Sirios completes Capital Raise of $150,000.00
TSX-V : SOI
Not for distribution to United States newswire services or for dissemination in the United States
November 2, 2023
Sirios completes Capital Raise of $150,000.00
MONTREAL (QUEBEC) – SIRIOS RESOURCES INC. (TSX-V: SOI) (the “ Corporation”)
announces that it has closed a non-brokered private placement for aggregate gross proceeds of $150,000.00
(the “Offering”). The Offering consisted of the issuance of 800,000 common shares of the Corporation
(the “Common Shares”) at a price of 0.05$ per Common Share and of 1,375,000 Common Shares
issued as “ flow-through shares” pursuant to section 66(15) of the Income Tax Act (Canada) and
section 359.1 of the Taxation Act (Québec) (the “ Flow-Through Shares ”, collectively with
Common Shares, the “Shares”), at a price of 0.08$ per Flow-Through Share.
The gross proceeds of the Offering from the sale of the Common Shares will be mainly used by
the Corporation for general working capital and other administrative expenses, as the gross
proceeds of the Offering from the sale of the Flow-Through Shares will be mainly used to finance
the exploration work on its Cheechoo gold project.
No finder’s fees were paid in connection with this Offering. The Shares issued pursuant to this Offering
are subject to a restricted hold period of four months and one day, ending on March 3, 2024, under applicable
Canadian securities laws. The Offering remains subject to the final approval of the TSX Venture Exchange.
Under the Offering, insiders of the Corporation collectively subscribed for a total of 537,500 Shares for a
total consideration of $31,000.00, 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 TSX Venture Exchange Policy 5.9 – Protection of Minority
Security Holders in Special Transactions. 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 insiders 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.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities
in the United States. The securities have not been and will not be registered under the United States
Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be
offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act
and applicable state securities laws or an exemption from such registration is available.
About Sirios Resources Inc.
Pioneer in the discovery of significant gold deposits in the Eeyou Istchee James Bay region of Québec,
Canada. Sirios Resources Inc. focuses its work mainly on its Cheechoo gold discovery, while actively
exploring the high auriferous potential of its other properties.
Visit our website at www.sirios.com or contact:
Dominique Doucet, President and Chief Executive Officer, Eng.
514-918-2867
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.
Forward-Looking Statements
All statements, other than statements of historical fact, contained in this press release including, but not
limited to, those relating to the intended use of proceeds of the Offering, the final approval of the TSX
Venture Exchange in connection with the Offering and, generally, the above “About Sirios Resources Inc.”
paragraph which essentially describes the Corporation’s outlook, constitute “forward-looking
information” or “forward-looking statements” within the meaning of applicable securities laws, and are
based on expectations, estimates and projections as of the time of this press release. Forward-looking
statements are necessarily based upon a number of estimates and assumptions that, while considered
reasonable by the Corporation as of the time of such statements, are inherently subject to significant
business, economic and competitive uncertainties and contingencies. These estimates and assumptions may
prove to be incorrect. Many of these uncertainties and contingencies can directly or indirectly affect, and
could cause, actual results to differ materially from those expressed or implied in any forward-looking
statements and future events, could differ materially from those anticipated in such statements. A description
of assumptions used to develop such forward-looking information and a description of risk factors that may
cause actual results to differ materially from forward-looking information can be found in the Corporation’s
disclosure documents on the SEDAR+ website at www.sedarplus.ca.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and
specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not
be achieved or that assumptions do not reflect future experience. Forward-looking statements are provided
for the purpose of providing information about management’s endeavors to develop the Cheechoo, Aquilon
and Maskwa projects and, more generally, its expectations and plans relating to the future. Readers are
cautioned not to place undue reliance on these forward-looking statements as a number of important risk
factors and future events could cause the actual outcomes to differ materially from the beliefs, plans,
objectives, expectations, anticipations, estimates, assumptions and intentions expressed in such forward-
looking statements. All of the forward-looking statements made in this press release are qualified by these
cautionary statements and those made in our other filings with the securities regulators of Canada. The
Corporation disclaims any intention or obligation to update or revise any forward-looking statements or to
explain any material difference between subsequent actual events and such forward-looking statements,
except to the extent required by applicable law.