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AERO ENERGY, URANO ENERGY AND PEGASUS RESOURCES ANNOUNCE CLOSING OF $10.5 MILLION SUBSCRIPTION RECEIPT PRIVATE PLACEMENT

Three-Way Uranium Merger Closes on $10.5M War Chest, Escrow Clock Starts Ticking

By The Northwire Desk — AI Analysis Mar 31, 2026 · 21:04 CTOC · 0.12 C2C Metals Corp.

Executive Summary

Aero Energy, Urano Energy, and Pegasus Resources closed a non-brokered private placement of 26,249,999 subscription receipts at $0.40 each, raising $10.5 million in gross proceeds.
The financing directly funds the court-approved plan of arrangement combining the three entities into Manhattan Uranium Discovery Corp. (MANU).
Each subscription receipt converts into one Aero unit (one common share plus one warrant exercisable at $0.60 until March 31, 2028).
Proceeds are allocated to advancing the North American uranium portfolio, repaying Aero's $1 million secured bridge loan to Urano, covering transaction costs, and funding general working capital.
Funds are held in escrow and must satisfy release conditions within 90 days of closing. Failure to meet conditions triggers automatic cancellation and full refund to investors plus accrued interest.
Finder's fees of $415,498 were paid in cash, alongside 1,038,745 finder's warrants exercisable at $0.40 until March 31, 2028.

Material Impact

The closing represents a follow-up to the March 2, 2026 announcement, which initially targeted up to $6 million in combined subscription receipt and flow-through offerings. The $10.5 million close indicates a substantial oversubscription, providing a stronger-than-expected capital base for the newly formed entity.
The capital injection materially de-risks near-term corporate execution by funding the merger, clearing the $1 million bridge liability, and establishing a working runway for initial exploration campaigns.
However, the 90-day escrow contingency introduces a hard binary risk. If regulatory approvals, shareholder consents, or other closing conditions are delayed beyond the deadline, the capital is refunded, potentially collapsing the merger timeline and forcing the companies to restart fundraising in a potentially less favorable market.
The warrant structure creates significant future dilution. With over 27 million warrants outstanding at $0.40 and $0.60 strikes, any price appreciation above $0.60 will trigger heavy share issuance, capping near-term upside unless offset by substantial resource growth or uranium price tailwinds.

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Company Overview

Manhattan Uranium Discovery Corp. will operate as a consolidated North American uranium explorer and developer following the three-way merger.
The combined portfolio spans 15 past-producing uranium mines across 25,000+ acres in the United States, alongside high-grade Athabasca Basin assets.
Flagship focus centers on the Green River Project in Utah's San Rafael River District, which holds historical estimates of 1.4 million pounds U3O8 (inferred) and 247,711 pounds U3O8 (indicated). The project is permitted for small-scale underground mining and surface disturbance.
Additional near-term targets include the I-70, Energy Sands, and Jupiter projects, which feature historic underground workings, surface drilling, and high-grade intercepts (>1% U3O8 within 20 feet of surface).
Management comprises veterans from EnCore, Union Carbide, General Atomics, NexGen, and Alpha Minerals, providing operational credibility but no guarantee of execution success.

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