SIRIOS RESOURCES INC. (TSX-V: SOI) announces that it has closed, effective April 30, 2024, a non-brokered private placement for a gross proceeds of $1,310,755. The Offering consisted of the issuance of 21,845,915 units of the Corporation at a price of $0.06 per Unit. Each Unit consists of one common share of the capital of the Corporation and one Common Share purchase warrant. Each Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $0.12 per Common Share for a period of twenty-four months from the date of issuance. The net proceeds from the sale of the Units will be mainly used by the Corporation to advance its Cheechoo gold project, as well as for general and corporate working capital purposes.

No finder’s fees were paid under the Offering. The Common Shares and the Warrants issued pursuant to this Offering are subject to a restricted hold period of four months and one day, ending on August 31, 2024, under applicable Canadian securities laws. The Offering remains subject to the final approval of the TSX Venture Exchange (the “TSXV“).

Under the Offering, insiders of the Corporation have subscribed for a total of 1,142,000 Units for a total consideration of $68,520, which constitutes a “related party transaction” within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions and TSXV 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 Units issued to insiders, nor the fair market value of the consideration paid exceeded 25% of the Corporation’s market capitalization. None of the Corporation’ 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 new 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

Sirios Resources is a mining exploration company based in Quebec, focused on developing its portfolio of high-potential gold properties in the Eeyou Istchee James Bay, Canada.