TSXV: PESO
| OTC: PSSOF | FSE: ZE6
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Investor News

Press Release.

PesoRama Announces Upsizing of Offering to $6.8M

Corp July 7, 2025

Toronto, Ontario–(Newsfile Corp. – July 7, 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 that as a result of strong investor demand, the Company has increased the aggregate size of its previously announced $5 million equity offering to approximately $6.8 million. 

The equity offering was first announced on June 10, 2025 as a LIFE offering of units of the Company (the “Units”) to raise gross proceeds of $5 million (the “LIFE Offering”). Now, in addition to the LIFE Offering, the Company intends to concurrently complete a non-brokered private placement (the “Concurrent Placement”, and together with the LIFE Offering, the “Offerings”) of up to 12,000,000 Units of the Company for aggregate gross proceeds of approximately $1,800,000. All Units will be issued at a price of $0.15 per Unit (the “Offering Price”). The Units issued pursuant to the Concurrent Placement may be offered to purchasers resident in Canada pursuant to applicable prospectus exemptions and may also be offered in the United States pursuant to exemptions from the registration requirements under the United States Securities Act of 1933, as amended (the “1933 Act”) and all applicable U.S. state securities laws, as well as outside Canada and the United States on a basis which does not require the qualification of any of the Company’s securities or require the Company to be subject to any ongoing disclosure requirements under any domestic securities laws. 

Any securities issued under the Concurrent Placement to purchasers resident in Canada will be subject to a hold period in accordance with applicable Canadian securities laws, expiring four months and one day following their date of issuance.

Each Unit will be 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 $0.30 per Warrant Share for a period of 24 months from the date that is 60 days following the Closing Date (as defined herein, and such date of expiration, the “Warrant Expiry Date”). From the Closing Date 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 $0.50 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 Press Release (the “Reduced Expiry Date”). 

There is an amended and restated offering document related to the LIFE Offering (the “Offering Document”) that can be accessed under the Company’s profile on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.pesorama.ca. Prospective investors should read the Offering Document before making an investment decision. 

The Company intends to use the net proceeds raised from the Offerings for store expansion and working capital.

The Offerings are expected to close on or about July 9, 2025, or such other date as the Company may determine (the “ClosingDate”). Closing of the Offerings is subject to certain conditions including, but not limited to, receipt of all necessary approvals, including the 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.

About PesoRama

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.

Investor Contact

Rahim Bhaloo

Founder, CEO & Chairman rahim@rahimbhaloo.com 416-816-3291
Cautionary Note Regarding Forward-Looking Statements

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.