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AZT.V ·

Aztec Minerals Announces Private Placement

Financings

PO Box 10427 T: 604-685-9770

Suite 1610 – 777 Dunsmuir Street

Vancouver, British Columbia V7Y 1K4 ww.aztecminerals.com

Not for distribution to United States newswire services or for dissemination in the United States

Aztec Minerals Announces Private Placement

News Release - Vancouver, Canada – August 8, 2023 - Aztec Minerals Corp. (AZT: TSX-V, OTCQB: AZZTF)

(“Aztec” or the “Company”) announces that it intends to complete a non-brokered private placement (the

“Private Placement ”) of up to 4,444,444 units (“ Units”) at a price of CAD$0.225 per Unit for gross

proceeds of up to CAD$1,000,000. Each Unit will be comprised of one common share of the Company and

one half of one transferable common share purchase warrant (“Warrants”). Each whole Warrant will be

exercisable to purchase one common share of the Company at a price of CAD$0.30 per share for a period

of three years from the closing date of the Private Placement.

The Company intends to use the proceeds of the Private Placement to conduct exploration work on its

Cervantes porphyry gold-copper project in Sonora, Mexico, and its Tombstone epithermal gold -silver &

CRD silver-lead-zinc-copper-gold project in Arizona, USA, as well as for general working capital purposes.

The Private Placement is subject to the approval of the TSX Venture Exchange, and all securities issued

thereunder will be subject to a statutory hold period of four months and one day from the closing of the

Private Placement. Finder’s fees may be payable in connection with the Private Placement, all in

accordance with the policies of the TSX Venture Exchange and applicable securities laws.

About Aztec Minerals – Aztec is a mineral exploration company focused on two emerging discoveries in

North America. The Cervantes project is an emerging porphyry gold-copper discovery in Sonora, Mexico.

The Tombstone project is an emerging gold-silver discovery with high grade CRD silver-lead-zinc potential

in southern Arizona. Aztec’s shares trade on the TSX -V stock exchange (symbol AZT) and on the OTCQB

(symbol AZZTF).

Contact Information - For more information, please contact:

Simon Dyakowski, President & CEO, Director

Tel: (604) 619-7469

Fax: (604) 685-9744

Email: [email protected]

Website: www.aztecminerals.com

Neither TSX Venture Exchange 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.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of

any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of

the securities in the United States of America. 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 account or benefit of, U.S. Persons (as defined in Regulation S under the

1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such

registration requirements is available.

Forward-Looking Statements

This news release contains “forward‐looking information or statements” within the meaning of applicable securities

laws, which may include, without limitation , the Private Placement and use of proceeds, other statements relating

to the technical, financial and business prospects of the Company and other matters. All statements in this news

release, other than statements of historical facts, that address events or developments that the Company expects

to occur, are forward -looking statements. Although the Company believes the expectations express ed in such

forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future

performance and actual results may differ materially from those in the forward-looking statements. Such statements

and information are b ased on numerous assumptions regarding present and future business strategies and the

environment in which the Company will operate in the future, including the price of metals, the ability to achieve its

goals, the ability to secure equipment and personnel, that general business and economic conditions will not change

in a material adverse manner and that financing will be available if and when needed and on reasonable terms. Such

forward-looking information reflects the Company’s views with respect to fut ure events and is subject to risks,

uncertainties and assumptions, including those filed under the Company’s profile on SEDAR+ at sedarplus.ca. Factors

that could cause actual results to differ materially from those in forward looking statements include, b ut are not

limited to, continued availability of capital and financing and general economic, market or business conditions,

adverse weather/climate conditions, equipment failures, access to personnel and equipment, decrease in the price

of gold, copper, silver, and other metals, failure to maintain all necessary government permits, approvals and

authorizations, failure to maintain community acceptance, increase in costs, litigation, and failure of counterparties

to perform their contractual obligations. The Company does not undertake to update forward‐looking statements

or forward‐looking information, except as required by law.