Mr. Galen McNamara reports

AERO ENERGY ANNOUNCES UPSIZE TO PREVIOUSLY ANNOUNCED NON-BROKERED PRIVATE PLACEMENT AND CLOSING OF FIRST TRANCHE

Further to Aero Energy Ltd.'s press release dated Feb. 13, 2024, due to strong demand, the company has upsized its previously announced private placement of units to $5.9-million from $5-million. The company closed the first tranche of the offering for gross proceeds of $4,537,170 on March 5, 2024.

In connection with the completion of the first tranche of the offering, the company issued (i) 12,418,468 non-flow-through units of the company at a price of 15 cents per NFT unit; (ii) 8,425,144 flow-through units of the company at a price of 17.5 cents per FT unit; and (iii) 5,274,724 flow-through charity units at a price of 22.75 cents for aggregate gross proceeds of $4,537,170.

Each NFT unit consists of one non-flow-through common share of the company and one-half of one share purchase warrant. Each FT unit and charity unit consists of one share and one-half of one warrant, each of which will qualify as flow-through shares under the Income Tax Act (Canada). Each warrant entitles the holder thereof to acquire one additional common share of the company at a price of 25 cents per warrant share until March 5, 2026. The warrant shares will be issued on a non-flow-through basis.

The securities issued pursuant to the initial tranche of the offering will be restricted from trading until July 6, 2024. A total of $199,595 cash was paid and a total of 1,107,526 finder's warrants were issued to eligible arm's-length finders in connection with the closing of the first tranche. The finder's warrants were issued on the same terms as the warrants. Eventus Capital Corp. was appointed as a finder in connection with the offering.

The gross proceeds from the sale of the FT units and the charity FT units will be used by the company to incur eligible Canadian exploration expenses that qualify as flow-through critical mineral mining expenditures as such terms are defined in the Income Tax Act (Canada) related to the company's uranium projects in the Athabasca basin, Saskatchewan, on or before Dec. 31, 2025. All qualifying expenditures will be renounced in favour of the subscribers of the FT units and charity FT units effective Dec. 31, 2024. The net proceeds from the sale of the NFT units will be used for general working capital purposes.

Closing of the final tranche of the offering is anticipated to occur on or about March 8, 2024, and is subject to customary closing conditions. In connection with the offering, the company may pay finder's fees to eligible finders. All securities issued in connection with the offering will be subject to a statutory hold period of four months and a day. Additional details regarding the offering can be found in the company's news release dated Feb. 13, 2024.

About Aero Energy Ltd.

Aero Energy is a mineral exploration and development company advancing a district-scale 250,000-acre land package in the historic Uranium City district within Saskatchewan's Athabasca basin. Aero Energy is focused on uncovering high-grade uranium deposits across its flagship optioned properties -- Sun Dog, Strike, and Murmac -- in addition to its fully owned properties. With the application of modern exploration techniques, the company has identified over 50 shallow drill-ready targets and 125 kilometres of target horizon on the frontier north rim of the Athabasca basin. Aero Energy is tapping into the Athabasca basin's emerging potential for high-grade, unconformity-style mineralization.

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