AW1 General Chat, page-3507

TORONTO, ON / ACCESSWIRE / June 20, 2024 / Aston Bay Holdings Ltd. (TSX-V:BAY)(OTCQB:ATBHF) ("Aston Bay" or the "Company") is pleased to announce that it has closed a final tranche of the Company's non-brokered private placement, previously announced on April 24, 2024 (the "Offering"). Pursuant to the final tranche of the Offering, the Company has issued 230,000 non-flow through units (each a "Unit") at a price of $0.12 per Unit (the "LIFE Offering") and 3,900,000 flow through shares (each an "FT Share") at a price of $0.15 per FT Share, for aggregate gross proceeds of $612,600. The closing is subject to final acceptance of the TSX Venture Exchange.

Proceeds from the final tranche are in addition to the previously reported closing of the first tranche of the Offering for proceeds of $1,380,000, as disclosed May 9, 2024, and the second tranche proceeds of $2,137,860, as disclosed June 6, 2024. The final proceeds from the Offering total $4,130,460.

Thomas Ullrich, CEO and Director, participated by purchasing 500,000 FT Shares in the final tranche of the Offering, which resulted in related party considerations pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the transaction insofar as the transaction involved interested parties did not exceed 25% of the Company's market capitalization.