Investor News
Press Release.
OTC: PSSOF
FSE: ZE6
PesoRama Announces Final Closing of $5 Million Equity Financing
TORONTO, ON – (December 1, 2025) – PesoRama Inc. (TSXV:PESO) (OTC Pink:PSSOF) (FSE:ZE6) (“PesoRama” or the “Company”), a Canadian company operating dollar stores in Mexico under the JOI DOLLAR PLUS brand, is pleased to announce the final closing of the Company’s equity offering, first announced on October 20, 2025, for gross proceeds of $5,000,000. Pursuant to the offering, the Company sold an aggregate of 20,000,000 units of the Company (each, a “Unit”) at a price of $0.25 per Unit.
“We continue to gain momentum with our continually expanding offering of product and store openings and this financing will further fuel our expansion plans,” said Rahim Bhaloo, CEO of PesoRama. “We thank our shareholders, new and existing, for their continued support and look forward to continue to update you as we rollout new store locations across Mexico City and beyond.”
Each Unit is comprised of one common share of the Company (a “Common Share”) and one Common Share purchase warrant of the Company (a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Common Share (a “Warrant Share”) at a price of $0.40 per Warrant Share for a period of 18 months from January 27, 2026, being the date that is 60 days following the closing date (such date of expiration, the “Warrant Expiry Date”). From today and until the Warrant Expiry Date, in the event that the daily volume-weighted average trading price of the Common Shares on a recognized Canadian stock exchange, which includes the TSX Venture Exchange (“TSXV”), is equal to or greater than $0.60 over a ten consecutive trading-day period, the Company may, at its option, within ten business days following such ten-day period, accelerate the Warrant Expiry Date by issuing a press release, (a “Warrant Acceleration Notice”), and, in such case, the Warrant Expiry Date shall be deemed to be the date that is thirty (30) days following the issuance of the Warrant Acceleration Notice.
In this final closing, an aggregate of 6,000,000 Units were issued pursuant to private placements to accredited investors in Canada and the U.S. for gross proceeds of $1,500,000. In the first closing, which occurred and was announced on November 21, 2025, an aggregate of 14,000,000 Units were issued pursuant to the listed issuer financing exemption (LIFE) under Part 5A of National Instrument 45-106.
In connection with this closing, the Company will pay a cash commission of up to $105,000 and will issue up to 420,000 non-transferable finder warrants (each, a “Finder Warrant”) to arm’s-length finders. Each Finder Warrant is exercisable into one Unit at a price of $0.25 at any time on or before May 29, 2027.
The Company intends to use the net proceeds raised from the offering for store expansion and working capital.
The offering remains subject to final approval of the TSXV.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the 1933 Act, or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
MI 61-101 Disclosure
The offering constituted a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“MI 61-101“), as insiders of the Company and their related parties subscribed for a total of 400,000 Units. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the participation in the offering by the insiders does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the offering, which the Company deems reasonable in the circumstances so as to be able to avail itself of the proceeds of the offering in an expeditious manner.
PesoRama Inc. is a Mexican value retailer that currently operates a chain of stores in Mexico under the brand name "JOi Dollar Plus." PesoRama's stores offer a broad range of everyday household products, seasonal goods, and pet supplies at affordable prices. The Company's mission is to become Mexico's premier dollar store chain, targeting expansion to 500+ locations across Mexico.
For more information, visit pesorama.ca.
This news release contains "forward-looking statements" within the meaning of applicable Canadian securities legislation. Forward-looking statements are based on assumptions and involve known and unknown risks, uncertainties, and other factors which may cause actual results to differ materially. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not undertake any obligation to update forward-looking statements, except as required by applicable law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.