenditures.

• Expenditures to be incurred on or before 31 Dec 2027 and renounced to subscribers by 31 Dec 2026.

• Subscription Receipt Offering (pending):

• Maximum units: up to 26,250,000 subscription receipts
• Price per receipt: $0.40
• Potential gross proceeds: up to $10,500,000

• Expected closing: on or about 31 Mar 2026, subject to regulatory and TSXV approvals.

• Warrant Terms:

• Exercise price: $0.60 per common share

• Expiration date: 27 Mar 2028

• Regulatory/Legal Notices:

• Offering not registered in the United States; U.S. persons may only participate if an exemption or registration is obtained.
• Closing of Subscription Receipt Offering contingent on receipt of all required approvals, including TSXV.

Notable Quotes

“Galen McNamara, Chief Executive Officer and Chairman” – signatory on behalf of the Board of Directors. (No direct quote provided in the release.)