Aurelius Announces Closing of Debt Financing

Vancouver, British Columbia--(Newsfile Corp. - July 20, 2026) - Aurelius Minerals Inc. (NEX: AUL.H) (the "Company" or "Aurelius") is pleased to announce that, further to its news release dated April 7, 2026, it has closed the debt financing (the "Debt Financing") by issuing an aggregate of $830,000 principal amount of secured promissory notes (the "Notes").

Debt Financing

The Notes bear interest at 7.5% per annum, with all accrued interest to be added to the principal amount of the Notes. All principal, together with the accrued and unpaid interest under the Notes, will be due and immediately payable on the one year anniversary of the Debt Financing closing, unless otherwise extended by the holders of the Notes holding greater than 66 2/3% of the principal amount of the Notes with prior approval of the TSX Venture Exchange (the "TSXV"). The Notes are subject to a hold period of four months and a day following the closing, being November 21, 2026.

The Notes are secured under a general security agreement together with a pledge of all issued and outstanding common shares of Aureus Gold Inc., a wholly-owned subsidiary of the Company.

The Debt Financing was conducted on a prospectus exempt basis to investors located in British Columbia, Newfoundland and Labrador, and Ontario, each of whom is an accredited investor, as defined in section 2.3 of National Instrument 45-106 - Prospectus Exemptions (each, an "Investor").

Three Investors met the definition of a "related party", as such term is defined in Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), as Mark Ashcroft (President, Chief Executive Officer and director), Germaine Coombs (Chief Financial Officer) and Garett MacDonald (director) each subscribed for Notes in the principal amount of $100,000 under the Debt Financing for aggregate proceeds of $300,000. As such, the Debt Financing constituted a "related party transaction" pursuant to the definition of that term in MI 61-101.

The Company relied on the exemption from the formal valuation requirement contained in section 5.5(b) of MI 61-101, since the securities of the Company are not listed on one of the specified stock markets in section 5.5(b) of MI 61-101. The Company relied on the exemption from the minority approval requirement contained in section 5.7(a) of MI 61-101, on the basis that neither the fair market value of the securities issued, nor the fair market value of the consideration for the transactions, insofar as it involves interested parties, exceeded 25% of the Company's market capitalization as determined by the independent director of the board of directors of the Company acting in good faith, with Messrs. Ashcroft and MacDonald recusing themselves from deliberations.

The closing of the Debt Financing is subject to acceptance by the NEX board of the TSXV.

Partial Revocation Order

The Debt Financing was completed pursuant to a partial revocation order of the British Columbia Securities Commission and the Ontario Securities Commission dated April 7, 2026 (the "Partial Revocation Order"), partially revoking the failure-to-file cease trade order (the "FFCTO") issued against the Company on May 8, 2023.

The Company will use the proceeds of the Debt Financing to prepare and file all documents required to bring the Company's continuous disclosure obligations up to date, pay certain outstanding related administrative expenses and professional fees, and continue operations, at which time the Company plans to apply for full revocation of the FFCTO.

All of the Company's securities, including the Notes, remain subject to the FFCTO until it is fully revoked. The granting of the Partial Revocation Order does not guarantee the issuance of a full revocation order in the future. Trading of the Company's common shares on the NEX board of the TSXV remains halted as a result of the FFCTO.

About Aurelius

Aurelius is a gold exploration company which holds the Aureus East Gold Property and the Forest Hill Gold Project located in Nova Scotia. Aurelius also holds a gold project in the Abitibi Greenstone Belt in Ontario, Canada, one of the world's most prolific mining districts; the 968-hectare Mikwam Property, in the Burntbush area on the Casa Berardi trend.

On Behalf of the Board
AURELIUS MINERALS INC.

For further information please contact:

Aurelius Minerals Inc.
Mark N.J. Ashcroft, P.Eng., President and CEO
[email protected]
Tel.: (416) 304-9095

Neither the TSX Venture Exchange - NEX nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Information

This news release contains "forward-looking information" under the provisions of applicable Canadian securities legislation, including statements regarding regulatory approval of the Debt Financing, the anticipated use of proceeds of the Debt Financing, the preparation and filing of all documents required to bring the Company's continuous disclosure obligations up to date, and Company's intention to seek a full revocation of the FFCTO. Generally, this forward-looking information can be identified by the use of terms such as "plans", "expects", "estimates", "intends", "anticipates", "believes", or variations or comparable language of such words, and phrases or statements that certain actions, events or results "may", "could", "would", "should", "might" or "will" or the negative connotation thereof.

Forward-looking information is necessarily based upon a number of factors and assumptions that, if untrue, could cause the actual results, performances, or achievements of the Company to be materially different from future results, performances, or achievements expressed or implied by such statements. Such statements and information are based on numerous assumptions regarding present and future business strategies, operating conditions, the price of gold, anticipated costs, and the Company's ability to achieve its objectives. The Company's ability to carry on its business in future as a going concern is dependent on its ability to obtain sufficient funding to prepare and file all documents required to bring the Company's continuous disclosure obligations up to date, pay certain outstanding related administrative expenses and professional fees, and continue operations, and continue operations.

The Company provides forward-looking information for the purpose of conveying information about current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. By its nature, this information is subject to known and unknown risks, uncertainties and other important factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements and the risks and uncertainties identified and reported in the Company's public filings under its SEDAR+ profile at www.sedarplus.ca. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements.

Forward-looking statements contained in this news release are made as of the date of this news release and, accordingly, are subject to change after such date. Aurelius disclaims any intention or obligation to update or revise such statements unless required by law.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933 as amended (the "1933 Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons (as defined in Regulation S under the 1933 Act) absent such registration or an applicable exemption from such registration requirements.

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