Aston BAY Holdings Closes First Tranche of Non-Brokered Private Placement

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FOR IMMEDIATE RELEASE TSX-V: BAY

ASTON BAY HOLDINGS CLOSES FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT

December 20, 2019 - Aston Bay Holdings Ltd. (TSX -V:BAY; OTCQB:ATBHF) (“Aston Bay” or the

“Company”) is pleased to announce that it has today closed a first tranche of the Company’s non-

brokered private placement, previously announced on November 14, 2019 (the “Offering”).

Pursuant to this first tranche of the Offering, the Company has issued 6,689,640 units (each a

“Unit”) at a price of $0. 06 per Unit, for aggregate gross procee ds of $ 401,378. The closing is

subject to final acceptance of the TSX Venture Exchange.

Units continue to be available as part of the Offering, in which the Company may raise up to an

additional $600,622. The Company expects to close a second tranche of the Offering in the near

future. Each Unit consists of one common share of the Company and one full warrant (a

“Warrant”). Each Warrant will entitle the holder thereof to acquire an additional common share

of the Company at an exercise price of $0. 12 per Warrant for a period of 24 months from the

date of issuance.

In connection with the closing of the first tranche of the Offering, Aston Bay has paid aggregate

cash finder’s fees of $5,641 to three arm’s length finders, representing 6% of the proceeds raised

from subscriptions by certain placees introduced by the finders. The Company has issued to the

finders share purchase warrants (the “Finder’s Warrants”) entitling the purchase of an aggregate

94,020 common shares, on the same terms as the Warrants.

All shares acquired by the placees under the first tranche of the Offering, and shares which may

be acquired upon the exercise of the Warrants and the Finder’s Warrants, are subject to a hold

period until April 21, 20 20, in accordance with applic able Canadian securities legislation.

Warrants and Finder’s Warrants issued in the first tranche of the Offering are exercisable at $0.12

to purchase one common share of the Company until December 20, 2021.

Proceeds of this Offering will be used for explo ration activities at the Company’s Virginia gold

properties and for general corporate purposes.

Two insiders of the Company participated in this first tranche of the Offering, which resulted in

related party considerations pursuant to TSX Venture Exchange Policy 5.9 and Multilateral

Instrument 61 -101 – Protection of Minority Security Holders in Special Transactions (“MI 61 -

101”). The Company relied on Section 5.5(a) of MI 61 -101 for an exemption from the formal

valuation requirement and Section 5.7 (1)(a) of MI 61 -101 for an exemption from the minority

shareholder approval requirement of MI 61 -101 as the fair market value of the transaction

insofar as the transaction involved interested parties did not exceed 25% of the Company’s

market capitalization.

About Aston Bay Holdings

Aston Bay is a publicly traded mineral exploration company exploring for gold and base metal

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 has also acquired the exclusive rights to an integrated dataset over certain

prospective private lands at the Blue Ridge Project and has signed agreements with timber and

land companies which grants the company the option to lease the mineral rights to 11,065 acres

of land located in central Virginia. These lands are located within a gold -copper-lead-zinc

mineralized belt prospective for Carolina slate belt gold deposits, as well as sedimentary VMS,

exhalative (SEDEX) and Broken Hill (BHT) type base metal deposits. Don Taylor, who led the

predecessor company to Blue Ridge and assembled the dataset, has joined the Company’s

Advisory Board and will be directing the Company’s exploration activities for the Blue Ridge

Project. The Company is actively exploring the Buckingham Gold Project in Virginia and is in

advanced stages of negotiation on other lands in the area.

The Company is also 100% owner of the Aston Bay Property located on western Somerset Island,

Nunavut, which neighbours Teck’s profitable, past-producing Polaris (Pb-Zn) Mine just 200km to

the north. The Aston Bay Property hosts the Storm Copper Project and the Seal Zinc Deposit with

drill-confirmed presence of sediment-hosted copper and zinc mineralization.

The Company’s public disclosure documents are available on www.sedar.com.

FORWARD-LOOKING STATEMENTS

Statements made in this press release, including those regarding the closing and the use of

proceeds of the private placement, 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 ne gative 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 pres s 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.

We seek safe harbour.

Neither TSX Venture Exchange nor its regulation services provider (as that term is defined in

policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this

news release.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CAN ADIAN LAWS, IS NOT FOR DISTRIBUTION

TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT

CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE

SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIE S HAVE NOT BEEN,

AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS

AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE

UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

FOR ADDITIONAL INFORMATION CONTACT:

Thomas Ullrich, Chief Executive Officer

Telephone: (416) 456-3516