Manhattan Uranium Discovery Corp. Completes Transformational Acquisitions of Urano Energy and Pegasus Resources

(TheNewswire)

Creates Premier North American Pure-Play UraniumCompany with 15 past-producing Uranium Mines on 25 U.S. Properties andStrong Athabasca Basin Exploration Upside

Vancouver, B.C. – May 7, 2026 –TheNewswire - Manhattan Uranium Discovery Corp.,formerly “Aero Energy Limited” (“Manhattan”) (TSXV: MANU, OTC:AAUGF, FSE: J5B), Urano Energy Corp. (“Urano”) (CSE: UE) (OTCQB:UECXF) and Pegasus Resources Inc. (“Pegasus”) (TSXV:PEGA)are pleased to announce the successful completion of their previously announcedbusiness combinations, pursuant to which Manhattan has acquired all of thecommon shares of each of Urano and Pegasus by way of separate courtapproved plans of arrangement (the “Urano Arrangement”and the “PegasusArrangement”, respectively, and together the“Arrangements”). The combined entity (the“CombinedCompany”) shall continue under the nameManhattan Uranium Discovery Corp. and shall trade on the TSX VentureExchange (“TSX-V”) under the ticker symbol “MANU”.

Strategic Rationale for theTransactions

• Creation of a Leading North AmericanPure-Play Uranium Platform:Consolidates 15past-producing uranium mines across 25 underexplored U.S. propertiestotaling 25,099 acres in the prolific Colorado Plateau region,complemented by high-grade exploration upside in Canada’sworld-class Athabasca Basin. 

• Elite Uranium Team: Brings together a world-class management, technical, andcapital markets team with decades of proven uranium discovery,development, and production success from senior leadership roles atEnCore Energy, NexGen Energy, Alpha Minerals, Union Carbide, andGeneral Atomics. 

• Expanded Historical Resource Base forAccelerated Growth:Consolidates a significantportfolio of historical uranium resources across multiple U.S.projects,positioning the Combined Company toaccelerate exploration and development towards production. 

• Positioned for the American NuclearRenaissance:Features a high-quality portfolio ofassets in premier U.S. jurisdictions, positioned to capitalize onsurging domestic uranium demand and the growing national focus onenergy security, with uranium now officially designated a criticalmineral by the United States Geological Survey. 

• Enhanced Capital Markets Profile andLiquidity: Significantly strengthens theCombined Company’s market visibility and peer-group standing drivinggreater investor interest, share momentum, and potential inclusion inuranium-focused indices and ETFs. 

William Sheriff, Incoming Chairman and Director ofManhattan, stated: “Bybringing together complementary teams and assets, the successfulclosing of the Urano and Pegasus acquisitions creates a significantlystronger platform with greater scale and visibility for ManhattanUranium Discovery Corp. This combination expands our collective impact— allowing us to align our technical expertise, prioritize the mostcompelling catalysts, and advance our consolidated portfolio withgreater focus and discipline as uranium becomes increasingly strategicto North American energy security."

Galen McNamara, Chief Executive Officer and Director ofManhattan, stated: “Withthe successful closing of the Urano and Pegasus acquisitions,Manhattan Uranium Discovery Corp. is now one of North America’s mostcompelling pure-play uranium platforms. Our board and management teambring decades of uranium discovery success, project advancement, andpublic-market execution. That experience is critical as uraniumre-emerges as a strategic priority for North American energy security.By consolidating 15 past-producing mines, a strong historical resourcebase, and high-grade Athabasca Basin potential, we are positioned tobuild meaningful scale, focus capital on the highest-impact catalysts,and deliver value at this pivotal time for the sector.”

Figure 1: Project Locations

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Figure 2: Colorado Plateau Project Locations

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Board of Directors of the CombinedCompany

The Combined Company's board of directors will becomprised of William Sheriff as Chairman, Galen McNamara, JohnHamrick, Grace Marosits, and Garrett Ainsworth.

Securities Issued Under theArrangements

Urano

Under the terms of the Urano Arrangement, each Uranoshareholder received 0.2 Manhattan common shares (the “Manhattan Shares”)for each common share of Urano held, representing an aggregateissuance of 40,415,959 Manhattan Shares to each of the former Uranoshareholders. Unexercised Urano warrants will now entitle the holderto acquire 0.2 Manhattan Shares for each Urano common share previouslyprovided for at an exercise price adjusted in accordance with suchexchange ratio. Unexercised Urano stock options will be exchanged forreplacement options to acquire 0.2 Manhattan Shares for each Uranocommon share previously provided for at an exercise price adjusted inaccordance with such exchange ratio. All other terms and conditions ofthe Urano warrants and Urano stock options will be the same, providedthe Manhattan replacement options will be governed by the terms ofManhattan’s stock option plan. Based on the outstanding Uranowarrants as of the effective time of the Urano Arrangement, anaggregate of approximately 1,487,315 Manhattan Shares are issuableupon the exercise of pre-existing Urano warrants.

Pegasus

Under the terms of the Pegasus Arrangement, eachPegasus shareholder received 0.133 Manhattan common shares for eachcommon share of Pegasus held, representing an aggregate issuance of5,305,584 common Manhattan Shares to each of the former Pegasusshareholders. Unexercised Pegasus warrants will now entitle the holderto acquire 0.133 Manhattan Shares for each Pegasus common sharepreviously provided for at an exercise price adjusted in accordancewith such exchange ratio. Unexercised Pegasus stock options will beexchanged for replacement options to acquire 0.133 Manhattan Sharesfor each Pegasus common share previously provided for at an exerciseprice adjusted in accordance with such exchange ratio. All other termsand conditions of the Pegasus warrants and Pegasus stock options willbe the same, provided the Manhattan replacement options will begoverned by the terms of Manhattan’s stock option plan. Based on the outstanding Pegasus warrants as of the effectivetime of the Pegasus Arrangement, an aggregate of approximately1,442,020 Manhattan Shares are issuable upon the exercise ofpre-existing Pegasus warrants.

Subscription Receipt Financing

Concurrent with the completion of the Urano Arrangementand the satisfaction of the escrow releaseconditions in connection with Manhattan’s previously announcedsubscription receipt financing (the “Subscription Receipt Financing”), the 26,249,999 subscription receipts issuedpursuant thereto automatically converted into units of Manhattan, resulting in the issuance ofan aggregate of 26,249,999 common shares ofManhattan, and warrantsentitling the holders to acquire an additional 26,249,999 common shares ofManhattan at an exerciseprice of $0.60 until March 31, 2028.

This news release does not constitute an offer to sellor a solicitation of an offer to buy any of the securities in theUnited States of America. The securities have not been and will not beregistered under the United States Securities Act of 1933 (the“1933 Act”) or any state securities laws and may not be offered orsold within the United States or to U.S. Persons (as defined in the1933 Act) unless registered under the 1933 Act and applicable statesecurities laws, or an exemption from such registration isavailable.

Additional Information for RegisteredUrano and Pegasus Shareholders

Registered shareholders of Urano and Pegasus willreceive shares of Manhattan to which they are entitled upon deliveryto Computershare Trust Company of Canada (“Computershare”) oftheir respective and/or as applicablea copy of the Direct Registration Systemadvice(s) and completed letters of transmittaltogether with other required documents. Shareholders are encouraged tocontact Computershare at 1-800-564-6253 orcorporateactions@computershare.com for further information concerningthe exchange process. The vast majority of shareholders of Urano andPegasus are non-registered shareholders. Non-registered shareholdersdo not need to deposit share certificates or letters of transmittal.In addition, holders of warrants and options of Urano or Pegasus donot need to tender their certificates representing such securities andtheir current certificates will now entitle the holder to acquireManhattan shares on the applicable terms described above.

Each of the Urano Arrangement and the PegasusArrangement was completed on an arm’s length basis. Furtherinformation about the Arrangements is set forth in the materialsprepared by Urano and Pegasus in respect of the special meetings ofthe shareholders of Urano and Pegasus which were mailed to the Uranoand Pegasus shareholders and filed under Urano and Pegasus’ profileson SEDAR+ at www.sedarplus.ca.

Urano is expected to be de-listed from the CanadianSecurities Exchange on or about May 8, 2026. Pegasus is expected to bede-listed from the TSXV on or about May 11, 2026. Manhattan alsointends to submit an application to the applicable securitiesregulators to have Urano and Pegasus cease to be reporting issuers andterminate their public reporting obligations.

Upon the closing of the Arrangements, Eventus CapitalCorp. was issued 250,000 units of Manhattan (the "Advisory Units")as partial consideration for financial advisory services provided toManhattan, respectively, in connection with the Arrangements. TheAdvisory Units were issued at a deemed price of $0.40 per unit. EachAdvisory Unit is comprised of one Manhattan Share and one Manhattanshare purchase warrant with each whole warrant exercisable to acquireone Manhattan Share at an exercise price of $0.60 for a period of 24months from issuance.

Early Warning Disclosure

Prior to the Arrangements, Manhattan held nil commonshares of Urano and Pegasus. Following the completion of theArrangements, Manhattan holds all of the issued and outstanding sharesof Urano and Pegasus. An early warning report will be filed byManhattan under Urano and Pegasus’ respective SEDAR+ profiles atwww.sedarplus.ca in accordance with applicable securities laws.A copy of the early warning report in respect of theacquisition of Urano and Pegasus may also be requested from Manhattanby mail at Suite 918, 1030 West Georgia Street, Vancouver, BritishColumbia V6E 2Y3.

Advisors and Counsel

Eventus Capital Corp. acted as exclusive financialadvisor to Manhattan.Forooghian + Company Law Corporation acted as Canadian legal advisorto Manhattan. Morton LawLLP acted as Canadian legal advisor to Urano and Pegasus.

Legal Update

Further to the news release dated March 2, 2026,Manhattan is also pleased to advise that the civil action commencedagainst Manhattan in theState of Nevada pro-se by William Matlack in connection withhistorical transactions involving certain mineral claims located inLander County, Nevada has been fully dismissed without any payment orsettlement by Manhattan.

Bridge Loans

Further to the prior news release dated March 2, 2026,the bridge loans of $1,000,000 and $80,000 to Urano and Pegasus,respectively, shall remain in place as secured intercompanyloans.

Stock Option Grant

Manhattan also announces that it has granted anaggregate of 6,200,000 incentive stock options (the "Options") tocertain directors, officers and consultants of Manhattan pursuant tothe Manhattan's stock option plan, which vest over a six monthperiod, with each Option exercisable at a price of $0.40 to acquireone common share of Manhattan until May 7, 2031.

About Manhattan

Manhattan UraniumDiscovery Corp. (TSXV: MANU, OTC Pink: AAUGF, FSE: J5B) is a newlyformed North American uranium company committed to the discovery,development, and advancement of high-quality uranium assets. Followingthe successful acquisitions of Urano Energy and Pegasus Resources,Manhattan now holds a premier portfolio of 15 past-producing uraniummines across 25 underexplored properties covering 25,099 acres in theUnited States, complemented by high-grade exploration potential inCanada’s Athabasca Basin.

Backed by an elite technical and management team withdecades of uranium discovery, project advancement, and capital marketsexperience, Manhattan is strategically positioned to capitalize on thegrowing demand for domestic uranium and the American nuclearrenaissance.

For more information about Manhattan, pleasevisit: www.manhattanuranium.com

AboutUrano

Urano is a mineral exploration company which holdsnumerous advanced conventional uranium projects hosting historicresources and mining lode claims in the Colorado Plateau, a regionwith a rich history of uranium and vanadium mining. As the need andsupport for domestic uranium and nuclear energy in the United Statesadvances, Urano is well positioned to complete the necessary work toadvance permitting for key projects.

For more information about Urano, please visit:www.uranoenergy.com.

AboutPegasus

Pegasus Resources Inc. is a Canadian uraniumexploration company focused on advancing high-potential projects inthe United States. Pegasus’ flagship asset, the Jupiter UraniumProject in Utah, is a drill-ready property positioned for resourceexpansion. With a commitment to strengthening domestic uranium supply,Pegasus is strategically developing its portfolio to capitalize on thegrowing demand for nuclear energy.

For more information about Pegasus, please visit:www.pegasusresourcesinc.com.

Neither the TSXV nor itsRegulation Services Provider (as that term is defined in the policiesof the TSXV) accepts responsibility for the adequacy or accuracy ofthis release.

THIS NEWS RELEASE IS INTENDED FORDISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TOUNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITEDSTATES.

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On behalf of the Board of Directors

Galen McNamara

CEO & Director       

+1 (604) 288-8046

Cautionary Statement RegardingForward-Looking Information

Certain information contained herein may constituteforward-looking statements and information (collectively,“forward-looking statements”) within the meaning of applicablesecurities legislation, that involve known and unknown risks,assumptions, uncertainties and other factors. Undue reliance shouldnot be placed on any forward-looking statements. Forward-lookingstatements may be identified by words like “anticipates”,“estimates”, “expects”, “indicates”, “forecast”,“intends”, “may”, “believes”, “could”, “should”,“would”, “plans”, “proposed”, “potential”, “will”,“target”, “approximate”, “continue”, “might”,“possible”, “predicts”, “projects” and similarexpressions, but the absence of these words does not mean that astatement is not forward-looking. Forward-looking statements in thispress release include but are not limited to: statements regarding the combined entity continuing under thename Manhattan Uranium Discovery Corp.; the trading of the commonshares of Manhattan on the TSX Venture Exchange under the tickersymbol “MANU”; the anticipated benefits of the Arrangements,including increased scale, visibility, liquidity and access tocapital; the Combined Company’s ability to advance its portfolio,prioritize exploration and development activities, and accelerateprogress toward potential production; expectations regarding uraniummarket conditions, including growing demand and the role of nuclearenergy in North American energy security; the receipt by registeredshareholders of Urano and Pegasus of Manhattan common shares uponsatisfaction of applicable conditions, including the delivery ofrequired documentation; the termination of any reporting obligationsand de-listing of Urano and Pegasus; the issuance of any common sharesor warrants of Manhattan,and the entitlement of holders of warrants and options of Urano andPegasus to acquire Manhattan common shares in accordance with the adjusted termsthereof.

Forward-looking information is subject to known andunknown risks, uncertainties and other factors that may cause theactual actions, events or results to be materially different fromthose expressed or implied by such forward-looking information,including but not limited to: the requirement for regulatoryapprovals; enhanced uncertainty in global financial markets as aresult of the public health crises; unquantifiable risks related togovernment actions and interventions; stock market volatility;regulatory restrictions; and other related risks anduncertainties.

Forward-looking information are based on management ofthe parties’ reasonable assumptions, estimates, expectations,analyses and opinions, which are based on such management’sexperience and perception of trends, current conditions and expecteddevelopments, and other factors that management believes are relevantand reasonable in the circumstances, but which may prove to beincorrect.

Manhattan undertakes noobligation to update forward-looking information except as required byapplicable law. Such forward-looking information representsmanagement’s best judgment based on information currentlyavailable. No forward-looking statement can beguaranteed and actual future results may vary materially. Accordingly,readers are advised not to place undue reliance on forward-lookingstatements or information.

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