Aston Bay Announces Board Changes

TORONTO, January 26, 2024 - Aston Bay Holdings Ltd. (TSXV:BAY)(OTCQB:ATBHF) ("Aston Bay" or the "Company") is pleased to announce the appointment of Jeff Wilson, Gary O'Connor and Mark Pryor to the Board of Directors with immediate effect.

Mike Dufresne has resigned from the Board of the Company effective January 25^th but will remain as Qualified Person for the Storm Project for Aston Bay. Ian MacPherson, a director since the Company's inception in 2012, has also resigned from the Board and will transition to an advisory role for the Company.

"Jessie Liu-Ernsting and I enthusiastically welcome Jeff, Gary and Mark to our Board," stated Thomas Ullrich, CEO of Aston Bay. "These talented individuals bring broad experience from across the industry, encompassing resource expansion, mine development, mergers and acquisitions, and mining finance. The Board now has significant depth in these areas, as well as expanded relationships and contacts within the exploration and investment communities."

"As a cofounder of Aston Bay, Mike has been instrumental in advancing the Storm Project and I am very pleased that he will continue as QP. I thank Ian for his guidance and wish him the best in his other endeavours."

Jeffrey R. Wilson has over 25 years experience in the mining industry, having served as a director, officer and advisor of multiple public and private companies in the mineral exploration and mining investment industries. Mr. Wilson is currently President & CEO of Precipitate Gold Corp. Mr. Wilson began his career in the early 1990's a Corporate Communications Manager and eventual Director of Welcome Opportunities Ltd. (which was bought out by Endeavour Mining Capital in 2002) and Aquiline Resources Ltd. (which was bought out by Pan American Silver in 2009). In 2005, Mr. Wilson was involved in the formation of Silver Quest Resources Ltd., which was bought out in 2012 by New Gold Inc. Mr. Wilson brings a wealth of contacts throughout the investment community including institutional investors, retail brokers, investment bankers, mining analysts and private investors.

Gary O'Connor has over 40 years of diverse experience as a mineral exploration and development professional in the management of successful resource projects as well as the evaluation, technical due diligence, and supervision of large mineral exploration and development projects throughout various geologic settings and regions covering a variety of metals and minerals. Mr. O'Connor was recently CEO and President of Moneta Gold Inc. Previously he worked as Vice-President of Dundee Resources for 10 years, responsible for the technical due diligence of resource projects for investment purposes for the corporation and managed funds. In previous roles he worked as the Vice-President, Exploration of Gabriel Resources and European Goldfields in Romania, and as District Exploration Manager for Freeport-McMoRan Copper & Gold in Indonesia. While with Freeport Mr. O'Connor worked on the due diligence and discovery of a major gold fraud on the Busang gold "deposit" in Kalimantan by Bre-X. Mr. O'Connor graduated from the University of Auckland in 1982 with a degree in geology, geophysics and environmental studies, and is a Fellow of the Australasian Institute of Mining and Metallurgy, and a Fellow of the Society of Economic Geology.

Mark J. Pryor is a geologist with a 40-year track record of successfully advancing multiple precious metal, copper, coal, REE and Li projects from discovery through to exploitation. He is currently Executive Vice President of the Exploration Division at The Electrum Group, based in Denver. Mr. Pryor has worked for majors (Anglo American, Placer Dome, Antofagasta) as well as various private and public companies in the Americas, Africa, FSU and Asia. He is the former CEO of Montero Mining & Exploration, COO of Edenville Energy and has held various senior and VP Exploration positions with companies such as Laurentian, Candente, Monarch Resources, Viceroy, Minefinders, Renholm and Amlib/Avesoro. Mark has headed multi-disciplinary teams in the discoveries of the following projects that have been mined, in operation and or at feasibility including: Svengali (Au - Anglo American/Cluff Minerals), Rodeo (Au - Monarch/Golden Minerals Corp.), San Sebastian (Ag/Au - Monarch/Hecla Mining Corp.), San Agustin (Au - Monarch/Argonaut Gold Inc.), El Compas (Ag - Monarch/Endeavour Silver), San Julian (Au/Ag - Monarch/Fresnillo plc.), La Pitarilla (Ag/Au - Monarch/Endeavour Silver), Canaima (Au - Monarch Resources/Hecla Mining.), Bochinche (Au - Monarch Resources), Kokoya (Au - Avesoro), Mkomolo/Namwele (Coal - Edenville Energy) and the Celaya Project (Ag/Au - Electrum). Mr. Pryor graduated from Aberdeen University in 1981 with a degree in Geology & Mineralogy and is a Fellow of the Geological Society, Fellow of the Society of Economic Geologists, a member of the Institute of Directors and QP under the South African Council for Natural Scientific Professions.

Stock Option Grant

The Company also announces it has granted incentive stock options to certain of its directors, officers, and consultants to purchase up to an aggregate of 16,225,000 common shares of the Company (the "Options"). The Options are exercisable for a period of seven years, at a price of $0.115, being the closing price of the Aston Bay common shares on the TSX Venture Exchange on January 24th, the last trading day prior to the date of the grant. All Options were granted in accordance with the Company's stock option plan.

About Aston Bay Holdings

Aston Bay is a publicly traded mineral exploration company exploring for high-grade copper and gold deposits in Virginia, USA, and Nunavut, Canada. The Company is led by CEO Thomas Ullrich with exploration in Virginia directed by the Company's advisor, Don Taylor, the 2018 Thayer Lindsley Award winner for his discovery of the Taylor Pb-Zn-Ag Deposit in Arizona. The Company is currently exploring the high-grade Buckingham Gold Vein in central Virginia and is in advanced stages of negotiation on other lands with high-grade copper potential in the area.

The Company and its joint venture partners, American West Metals Limited and its wholly-owned subsidiary, Tornado Metals Ltd. (collectively, "American West") have agreed to form a 20/80 unincorporated joint venture and enter into a joint venture agreement in respect of the Storm Project property, which hosts the Storm Copper Project and the Seal Zinc Deposit. Under such agreement, Aston Bay shall have a free carried interest until American West has made a decision to mine upon completion of a bankable feasibility study, meaning American West will be solely responsible for funding the joint venture until such decision is made. After such decision is made, Aston Bay will be diluted in the event it does not elect to contribute its proportionate share and its interest in the Storm Project property will be converted into a 2% net smelter returns royalty if its interest is diluted to below 10%.

FORWARD-LOOKING STATEMENTS

Statements made in this news release, including those regarding entering into the joint venture and each party's interest in the Project pursuant to the agreement in respect of the joint venture, management objectives, forecasts, estimates, expectations, or predictions of the future may constitute "forward-looking statement", which can be identified by the use of conditional or future tenses or by the use of such verbs as "believe", "expect", "may", "will", "should", "estimate", "anticipate", "project", "plan", and words of similar import, including variations thereof and negative forms. This press release contains forward-looking statements that reflect, as of the date of this press release, Aston Bay's expectations, estimates and projections about its operations, the mining industry and the economic environment in which it operates. Statements in this press release that are not supported by historical fact are forward-looking statements, meaning they involve risk, uncertainty and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Although Aston Bay believes that the assumptions inherent in the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which apply only at the time of writing of this press release. Aston Bay disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by securities legislation.

For more information contact:

Thomas Ullrich, Chief Executive Officer
thomas.ullrich@astonbayholdings.com
(416) 456-3516

SOURCE: Aston Bay Holdings Ltd.