MONTRÉAL, March 02, 2026 (GLOBE NEWSWIRE) -- Sirios Resources Inc. (TSXV:SOI, OTCQB:SIREF) (the "Company") is pleased to announce that it has entered into an agreement with National Bank Capital Markets, as co-bookrunner and co-lead agent with MDCP Securities Ltd. (together, the "Agents"), in connection with a "best efforts" private placement offering under the LIFE Exemption (as defined herein) of: (i) up to 40,740,740 flow-through units of the Company (each, a "FT Unit") at a price of $0.27 per FT Unit for gross proceeds of up to approximately $11,000,000 (the "FT Offering"), and (ii) up to 45,000,000 units of the Company (each, an "HD Unit" and together with the FT Units, the "Units") at a price of $0.20 per HD Unit for gross proceeds of up to $9,000,000 (together with the FT Offering, the "Offering").
The Agents have also been granted an option, exercisable in full or in part up to 48 hours prior to the Closing Date (as defined herein), to sell up to an additional 25,000,000 HD Units on the same terms for additional gross proceeds of up to $5,000,000. The Offering will be completed pursuant to the terms of an agency agreement to be entered into among the Company and the Agents.
Each FT Unit will consist of one common share of the Company (each, a "FT Share") and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, a "FT Warrant"). The FT Shares and FT Warrants comprising the FT Units will each qualify as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the "ITA").
Each HD Unit will consist of one common share of the Company and one-half of one common share purchase warrant of the Company (together with the FT Warrants, the "Warrants").
Each Warrant shall entitle the holder thereof to purchase one non-flow-through common share of the Company (each, a "Warrant Share") at a price of $0.30 per Warrant Share at any time on or before that date which is 12 months after the Closing Date.
Commencing on the date which is two months following the Closing Date, in the event that the closing price of the common shares of the Company on the TSX Venture Exchange (the "Exchange") (or such other Canadian stock exchange on which the common shares of the Company are then listed) for 20 consecutive trading days exceeds $0.30, the Company may, within five business days of the occurrence of such event, deliver a notice (including by way of a news release) to the holders of Warrants accelerating the expiry date of the Warrants to the date that is 30 days following the date of such notice.
The Units will be issued in reliance on the "listed issuer financing exemption" available under Part 5A of National Instrument 45-106, Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "LIFE Exemption") in each of the provinces and territories of Canada. The securities issued in connection with the Offering are expected to be immediately freely tradeable under applicable Canadian securities legislation if sold to purchasers ...
