Vancouver, British Columbia — December 23, 2025 — Leads & Copy — Aero Energy Limited (TSXV: AERO) (OTC Pink: AAUGF) (FSE: UU3) has announced the closing of the first tranche of its non-brokered private placement, raising $1,265,550 through the issuance of 5,502,392 post-Consolidation common shares at $0.23 per share. The company anticipates a second and final tranche to close around December 29, 2025, aiming to secure an additional $3,734,450.
The second tranche is expected to involve the issuance of 5,367,173 common shares at $0.23 each, generating approximately $1,234,450, and 7,142,857 charity flow-through common shares at $0.35 each, yielding $2,500,000. The flow-through shares will qualify under the Income Tax Act (Canada) and The Mineral Exploration Tax Credit Regulations, 2014 (Saskatchewan).
Aero Energy plans to allocate the net proceeds from the NFT share sales to fund exploration and development of its uranium properties in Saskatchewan and Nevada, as well as for general working capital. The gross proceeds from the charity flow-through shares will be directed towards eligible Canadian exploration expenses and flow-through mining expenditures related to the company’s projects in Saskatchewan, with renouncement in favor of the subscribers by December 31, 2025.
The private placement, including the initial tranche, is contingent upon regulatory approvals, including the TSX Venture Exchange’s final approval.
In connection with the first tranche, Eventus Capital Corp. received finder’s fees of $62,796 in cash and 273,026 finder’s warrants. Each warrant allows the holder to acquire one post-Consolidation common share at $0.23 until December 23, 2027.
The NFT Shares issued under the First Tranche were issued pursuant to Part 5A.2 of National Instrument 45-106, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. Such NFT Shares are not subject to a hold period in accordance with applicable Canadian securities laws, other than those sold to an officer and director of the Company which are subject to a hold period expiring on April 24, 2026 in accordance with the policies of the Exchange. The Finder’s Warrants issued in connection with the First Tranche and the Finder’s Warrant Shares issuable upon the due exercise thereof are and will be subject to a hold period expiring on April 24, 2026.
An officer and director acquired 870,000 NFT Shares for $200,100. The company relied on exemptions from the formal valuation and minority approval requirements of sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation. The Company did not file a material change report more than 21 days before the expected closing of the First Tranche because the details of the participation therein by a related party of the Company were not settled until shortly prior to closing of the First Tranche and the parties wished to close on an expedited basis for business reasons.
Aero Energy implemented a share consolidation on a ten-to-one basis, effective December 23, 2025.
Aero Energy Limited has a portfolio of uranium assets in North America, including projects in Saskatchewan’s Athabasca Basin and Nevada’s Apex Uranium Property.
Galen McNamara, Chief Executive Officer and Chairman, can be contacted at 604-288-8046 or info@aeroenergy.ca.
Source: Aero Energy Limited