Combined company is well-capitalized with an exceptional management team and portfolio of gold assets in the Eeyou Istchee James Bay region
For Immediate Release
Page 1 of 4
SIRIOS COMPLETES ACQUISITION OF OVI MINING CORP.
Combined company is well-capitalized with an exceptional management team
and portfolio of gold assets in the Eeyou Istchee James Bay region
Montréal, Québec – February 27, 2026 − Sirios Resources Inc. (TSXV: SOI; OTCQB: SIREF) ( "Sirios")
and OVI Mining Corp. ( "OVI") are pleased to announce th e completion of their previously announced
business combination by way of a court approved plan of arrangement under the Business Corporations
Act (British Columbia) (the "T ransaction "). Under the Transaction, Sirios acquired all of the common shares
of OVI (each, an "OVI Share") outstanding immediately prior to the effective time of the Transaction, which
resulted in OVI becoming a wholly-owned subsidiary of Sirios.
Following completion of the Transaction, each former holder of OVI Shares is entitled to receive 2.34
common shares of Sirios (each, a " Sirios Share ") in exchange for each common share of OVI held
immediately prior to the effective time of the Transaction.
Concurrent with the completion of the Transaction, Jean-Félix Lepage has been appointed Chief Executive
Officer of Sirios, replacing Sirios founder, Dominique Doucet, who will transition to Executive Chairman and
Head of Exploration. In addition, Sean Roosen and Laurence Farmer have joined the board of directors of
Sirios (the "Board"), adding deep Québec mining and capital markets expertise to the Sirios team.
Mr. Lepage has over 15 years of experience in mining and managing operations, projects, and development
activities. Prior to becoming CEO of OVI, he was Vice- President of Projects at O3 Mining Inc., where he
led the Marban Project though the study and development process. His past experience also includes
several different operational roles at Newmont Corporation, including managing the underground
operations at the Eleonore Mine. Mr. Lepage obtained his Bachelor of Mining Engineering from Université
Laval and holds a college technical degree in mineral processing from CEGEP de Thetford.
Jean-Félix Lepage, incoming CEO of Sirios, stated: "I am honoured to lead Sirios Resources as we
enter this exciting new chapter. The combination of Sirios and OVI creates a stronger, well -capitalized
company with an exceptional portfolio of gold assets in the Eeyou Istchee James Bay region. I look forward
to working with our talented team and newly strengthened board to advance our exploration and
development programs and deliver value for our shareholders."
Dominique Doucet, former CEO of Sirios, stated: "After founding and leading Sirios for many years, I
am proud to see the company take this significant step forward. This transaction brings together two
complementary teams and asset portfolios, strengthening our position in the James Bay gold camp. In my
new role as Executive Chairman and Head of Exploration, I remain deeply committed to Sirios and look
forward to focusing my efforts on advancing our exploration programs and supporting Jean- Félix and the
team in building on the foundation we have established."
Board of Directors
The Board is led by Executive Chairman Dominique Doucet, and now includes Sean Roosen and Laurence
Farmer, as well as Robert Ménard, Colinda Parent and Guy Le Bel. Luc Cloutier has resigned from the
Board. Sirios would like to express its sincere gratitude for his years of service.
Dominique Doucet, former CEO of Sirios, stated: "On behalf of the Board, I would like to recognize and
express my profound gratitude for Luc's unwavering commitment and dedication to Sirios since its founding
in 1994. Luc's contributions have left an lasting mark on Sirios, and his legacy will continue to shape our
path forward. On behalf of the entire Sirios team, we extend our heartfelt appreciation and wish him every
success in his future endeavours."
Mr. Roosen is the founder and Executive Chairman of Osisko Development Corp., and former CEO of OR
Royalties Inc. As founder, President, Chief Executive Officer, and Director of Osisko Mining Corporation,
Mr. Roosen was responsible for developing the strategic plan for the discovery, financing, and development
Page 2 of 4
of the Canadian Malartic mine. Recognized as one of the " Top 20 Most Influential Individuals in Global
Mining," in 2017, he brings unmatched industry vision and strategic leadership.
Mr. Farmer is the General Counsel and VP Strategic Development of Osisko Development Corp. and the
Chief Executive Officer of Electric Elements Mining Corp. , prior to which he was Senior Counsel of OR
Royalties Inc. Prior to joining the Osisko Group, Mr. Farmer worked in investment banking at RBC Capital
Markets in London and, before that, practiced as a corporate lawyer with Norton Rose Fulbright LLP in
London, England and Montréal, Canada, and brings strong transactional expertise and strategic insight into
global resource development.
Information for Former OVI Shareholders
To receive the Sirios Shares to which they are entitled under the Transaction, former registered
shareholders of OVI must complete, sign, date and return the letter of transmittal mailed to each OVI
shareholder prior to closing. The letter of transmittal is also available on SEDAR+ (www.sedarplus.ca) under
OVI's issuer profile. Former shareholders whose OVI Shares are registered in the name of a broker,
investment dealer, bank, trust company or other intermediary should contact that intermediary for
assistance in depositing their OVI Shares and follow its instructions.
The Transaction was unanimously approved by shareholders of OVI at a special meeting held on February
18, 2026 (the "Meeting"). Further information about the Transaction is set forth in the j oint news release of
Sirios and OVI dated December 11, 2025 and the management information circular prepared by OVI in
respect of the Meeting which was mailed to shareholders of OVI and filed on SEDAR+ (www.sedarplus.ca)
under OVI's issuer profile.
OVI has applied to cease to be a reporting issuer under applicable Canadian securities laws.
Pursuant to the Transaction, Sirios will issue an aggregate of 131,905,594 Sirios Shares. All 1,866,000
options to purchase OVI Shares outstanding immediately prior to the effective time of the Transaction,
whether or not vested, were exchanged for 4,366,440 options to acquire Sirios Shares, with an exercise
price equal to approximately $0.05641 per Sirios Share, subject to rounding on the exercise thereof in
accordance with the plan of arrangement and which expire on November 1, 2030.
OVI owns a portfolio of properties located in the James Bay region of Québec, including a 100% interest in
the Corvet Est and PLEX gold projects. Certain of OVI's properties are subject to royalties and contingent
cash payments, which have been assumed indirectly by Sirios as a result of the Transaction.
Early Warning Disclosure
Prior to the completion of the Transaction, Sirios held no OVI Shares. Following the completion of the
Transaction, Sirios holds all of the issued and outstanding OVI Shares. An early warning report will be filed
by Sirios on SEDAR+ (www.sedarplus.ca) under OVI's issuer profile in accordance with applicable
securities laws. To obtain a copy of the early warning report, please contact the CEO of Sirios 438-454-
5636 or [email protected]. Sirios's head office is located at 1400 Marie -Victorin, Bureau 210, Saint-Bruno-
de-Montarville, Québec, J3V 6B9.
Advisors and Counsel
Bennett Jones LLP acted as legal counsel to OVI in connection with the Transaction. Mills Dunlop Capital
Partners acted as financial advisor to OVI.
Stein Monast LLP acted as legal counsel to Sirios in connection with the Transaction.
About Sirios Resources Inc.
Page 3 of 4
Sirios Resources Inc. (TSX-V:SOI; OTCQB:SIREF) (www.sirios.com) is a Québec -based mineral
exploration company focused on developing its portfolio of high- potential gold properties in the Eeyou
Istchee James Bay region of Canada.
For more information, please contact:
Sirios Resources Inc.
Jean-Félix Lepage, CEO
438-454-5636
www.sirios.com
OVI Mining Corp.
Jean-Félix Lepage, CEO
438-454-5636
www.ovimining.com
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward -looking information" within the meaning of applicable Canadian
securities legislation. All statements, other than statements of historical fact, are forward-looking statements
and are based on expectations, estimates and projections as at the date of this news release. Any statement
that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance (often but not always using phrases such as "expects", or "does
not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts",
"estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions,
events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking statements.
In this news release, forward-looking statements relate to, among other things, statements regarding: the
anticipated benefits of the Transaction, including potential synergies resulting from combining Sirios and
OVI and the creation of a stronger, well -capitalized company; the enhanced portfolio of gold assets in the
Eeyou Istchee James Bay region; the expected advancement of exploration and development programs;
the ability to deliver value for shareholders; future exploration results and the potential for resource growth;
the expectations for the combined entity's board, management team and operations; the roles and
responsibilities of management, including those of Mr. Lepage, Mr. Doucet, Mr. Roosen and Mr. Farmer;
the filing of an early warning report and the ceasing of OVI's status as a reporting issuer; and any other
statements that are not historical facts.
Forward-looking statements are based on certain assumptions and analyses made by Sirios and OVI in
light of the experience and perception of historical trends, current conditions, and expected future
developments, and other factors they believe are appropriate. These forward- looking statements are not
guarantees of future results and involve risks and uncertainties that may cause actual results to differ
materially from the potential results discussed in the forward-looking statements.
Risks and uncertainties that may cause such differences include, but are not limited to: fluctuations in the
price of gold and other commodities; general economic, market and business conditions; the inherent risks
associated with mineral exploration, development and mining operations; risks relating to the integration of
Sirios and OVI and the realization of anticipated benefits from the Transaction; the volatility of the capital
markets and market conditions in general; changes in national and local government legislation, taxation,
controls and regulations; environmental risks and hazards; the speculative nature of mineral exploration;
risks associated with obtaining and maintaining necessary licences, permits and authorizations and
complying with permitting requirements; title matters; community and Indigenous relations; uncertainty in
the estimation of mineral resources; competition for, among other things, capital, undeveloped lands and
skilled personnel; risks relating to insufficient funding and the requirement for additional capital; risks
relating to climate change and extreme weather events; the reliance on key personnel; the potential for
conflicts of interest among certain officers and directors; and the other risks described in the continuous
disclosure documents of Sirios filed with the Canadian securities regulatory authorities available on
SEDAR+ at www.sedarplus.ca.
Sirios and OVI believe that the expectations reflected in forward-looking statements are reasonable, but no
assurance can be given that these expectations will prove to be correct. As such, readers should not place
Page 4 of 4
undue reliance on the forward -looking statements and information contained in this news release. These
forward-looking statements are made as of the date of this news release and, except as required under
applicable securities legislation, Sirios and OVI assume no obligation to update or revise them to reflect
new events or circumstances.
Neither the 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.