Mr. Mathieu Savard reports

VIOR ANNOUNCES "BEST EFFORTS" PRIVATE PLACEMENT

Vior Inc. has entered into an agreement with Stifel Nicolaus Canada Inc. and Desjardins Capital Markets, to act as co-lead agents and joint bookrunners, in connection with a best efforts private placement offering by the corporation of securities for aggregate proceeds of up to $40-million, and consisting of: (i) hard-dollar units of the corporation; and (ii) charity flow-through (FT) units of the corporation. The price of the offered securities will be 20 cents for each hard-dollar unit and 35 cents for each charity FT unit. It is expected that approximately $30-million will be raised from hard-dollar units and $10-million from charity FT units.

The corporation has granted the co-lead agents an option to sell up to an additional 15 per cent of the aggregate amount of the offered securities, on the same terms and conditions. The overallotment option will be exercisable, in whole or in part, at any time up until 48 hours prior to the closing of the offering.

Each hard-dollar unit will consist of one common share of the corporation plus one common share purchase warrant. Each charity FT unit will consist of one share of the corporation that qualifies as a flow-through share (within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and Section 359.1 of the Taxation Act (Quebec)) and one warrant. Each warrant will entitle the holder thereof to purchase one share at an exercise price of 28 cents for 24 months following the closing of the offering.

The offering is expected to close on or about Feb. 20, 2025, and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the relevant securities regulatory authorities. The offered securities will be subject to a hold period of four months and one day from the closing of the offering.

The corporation intends to use the net proceeds of the offering for advancing the exploration of the corporation's flagship Belleterre gold project, as well as other exploration projects, and for working capital and general corporate purposes.

The gross proceeds from the sale of charity FT units will be used by the corporation to incur expenses described in paragraph (f) of the definition of Canadian exploration expense (CEE) in Subsection 66.1(6) of the Income Tax Act (Canada) and paragraph (c) of the definition of CEE in Section 395 of the Taxation Act (Quebec), and will be renounced in favour of the relevant purchaser for both federal and Quebec tax purposes no later than Dec. 31, 2025, pursuant to the terms of the subscription agreement to be entered into between the corporation and such purchaser of charity FT units. Such expenses will also qualify as flow-through mining expenditures as defined in Subsection 127(9) of the Income Tax Act (Canada) for the purposes of the federal tax credit described in paragraph (a.2) of the definition of investment tax credit in Subsection 127(9) of the Income Tax Act (Canada)

For purchasers of charity FT units resident in the province of Quebec, 10 per cent of the amount of the CEE will be eligible for inclusion in the deductible exploration base relating to certain Quebec exploration expenses and 10 per cent of the amount of the CEE will be eligible for inclusion in the deductible exploration base relating to certain Quebec surface mining exploration expenses (as such terms are defined in sections 726.4.10 and 726.4.17.2 of the Taxation Act (Quebec), respectively, for the purposes of the deductions described in sections 726.4.9 and 726.4.17.1 of the Taxation Act (Quebec)), giving rise to an additional 20-per-cent deduction for Quebec tax purposes.

About Vior Inc.

Vior is a junior mineral exploration corporation based in the province of Quebec, Canada, the corporate strategy of which is to generate, explore and develop high-quality mineral projects in the proven and favourable mining jurisdiction of Quebec. Through the years, Vior's management and technical teams have demonstrated their ability to discover several gold deposits and many high-quality mineral projects. Vior is rapidly advancing its flagship Belleterre gold project, which is a promising district-scale project that includes Quebec's past-producing high-grade Belleterre gold mine.

We seek Safe Harbor.