Mr. Stephen Barley reports

AFRICAN ENERGY METALS AMENDS PRIVATE PLACEMENT AND PROVIDES AN UPDATE

African Energy Metals Inc. has amended the terms of its previously announced private placement and provides an update on various matters announced in the company's news release dated Jan. 21, 2025, relating to the acquisition of a 100-per-cent interest in the advanced-stage Ninobamba silver-gold project in Peru.

Stephen Barley, executive chairman of African Energy Metals, states: "We are pleased to advise of our progress on the acquisition of the Ninobamba project, and the appointment of Michael Townsend and Jeffrey J. Reeder, PGeo, as advisers to the company. Michael's 30 years of capital markets experience and Jeffrey's 25 years of operating experience in Peru will be invaluable to our success on the Ninobamba project."

Mr. Townsend has extensive experience in corporate finance spanning over 30 years. Mr. Townsend is one of the founding partners of Altus Capital Partners, a boutique investment bank based in Vancouver, B.C., Canada. Altus has been involved in raising over $180-million in equity financings over the past five years.

Mr. Reeder has a BSc (honours) in geology from the University of Alberta, and since 1992, has been registered as a professional geologist with the Association of Professional Engineers and Geoscientists of British Columbia. With over 25 years of experience in Peru and fluent in Spanish, Mr. Reeder is responsible for identifying and acquiring both the Aguila copper-moly project being developed by Mexican mining company Industrias Penoles and the Pinaya copper-gold project currently being explored by Kaizen Discovery. He is currently the president and chief executive officer for Peruvian Metals, operating a successful and expanding toll milling plant in northern Peru, while developing mines in proximity capable of increasing supply to this mineral processing facility. Mr. Reeder was an adviser on the Ninobamba project for Rio Silver, and has an in-depth knowledge of the project and successful operations in Peru.

Name change

Concurrent with the closing of the acquisition of the project, African Energy Metals intends to change its name to Magma Silver Corp. and its trading symbol to MAGA to better reflect the new focus of the company. A further announcement will be made regarding the name change. There will be no share consolidation with the name change.

National Instrument 43-101 technical report

African Energy Metals has commissioned an independent technical report on the Ninobamba project prepared in accordance with NI 43-101, Standards of Disclosure for Mineral Projects. A copy of the final report will be filed on SEDAR+ after a review has been completed by the TSX Venture Exchange and the NEX.

Amended concurrent part-and-parcel private placement terms

The company previously announced its intention to complete a non-brokered concurrent part-and-parcel private placement of up to 10 million units of its securities at a price of 10 cents per unit for aggregate proceeds of $1-million. Each unit will consist of one common share of the company and one-half of one common share purchase warrant. The original terms of the warrant have been amended to entitle the holder thereof to acquire one additional common share in the capital of the company at a price of 20 cents per warrant share at any time prior to 5 p.m. Vancouver time on the date that is 24 months following the closing date, rather than the 12 months originally announced. The warrants may be subject to accelerated exercise provisions.

Regulatory approvals

The company has made applications to the TSX-V and the NEX to approve the acquisition of the Ninobamba project; financing; the name change; the draft NI 43-101 technical report; and the concurrent reactivation of the company to the TSX-V Tier 2. Closing of all these matters is subject to receipt of all necessary corporate and regulatory approvals, including approvals of the TSX-V and the NEX.

About African Energy Metals Inc.

African Energy Metals is a natural resource company with a focus on the acquisition, exploration, development and operation of precious metal mining exploration projects. The company's primary focus will be on exploring and developing the advanced Ninobamba silver-gold project in the mining supportive country of Peru.

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