Ms. Carolyn Muir reports

AURANIA TO EXTEND TERM OF PREVIOUSLY ISSUED WARRANTS

Aurania Resources Ltd. intends to extend the exercise period for a total of 1,996,653 of its unlisted common share purchase warrants, 1,586,653 of which are currently set to expire on March 28, 2025, and 410,000 on March 30, 2025, all of which are exercisable for a common share of Aurania at $1.25 per share. The company proposes to extend the warrants one year from their current expiry date to March 28, 2026, and March 30, 2026, respectively. All other terms and conditions of the warrants remain unchanged. The warrant extension is subject to acceptance by the TSX Venture Exchange.

The warrants were originally issued pursuant to a non-brokered private placement that closed in two tranches: 1,586,653 warrants were issued in the first tranche on March 28, 2022; and 410,000 warrants were issued in the second tranche on March 30, 2022. None of the warrants have been exercised. At the time of issuance, these warrants had expiry dates of March 28, 2024, and March 30, 2024, respectively, and they were extended by one year (see news release dated Jan. 29, 2024).

Dr. Keith Barron, the chief executive officer, director, promoter and a significant shareholder of the company, participated in the first tranche (subscribing through Bambazonke Holdings Ltd., a wholly owned company of Dr. Barron) and accordingly was issued 571,428 of the warrants, of which Dr. Barron currently still holds. Dr. Barron's ownership of the insider warrants renders the extension a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. However, the extension is exempt from the requirements of Part 5 of MI 61-101 pursuant to Section 5.1(k) of MI 61-101.

The extension was approved by the independent members of the board of directors of the company, being all directors other than Dr. Barron, who abstained due to his ownership of the insider warrants. No special committee was established in connection with the extension, and no materially contrary view or abstention was expressed or made by any director of the company in relation thereto.

For further details concerning the original issuance and previous extension of the warrants, please see the company's news releases dated March 28, 2022, March 30, 2022, and Jan. 29, 2024.

About Aurania Resources Ltd.

Aurania is a mineral exploration company engaged in the identification, evaluation, acquisition and exploration of mineral property interests, with a focus on precious metals and copper in South America. Its flagship asset, The Lost Cities -- Cutucu project, is located in the Jurassic metallogenic belt in the eastern foothills of the Andes mountain range of southeastern Ecuador.

Information on Aurania and technical reports are available on the company's website and SEDAR+, as well as on Facebook, X (formerly Twitter) and LinkedIn.

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