Mr. Sam Pazuki reports

AUMEGA METALS PROVIDES UPDATE ON RECENT $30 MILLION FINANCING ANNOUNCEMENT

Aumega Metals Ltd. has provided an update to the previously announced, oversubscribed financing to raise aggregate gross proceeds of approximately $30.1-million led by anchor investor Condire Investors LLC.

Despite continued demand and inbound interest to participate in this offering, the company appreciates the support and confidence in the business, however it will not be accepting any additional commitments. The company is moving forward with the financing as initially outlined in the Feb. 18, 2026, announcement with slight adjustments to the two-tranche structure as outlined in this update.

Updated offering

The update offering consists of the following securities (with the terms of the securities described below):

• Hard dollar units (HD units)
  • Up to 408,973,412 HD units at four cents per HD unit;
  • Gross proceeds: up to $16,358,936.
• Premium flow-through units (PFT units)
  • Up to 233,376,589 PFT units at 5.44 cents per PFT unit;
  • Gross proceeds: up to $12,695,686.
• Flow-through shares (FT shares)
  • Up to 22,127,660 FT shares at 4.7 cents per FT share;
  • Gross proceeds: up to $1.04-million.

Each HD unit and PFT unit consists of one common share and one common share purchase warrant. Each warrant entitles the holder to acquire one common share at a price of 5.5 cents for a period of 30 months from the closing date of tranche one (as defined below).

Use of proceeds

Net proceeds of the offering are expected to be used primarily for:

• The advancement of the company's exploration programs in Newfoundland, Canada;
• To finance expanded drill programs across Cape Ray, Cape Ray West (including Isle aux Morts Granite) and Bunker Hill;
• To support continuing target generation and early stage exploration;
• To provide working capital and general corporate purposes.

The company notes that exploration programs are subject to final budgeting, permitting, weather conditions and operational planning.

Two tranche placement structure

The offering has been structured in two tranches as follows:

Tranche one

The first tranche will be comprised of shares and warrants totalling 98,376,589 PFT units within the company's available placement capacity.

• Tranche one placement: Representing 98,376,589 shares and 98,376,589 warrants. This comprises 19,675,318 shares and 98,376,589 warrants to be issued under the company's available placement capacity under Australian Securities Exchange Listing Rule 7.1 and 78,701,271 shares to be issued under the company's available placement capacity under ASX Listing Rule 7.1A.

Closing of tranche one is expected on or about March 5, 2026 (Canada time), subject to receipt of all necessary corporate and regulatory approvals, including the approval of the TSX Venture Exchange.

Tranche two

The second tranche will be comprised of shares and warrants issued in excess of the company's available placement capacity and will therefore be subject to shareholder approval at a special shareholder meeting (EGM) expected to be held during the first week of April, 2026.

• Tranche two placement: Representing 566,101,071 shares (including 22,127,660 FT shares) and 543,973,411 warrants that have been subscribed above the placement capacity and requiring shareholder approval under ASX Listing Rule 7.1 (or ASX Listing Rule 10.11 in the case of director participation), which will be sought at a special shareholder meeting expected to be held during the first week of April, 2026.

The company expects to dispatch the EGM notice of meeting to shareholders in the near term. The expected closing date of tranche two is expected within five days of receipt of shareholder approval.

Financing details

• Premium flow-through (or charity flow-through): Up to approximately $12.7-million of PFT units priced at 5.44 cents (which is equivalent to approximately 5.62 Australian cents based on the exchange rate for converting Canadian dollars into Australian dollars of $1 (Canadian): $1.0330549 (Australian) as posted by xe.com on Feb. 12, 2026) per PFT unit, representing a 36-per-cent premium to the HD unit price of four cents. A total of approximately 233.4 million shares and 233.4 million warrants comprising the premium FT units fall into this category. Of this amount, the issue of approximately 135 million shares and 135 million warrants comprising PFT units are subject to shareholder approval.
• Traditional flow-through: Up to approximately $1-million of FT shares priced at 4.7 cents (which is equivalent to approximately 4.9 Australian cents based on the exchange rate) per FT share representing a premium of 17.5 per cent of the HD unit price. The issue of all of the FT shares (approximately 21.3 million shares) will be subject to shareholder approval.
• Hard dollars: Up to approximately $16.4-million priced at four cents (which is equivalent to approximately 4.13 Australian cents based on the exchange rate) per HD unit, priced at market to the TSX Venture Exchange close price on Feb. 11, 2026, and an 8.7-per-cent premium to the Australian Securities Exchange close price for a total of approximately 409.0 million HD units issued. The issue of all HD units (comprising approximately 409.0 million shares and approximately 409.0 million warrants) will be subject to shareholder approval.
• Insiders: Company insiders have subscribed for 1.35 million HD units and 851,064 FT shares. Director participation is subject to shareholder approval under ASX Listing Rule 10.11.

Flow-through shares

The common shares comprising the PFT units and the FT shares will be issued as flow-through shares within the meaning of Subsection 66(15) of the Income Tax Act (Canada). The warrants comprising the PFT units will not be flow-through warrants for the purposes of the tax act. The tax benefits associated with such shares are available only to the initial Canadian subscribers. The company is expected to use an amount equal to the gross proceeds from the sale of the FT shares and the gross proceeds from the sale of the shares underlying the PFT units to incur eligible Canadian exploration expenses (as defined in the tax act): (i) that will qualify as flow-through mining expenditures (as defined in the tax act) related to the company's exploration activities in Canada on or before Dec. 31, 2027. All qualifying expenditures will be renounced in favour of the Canadian applicable subscribers effective Dec. 31, 2026.

The term flow-through share is defined under Canadian tax legislation and does not represent a special class of shares under corporate law. shares issued under the offering will rank pari passu with existing common shares.

All securities issued will be subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities laws. All shares and warrants issued will be subject to a hold period of four months plus a day from the date of issuance and resale rules will apply in accordance with applicable Canadian securities laws. All securities will be issued on a private placement basis to institutional, professional and accredited investors. The company will not issue any securities using Section 5A.2 of National Instrument 45-106 -- Prospectus Exemptions and Coordinated Blanket Order 45-935 -- Exemptions From Certain Conditions of the listed issuer financing exemption (LIFE) and, accordingly, the offering document dated Feb. 12, 2026, of the company prepared in respect of the LIFE will not be used for any part of the offering and the company will not issue any shares or warrants under the LIFE document.

Additional information

In connection with the offering, the agents will be paid a cash commission equal to 6 per cent on the gross proceeds of the offering, excluding funds raised from company insiders, B2Gold and others in the president's list. There is no fee to be paid by the company in connection with B2Gold's subscription. The cash commission of the agents will be reduced to 3 per cent or less of the gross proceeds received from subscribers on the president's list.

The company will pay a finder's fee to a third party equivalent to 6 per cent of Condire's subscription amount.

Indicative timelines

An indicative timetable for the financing is set out in the attached table. The timetable remains subject to change at the company's discretion, subject to compliance with applicable laws and both the TSX-V and ASX listing rules.

This announcement has been authorised for release by the company's managing director.

About Aumega Metals Ltd.

Aumega Metals is utilizing best-in-class exploration to explore on its district-scale land package that spans 110 kilometres along the Cape Ray-Valentine shear zone, a significant underexplored geological structure in Newfoundland, Canada. This zone currently hosts Equinox Gold's Valentine gold project, a multimillion-ounce deposit which is the region's largest gold project, along with Aumega's expanding mineral resource.

The company is supported by a diverse shareholder registry of prominent global institutional investors and strategic investment from B2Gold, a significant, intermediate gold producer.

Additionally, Aumega holds a 27-kilometre stretch of the highly prospective Hermitage Flexure and has also secured an option agreement for the Blue Cove copper project in southeastern Newfoundland, which exhibits strong potential for copper and other base metals.

Aumega's Cape Ray shear zone hosts several dozen high-potential targets along with its existing defined gold mineral resource of 6.2 million tonnes grading an average of 2.25 grams per tonne gold, totalling 450,000 ounces of indicated resources and 3.4 million tonnes grading an average of 1.44 g/t gold, totalling 160,000 ounces in inferred resources.

Aumega acknowledges the financial support of the Junior Exploration Assistance Program, Department of Industry, Energy and Technology, provincial government of Newfoundland and Labrador, Canada.

Reference to previous announcements

In relation to this news release, all data used to assess targets have been previously disclosed by the company and referenced in previous JORC (Joint Ore Reserves Committee) Table 1 releases. Please see announcements dated: Jan. 15, 2026, Oct. 16, 2025, May 30 2023, May 6, 2020, and Feb. 4, 2020.

In relation to the mineral resource estimate announced on May 30 2023, the company confirms that all material assumptions and technical parameters underpinning the estimates in that announcement continue to apply and have not materially changed. The company confirms that the form and context in which the competent person's findings are presented have not been materially modified from the original market announcement.

Qualified person (NI 43-101)

The scientific and technical information in this press release was reviewed and approved by Shamus Duff, PGeo, project geologist. Mr. Duff is a qualified person as defined under National Instrument 43-101 -- Standards of Disclosure for Mineral Projects and a professional geologist registered with Professional Engineers and Geoscientists of Newfoundland and Labrador (PEGNL). Mr. Duff consents to the publication of this press release and certifies that the information provided fairly and accurately represents the scientific and technical information disclosed in it.

Technical report

Additional scientific and technical information regarding the company's mineral project is contained in the technical report titled "Technical Report on the Cape Ray Gold Project, Newfoundland, Canada," dated May 28, 2024 (with an effective date of May 26, 2024), prepared by Trevor Rabb (PGeo) and Ronald Voordouw (PGeo) of Equity Exploration Consultants Ltd., and Andrew Kelly (PEng) of Blue Coast Research.

We seek Safe Harbor.