Mr. Galen McNamara reports

AERO ENERGY ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT

Aero Energy Ltd., further to its news release dated Oct. 16, 2024, has closed its previously announced non-brokered private placement. The company issued an aggregate of 24,004,070 units for total gross proceeds of $2,034,218.85.

In connection with the completion of the offering, the company issued: (i) 8,964,998 non-flow-through (NFT) units of the company at a price of seven cents per NFT unit; (ii) 7,637,500 flow-through (FT) units of the company at a price of eight cents per FT unit; and (iii) 7,401,572 charity flow-through (CFT) units, for aggregate gross proceeds of $2,034,218.85.

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 CFT unit consists of one share, which will qualify as a flow-through share under the Income Tax Act (Canada), and one-half of one warrant. Each warrant entitles the holder thereof to acquire one additional common share of the company at a price of 11 cents per warrant share until Nov. 14, 2026. The warrant shares will be issued on a non-flow-through basis.

All securities issued in connection with the offering are subject to a statutory hold period of four months and a day. A total of $99,779 cash was paid and a total of 887,360 finders' warrants were issued to eligible arm's-length finders in connection with the closing of the offering. The finders' warrants were issued on the same terms as the warrants.

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 defined in the Income Tax Act (Canada), related to the company's uranium projects in the Athabasca basin in 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.

The offering is subject to final approval of the TSX Venture Exchange. Additional details regarding the offering can be found in the company's news release dated Oct. 16, 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 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. Aero Energy is led by an award winning technical team for the discoveries along the prolific Patterson corridor, including the Gryphon, Arrow and Triple-R deposits. With significant investment and 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 basin's emerging potential for high-grade, unconformity-style mineralization.

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