Sirios Announces Closing of the First Tranche of a Private Placement of $269,250

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MONTREAL, March 27, 2024 (GLOBE NEWSWIRE) -- SIRIOS RESOURCES INC. (TSX-V: SOI) (the “Corporation”) is pleased to announce that it has closed the first tranche of a non-brokered private placement, for aggregate gross proceeds of $269,250 (the “Offering”). A total of 4,142,306 common shares of the share capital of the Corporation (the “Shares”), at a price of $0.065 per Share, were issued. The Share are “flow-through shares” pursuant to section 66(15) of the Income Tax Act (Canada) and section 359.1 of the Taxation Act (Québec).

The gross proceeds of the Offering will be mainly used to finance the exploration work on its Cheechoo gold project.

In connection with the Offering, finder’ fees totaling $12,000 will be paid to a non-arm’s length finder, Mine Equities Ltd., through the issuance of 184,615 Shares at a price of 0$.065 per Share. The Shares issued pursuant to this Offering are subject to a restricted hold period of four months and one day, ending on July 28, 2024, under applicable Canadian laws. The Offering and issuance of Shares as finder’ fees remain subject to the final approval of the the TSX Venture Exchange (the “Exchange”).

Under the Offering, an insider of the Corporation subscribed for a total of 200,000 Shares for a total consideration of $13,000, which constitutes a “related party transaction” within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”) and the Exchange Policy 5.9. However, the directors of the Corporation who voted in favour of the Offering have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the Shares issued to the insider nor the fair market value of the consideration paid exceeded 25% of the Corporation’s market capitalization. None of the Corporation’s directors have expressed any contrary views or disagreements with respect to the foregoing. A material change report in respect of this related party transaction will be filed by the Corporation but could not be filed earlier than 21 days prior to the closing of the Offering due to the fact that the terms of the participation of each of the non-related parties and the related parties in the Offering were not confirmed.