Sirios Resources completes OVI Mining acquisition

Executive Summary

• Sirios Resources Inc. has completed its previously announced business combination with OVI Mining Corp. via a court-approved plan of arrangement, resulting in OVI becoming a wholly owned subsidiary of Sirios.
• The transaction involves an exchange ratio where each former OVI shareholder receives 2.34 common shares of Sirios for each OVI share held.
• Significant leadership changes accompany the deal: Jean-Felix Lepage is appointed CEO, replacing founder Dominique Doucet (who becomes Executive Chairman and Head of Exploration), while new directors Sean Roosen and Laurence Farmer join the board.

Key Details

• Transaction Structure: Court-approved plan of arrangement under the Business Corporations Act (British Columbia).
• Exchange Ratio: 2.34 Sirios common shares for every 1 OVI common share.
• Share Issuance: Sirios will issue an aggregate of 131,905,594 Sirios shares to former OVI shareholders.
• Option Exchange: All 1,866,000 outstanding OVI options were exchanged for 4,366,440 Sirios options.
  • Exercise Price: Approximately 5.641 cents per Sirios share.
  • Expiration: November 1, 2030.
• Leadership Changes:
  • Jean-Felix Lepage: Appointed CEO. Formerly VP of Projects at O3 Mining Inc. (led Marban project) and held operational roles at Newmont Corp. (Eleonore mine).
  • Dominique Doucet: Transitions from CEO to Executive Chairman and Head of Exploration.
  • New Board Members: Sean Roosen (Founder/Executive Chairman of Osisko Development Corp., former CEO of OR Royalties Inc.) and Laurence Farmer (General Counsel/VP Strategic Development of Osisko Development Corp., CEO of Electric Elements Mining Corp.).
  • Resignations: Luc Cloutier resigned from the board.
• Asset Portfolio: OVI owns a 100% interest in the Corvet Est and PLEX gold projects in the James Bay region of Quebec. Sirios assumes indirect responsibility for certain royalties and contingent cash payments associated with these properties.
• Shareholder Approval: Unanimously approved by OVI shareholders at a special meeting on February 18, 2026.
• Regulatory Status: OVI has applied to cease being a reporting issuer. Sirios holds all issued and outstanding OVI shares post-transaction.

Notable Quotes

• Jean-Felix Lepage (Incoming CEO): "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."
• Dominique Doucet (Executive Chairman): "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."