Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Sirios Resources Inc. Management Reports 2025

May 27, 2025

43248_rns_2025-05-27_c3ed2679-ff28-4318-b6e5-99c0a8c30b8e.pdf

Management Reports

Open in viewer

Opens in your device viewer

img-0.jpeg

SIRIOS RESOURCES INC.

TSX-V: SOI

OTCQB: SIREF

Management's Discussion and Analysis Quarterly highlights

For the nine-month period ended March 31, 2025

This quarterly Management Discussion and Analysis dated May 27, 2025, highlights Sirios Resources Inc.'s ("Sirios" or "the Company") operations and constitutes management's review of the factors that affected the Company's financial operating performance for the nine-month period ended March 31, 2025.

This discussion and analysis should be read in conjunction with:

  • The March 31, 2025, unaudited interim financial statements.
  • The Company's audited financial statements for the years ended June 30, 2025, and 2024.
  • The 2024 Annual Management report.

These documents and additional information are available through www.sedarplus.ca website, under the Company's section or at www.sirios.com.

1. Nature of activities

Since its creation in 1994, under the Canada Business Corporations Act, Sirios' goal is to discover world-class precious metal deposits in the James Bay region, in Quebec. Sirios has developed extensive expertise in the exploration of this region.

The address of the Company's registered office is 1400 Marie-Victorin, Suite 210, Saint-Bruno-de-Montarville, Quebec, Canada. The Company's shares are listed on the TSX Venture Exchange, under the symbol "SOI" and on the OTCQB under the symbol "SIREF". As of March 31, 2025, there are 343,987,759 common shares of Sirios issued and outstanding.

2. Financing activities and Board of Directors

2.1. Financing activities

On November 13, 2024, December 9, 2024, and December 23, 2024, the Company completed closings of a flow-through private placement for a total of $1,852,999. In total, 26,471,417 flow-through shares were issued at a price of $0.07 each. Management is required to fulfill its commitments within the prescribed period of one year from the date of renouncement.

On November 27, 2024, the Board of Directors of Sirios granted 3,100,000 stock options to employees, directors, officers, and consultants, at an exercise price of $0.055 each.


On December 19, 2024, the Company completed a private placement for a total of $430,000. In total, 8,600,000 shares were issued at a price of $0.05 each.

On February 25, 2025, the Board of Directors of Sirios granted 100,000 stock options to a director at an exercise price of $0.055 each.

2.2. Board of Directors

On November 27, 2024, at the Annual Meeting of shareholders, the following directors were re-elected: Ms. Colinda Parent, Mr. Luc Cloutier, Dominique Doucet, Guy Le Bel, and Robert Ménard. Moreover, during the Board meeting held after the shareholders' meeting, Mr. Frédéric Sahyouni was re-appointed to the position of Chief Financial Officer and Secretary of the Company while Mr. Dominique Doucet and Robert Ménard were appointed as President, Chief Executive Officer, and Chairman of the Board respectively. Ms. Parent will chair the audit committee while Mr. Cloutier will chair the governance, environment and health/safety committee.

3. Investing activities

During the three-month period ended March 31, 2025 (the "Quarter"), the Company incurred $1,080,574 in exploration expenses compared to $915,145 for the same period in 2024.

Aquilon Cheechoo Tilly 2 Fagnant TOTAL
Geology - - - 5,474 5,474
Geophysics - - 2,050 - 2,050
Drilling - 1,061,253 - - 1,061,253
Others* 1,377 10,420 - - 11,797
TOTAL 1,377 1,071,673 2,050 5,474 1,080,574

*An amount of $7,205 in the "Others" category, does not constitute an outflow of money. It is composed of the amortization charge.

During the nine-month period ended March 31, 2025, the Company incurred $2,070,287 in exploration expenses compared to $1,759,881 for the same period in 2024.

Aquilon Cheechoo Tilly 2 Fagnant TOTAL
Geology - - - 8,399 8,399
Geophysics - - 2,050 - 2,050
Drilling - 2,007,852 - - 2,007,852
Others* 4,677 47,309 - - 51,986
TOTAL 4,677 2,055,161 2,050 8,399 2,070,287

*An amount of $43,065, including in the "Others" category, does not constitute an outflow of money. It is composed of the amortization charge as well as the charge for the granting of stock options.

4. Exploration projects

The technical data on the Cheechoo property contained in this report have been approved by Dominique Doucet, P.Eng., President of Sirios and Jordi Turcotte, Senior Geologist, qualified persons, as defined by National Instrument 43-101. The technical data for the Aquilon property contained in this report have been approved by Dominique Doucet and Roger Moar, Senior Geologist, also a qualified person. Projects are located in Figure 4.1. Readers are asked to refer to the Company's website (www.sirios.com) for more information about its exploration activities.


img-1.jpeg
Figure 4.1: Location of Sirios' projects

4.1. Cheechoo project

The property, located $320\mathrm{km}$ north of Matagami, Eeyou Istchee James Bay in Quebec, is composed of 306 EER (Exclusive Exploration Right), covering an area of $157\mathrm{km}^2$ , divided into three non-contiguous blocks, $100\%$ owned by Sirios (Figure 4.2). Its main block, composed of 231 EER, is located $7\mathrm{km}$ east of the Eleonore gold mine, recently acquired by Dhilmar, in the NTS sheet 33B12. In the NTS sheet 33C09, the second block, the West block, is composed of 35 EER and is located approximately $20\mathrm{km}$ west of the main block, while the South block is composed of 40 EER. Twenty-four EER in the West block as well as 121 EER in the main block are subject to a gold royalty to Gold Royalty Corp., which varies between $2.5\%$ and $4\%$ ("Net returns") for gold depending on the price of gold and which is $4\%$ net return for all other substances extracted from these EER. Notably, the gold royalty would be $4\%$ for a price of gold over CAD$3,000 per ounce.

Option granted on the West and South blocks

In March 2024, the Company signed an option agreement on the South and West blocks of the Cheechoo project with Electric Elements Mining Corp. ("EEM"). Pursuant to the agreement, Sirios granted EEM the option to acquire up to a $100\%$ interest in each of the South and West blocks in return for an investment of $\$0.5\mathrm{M}$ over a period of two years, as follow: pay an amount of $\$100,000$ to Sirios upon signature (received), carry out a minimum of $\$50,000$ in exploration work on each of the two blocks and pay an amount of $\$150,000$ in cash and/or shares, with a minimum of $50\%$ in cash, per block, at the request of Sirios.

EEM will explore both blocks for lithium and if the option is exercised, Sirios will retain a $1.5\%$ NSR ("Net Smelter Return") royalty on the South block. In addition, if the option is exercised, Sirios will be able to recover, at no cost,


$100\%$ of the EER on which gold mineralization in bedrock reaching a minimum metal factor of $10~\mathrm{g / t}$ per metre has been identified.

img-2.jpeg
Figure 4.2: Location of the EER on the Cheechoo project

Gold resources

Sirios published, in December 2022, an updated resource estimate for the Cheechoo deposit. The technical report, produced by BBA and detailing this update, is available on SEDAR+ as well as on Sirios' website (ref. NI-43-101-Cheechoo-Dec2022.pdf).

This updated resource estimate indicates, for an open pit model, indicated resource of 1.4 million ounces of gold contained in 46.3 million tonnes at an average grade of $0.94\mathrm{g / t}$ Au, as well as inferred resource of 0.5 million ounces of gold contained in 21.1 million tonnes grading $0.73\mathrm{g / t}$ Au (MRE Update for the Cheechoo Project Dec2022). Please note that the estimated resources exclude a significant amount of gold mineralization present on the project in the southern portion of the deposit but directly adjacent to a project boundary. Additionally, there is a potential to define an additional gold resource outside of the deposit to the west of it with the high-grade Eclipse zone. For more details on this subject, refer to chapter 14.11 of the BBA technical report.

4.1.1. Executed work

4.1.1.1. Data review

Sirios undertook a complete review of the technical data which took place over several months including the present period. This in-depth analysis, carried out in collaboration with firms specializing in geology and mining, including PLR Resources Inc., produced very promising results.


4.1.1.2. Drilling campaign - fall-winter 2024-2025

Between November 2024 and February 2025, Sirios completed the fall-winter 2024-2025 drilling campaign totaling 9 drill holes (#317 to #325) for 3,347 metres. Visible gold was observed in most drill holes and several high-grade mineralized intersections were obtained as shown in the table below (ref. press release March 3, 2025). To date, Sirios has completed 341 drill holes totaling 81,568 metres on the Cheechoo project.

2024-2025 DRILLING CAMPAIGN: MAIN ANALYSIS RESULTS

Drill hole From (m) To (m) Au (g/t) Lenght (m)
CH24-317 82.9 87.2 3.19 4.3
Incl. 86.2 87.2 *12.73 1.0
91.3 92.3 *12.31 1.0
127.3 128.3 *2.82 1.0
166.8 167.8 *3.25 1.0
177.5 179.5 *1.34 2.0
188.5 189.5 *10.58 1.0
319.1 320.4 8.03 1.3
330.8 334.5 5.10 3.7
Incl. 330.8 331.8 *17.32 1.0
355.9 367.5 10.06 11.6
Incl. 356.9 358.3 *79.71 1.4
CH25-317E 499.5 501.5 *56.41 2.0
Incl. 499.5 500.5 *110.65 1.0
506.9 508.0 *83.20 1.1
CH24-318 93.9 129.2 0.83 35.3
Incl. 108.5 114.5 1.53 6.0
Incl. 127.2 129.2 *2.55 2.0
183.9 195.5 2.83 11.6
Incl. 187.7 188.7 *22.55 1.0
327.0 328.0 *52.70 1.0
CH24-319 33.0 46.0 1.69 13.0
Incl. 36.8 39.8 6.26 3.0
Incl. 38.8 39.8 *14.94 1.0
219.1 233.5 0.76 14.4
248.0 252.4 2.88 4.4
Incl. 249.7 251.0 *8.81 1.3
364.8 375.0 0.89 10.2
378.9 395.4 2.16 16.5
Incl. 390.9 393.9 9.84 3.0
Incl. 392.9 393.9 *26.41 1.0
CH25-319E 446.0 455.0 1.25 9.0
CH24-320 232.5 266.6 0.72 34.1
371.5 389.6 1.81 18.1
Incl. 382.7 383.7 *20.93 1.0

406.5 441.8 1.03 35.3
Incl. 415.1 416.1 *19.78 1.0
501.7 504.0 3.65 2.3
552.9 558.6 7.46 5.7
Incl. 554 555.0 *40.70 1.0
597.5 628.0 0.69 30.5
665.0 683.5 0.55 18.5
CH25-321 24.0 46.0 0.58 22.0
72.9 84.3 0.50 11.4
99.0 130.5 6.69 31.5
Incl. 103.0 104.0 *7.39 1.0
Incl. 114.9 129.5 *13.48 14.6
Incl. 114.9 115.9 *123.94 1.0
Incl. 117.4 118.6 *21.21 1.2
Incl. 123.0 124.1 *23.34 1.1
Incl. 128.5 129.5 *17.37 1.0
134.0 144.5 *0.82 10.5
180.5 187.5 2.54 7.0
224.5 229.5 3.54 5.0
Incl. 224.5 226.0 10.84 1.5
CH25-322 48.5 66.8 *1.06 18.3
CH25-323 9.2 20.4 0.99 11.2
59.3 76.5 0.65 17.2
83.9 99.1 0.84 15.2
105.0 135.5 *1.00 30.5
Incl. 125.0 126.0 *15.33 1.0
141.4 150.8 1.89 9.4
166.0 169.6 *1.39 3.6
193.2 197.5 1.19 4.3
CH25-324 16.0 29.0 0.67 13.0
73.0 83.0 0.92 10.0
89.2 109.3 0.55 20.1
135.9 161.7 1.15 25.8
213.0 235.0 0.80 22.0
Incl. 213.0 220.0 1.61 7.0
252.4 262.4 0.51 10.0
CH25-325 91.2 97.2 *1.99 6.0
113.0 147.0 *1.92 34.0
Incl. 122.3 123.3 *20.52 1.0
Incl. 138.8 141.4 10.37 2.6

*Visible gold.
Interval lengths are measured along the holes and do not necessarily equate to true thickness. The intervals presented in the table are greater than $0.30\mathrm{g / t}$ Au with a maximum of 3 metres of consecutive waste.


The work carried out for the Cheechoo project, during the three-month period, totaled $1,065,845, excluding the depreciation charge.

4.2. Aquilon project

The Aquilon project is 100% owned by Sirios. It consists of 140 EER (Figure 4.3) and covers approximately 70 km², 10 km south of the LA-1 hydroelectric complex in the region of Eeyou Istchee James Bay, Quebec. It is located approximately 490 km east of Radisson and is easily accessible year-round by road via the Trans-Taïga highway crossing the Eeyou Istchee James Bay region. An airstrip outfitter is located at less than a 40-minute drive from the project.

img-3.jpeg
Figure 4.3: Location of the EER on the Aquilon project

Gold Royalty Corp. holds a 1% NSR ("Net Smelter Return") royalty on the Aquilon project, half of which is redeemable for $500,000. In addition, an investor holds a 0.25% NSR royalty.

In December 2022, Sirios signed an option agreement with Sumitomo Metal Mining Canada Ltd. ("Sumitomo") giving it the option to acquire an interest of up to 80% of the Aquilon gold project, in return for an investment totaling $14.8M (ref. press release December 19, 2022). According to the agreement, Sumitomo can earn a 51% interest in the project by paying Sirios an amount of $200,000 (received) and after carrying out exploration work of $4.6M on or before the third anniversary of the agreement. Sirios acts as project operator and receives 10% in management fees. Sumitomo may obtain an additional 29% interest, for a total of 80%, by undertaking additional exploration work of $10M on or before the sixth anniversary of the agreement. Once the 80% stake is acquired by Sumitomo, a joint venture will be


formed with Sirios for the project. In the event a joint venture participant's interest is diluted to below $10\%$ , it will convert its joint venture interest to a net smelter return (NSR) royalty of $2\%$ .

4.2.1. Executed work

4.2.1.1. High-resolution magnetic survey by drone

The high-resolution magnetic drone survey, undertaken by the firm Abitibi Géophysique in the western portion of the project and interrupted due to equipment failure in December 2024, was completed during the month of April 2025. The survey covers an area of $4.3\mathrm{km}^2$ and totals $197\mathrm{km}$ of lines spaced at $25\mathrm{m}$ intervals. The magnetic data from this survey were integrated with data from the drone magnetic survey carried out in 2023. The final report was received in May 2025. Structural interpretation based on spatial relationships between magnetic lineaments will allow for better definition of drilling targets for summer 2025 in this portion of the project.

img-4.jpeg
Figure 4.4: Drone magnetic survey map showing the total field of the Aquilon project

4.2.1.2. Diamond drilling program planning

Work to integrate and interpret geophysical, geochemical, geological and structural data was undertaken during the period. A drilling program totaling $5,400\mathrm{m}$ spread across 13 holes will be carried out during the summer of 2025 to test these new targets outside the already known showing zones in the western sector of the project. The completion of this drilling program should enable Sumitomo to meet its contractual commitments to gain a $51\%$ sake in Aquilon.


The work, entirely financed by our partner Sumitomo, totaled $30,878 for the three-month period ended March 31, 2025. Sumitomo has invested, as of March 31, 2025, a cumulative total of$ 2,516,654, excluding management fees received by Sirios, on the Aquilon project.

4.3. Fagnant project

Between February and October 2024, Sirios acquired the Fagnant project EER. Owned at $100\%$ by Sirios, it is located approximately $150~\mathrm{km}$ north of Radisson and approximately $50~\mathrm{km}$ east of Whapmagoostui in Eeyou Istchee James Bay in Quebec. The project is located in the NTS sheet 33N02 and includes 98 EER, covering approximately $48~\mathrm{km}^2$ with the presence of numerous gold showings (Figure 4.5).

img-5.jpeg
Figure 4.5: Location of the Fagnant project's EER

There was nos significant work during the period on the Fagnant project. However, a compilation report was produced.

4.4. Maskwa project

The Maskwa project, $100\%$ owned by Sirios, is located approximately $100~\mathrm{km}$ southwest of Radisson and approximately $120~\mathrm{km}$ east of Wemindji in Eeyou Istchee James Bay in Quebec. The property is composed of 424 EER, covering an area of approximately $217~\mathrm{km}^2$ . In December 2023, the Company signed an option agreement on the Maskwa project with Hertz Lithium Inc., which subsequently became Hertz Energy Inc. ("Hertz").


10

4.4.1. Executed work

A brief lithium prospecting and geological reconnaissance campaign was carried out during the summer of 2024 on behalf of Canuck Lithium Corp., a 100% subsidiary of Hertz. Given the decline in market interest in lithium and the results of the field work, the option agreement was abandoned in December 2024. The Sirios geological team will re-evaluate this project in 2025.

4.5. Li-52 project

This project is located approximately 15 km south of the Maskwa project and is composed of 710 EER, covering 369 km².

In December 2023, the Company signed an option agreement with Bullrun Capital Inc. ("Bullrun"), a private investment company. Technical evaluation reports were produced for the project in 2024, however, given the decline market interest in lithium, the option agreement were abandoned in December 2024. The Sirios geological team will re-evaluate this project in 2025.

5. Overall performance

5.1. Quarter ended March 31, 2025 (3 months)

The net loss of the quarter was $233,767 (net loss of $260,622 for the same period in 2024) whereas expenses for the quarter totalled $193,369 ($207,651 for the same period in 2024).

Analysis

  • The decrease in Investors and shareholders' relations and Publicity and promotion can be explained by the promotion carried out during the quarter which was less significant in comparison with the corresponding period last year.
  • The decrease in Training can be explained by the lower number of registrations for training during the 2025 period compared to the corresponding period in 2024.
  • The decrease in Professional fees can be explained by the greater work of the Company's legal consultants, during the period in 2024, on agreements on the Company's projects, in comparison with the period in 2025.

Analysis of the non-monetary operations that do not requiring an outflow or an onflow of cash

Three-month period ended March 31, 2025 $ Three-month period ended March 31, 2024 $
Share-based payments (3,000) -
Deferred income taxes 45,463 7,585
Change in fair value of listed shares 26,409 (71,659)
Amortization of property and equipment (110) (189)
Depreciation of right-of-use asset (5,730) (8,803)
Interest on lease obligation (995) (1,976)

5.2. Period ended March 31, 2025 (9 months)

The net loss for the nine-month period was $821,542 (net loss of $1,361,803 for the same period in 2024) whereas expenses for the period totalled $718,182 ($800,160 for the same period in 2024).


11

Analysis

  • The decrease in Salaries and employee benefits expense can be explained by the resumption of the remuneration to members of the Board of Directors, during the 2024 period, who had wanted to contribute to the reduction of general and administrative costs by temporarily suspending their remuneration.
  • The increase in Investors and shareholders' relation and Publicity and promotion can be explained by the promotion carried out during the period was more significant in comparison with the corresponding period last year.
  • The decrease in Trustees and registration fees can be explained by the costs incurred during the period last year for the Company's registration to the OTCQB.
  • The increase in Training can be explained by the higher number of registrations for training during the 2025 period compared to the corresponding period in 2024.
  • The decrease in Professional fees can be explained by the greater work of the Company's legal consultants, during the period in 2024, on agreements on the Company's projects, in comparison with the period in 2025.

Analysis of the non-monetary operations that do not requiring an outflow or an inflow of cash

Nine-month period ended March 31, 2025 $ Nine-month period ended March 31, 2024 $
Share-based payments (75,000) (69,000)
Deferred income taxes (134,534) (414,529)
Change in fair value of listed shares 47,119 (170,682)
Amortization of property and equipment (1,061) (5,110)
Depreciation of right-of-use asset (17,191) (19,085)
Interest on lease obligation (1,976) (4,450)

The Company signed a rental agreement for its head offices on September 15, 2023, and is valid until September 30, 2028. According to IFRS 16, the Company is required to recognize the assets and liabilities for this rental agreement in the statement of financial position since its duration is more than 12 months. Total cash outflow for this rental agreement for the nine-month period ended March 31, 2025, totals $31,984, including additional rent expenses ($21,961 for the nine-month period ended March 31, 2024).

6. Financial position

  • Working capital decreased by $775,760, going from $1,796,789 on June 30, 2024, to $1,021,029 on March 31, 2025. The decrease can be explained by the payment of exploration and administrative activities during the period.
  • Cash and term deposit totaled $955,780 on March 31, 2025, in comparison with $1,965,489 on June 30, 2024.
  • The product of unspent funding related to flow-through financings is $424,933 on March 31, 2025, and is to be spent by December 31, 2025. The Company is in the exploration stage; thus, it is dependent on obtaining regular financing to continue exploration. Despite previous success in acquiring sufficient financing, there is no guarantee on obtaining any future financing.
  • On March 31, 2025, Sirios has accrued $4,463 in refundable tax credits related to exploration expenditures.

7. Related party transactions

Key management personnel of the Company are members of the Board of Directors, as well as the President and the Chief Financial Officer.

For the quarter ended March 31, 2025, the compensation in salaries was $96,936 ($84,240 for the same period last year). Included in these amounts are share-based payments totaling $3,000 ($0 for the same period last year). An amount of $18,723 ($16,478 for the same period last year) was capitalized in Exploration and evaluation assets.


For the nine-month period ended March 31, 2025, the compensation in salaries was $321,078 ($379,564 for the same period last year). Included in these amounts are share-based payments totaling $66,000 ($61,500 for the same period last year). An amount of $46,941 ($44,679 for the same period last year) was capitalized in Exploration and evaluation assets.

Montreal, Quebec. May 27, 2025.

12