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Sun Valley Minerals Files Prospectus and Receives Conditional TSXV Listing Approval

Sun Valley Minerals has filed a final long form prospectus, updated its Tarumán Group of Projects technical report and received conditional approval for a TSXV listing, subject to outstanding exchange requirements.

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Sun Valley Minerals Inc. has filed its final long form prospectus and received conditional approval to list its Common Shares on the TSX Venture Exchange under the reserved ticker symbol “SUNV”. The proposed listing remains subject to the Company meeting all outstanding TSXV requirements.

#Prospectus and reporting issuer status

The prospectus is dated October 16, 2026, and the Company has received a receipt from securities regulators in each Canadian province except Québec. The filing relates to Sun Valley becoming a reporting issuer and the proposed listing of its Common Shares on the TSXV.

Sun Valley said it anticipates that trading will begin prior to the end of October, but the timing remains dependent on the completion of the exchange’s outstanding requirements. The Company said it will issue another update once a listing date has been confirmed.

#Updated Tarumán technical report

Alongside the prospectus, Sun Valley filed an updated report covering its Tarumán Group of Projects in Uruguay. The report, titled “Sun Valley Minerals Inc. Tarumán Group of Projects, Uruguay NI 43-101 Technical Report”, has an effective date of April 30, 2026.

Michael J. Robertson, Pr.Sci.Nat. (400005/92); MAusIMM (316078), prepared the report as an independent Qualified Person under National Instrument 43-101. Sun Valley said the document was amended to address minor issues identified during TSXV review, while its conclusions and recommendations remained unchanged.

#Special Warrants converted into Common Shares

On March 26, 2026, Sun Valley completed a non-brokered private placement involving 13,768,026 Special Warrants priced at $0.75 per Special Warrant. The placement generated aggregate gross proceeds of $10,326,019.50.

Each Special Warrant entitled its holder to receive one Common Share without further action or additional consideration after a qualifying liquidity event or on the date that is eighteen (18) months following the closing of the offering, whichever occurred first.

The prospectus receipt and conditional TSXV approval met the liquidity event conditions described by the Company. As a result, all 13,768,026 outstanding Special Warrants were deemed exercised on October 19, 2026, resulting in the issue of 13,768,026 Common Shares without additional consideration from holders.

Following the deemed exercise, Sun Valley reported 81,770,345 Common Shares issued and outstanding.

#Share registration and transfer arrangements

Marrelli Trust Company Limited, the Company’s transfer agent, will arrange Direct Registration System statements for the Common Shares issued through the Special Warrant exercise. Registered holders may provide their DRS statements to their brokers for deposit into their brokerage accounts.

Existing registered shareholders holding Common Shares in book-entry form will receive updated DRS statements showing the applicable CUSIP and ISIN. Shareholders whose contact details have changed, or who do not receive their statements, are required to contact Marrelli.

Registered shareholders who hold physical share certificates must surrender those certificates to Marrelli together with a duly completed and executed letter of transmittal and any other required documentation. Replacement certificates or DRS statements bearing the applicable CUSIP and ISIN will be issued after the required certificates and documents are received.

The CUSIP assigned to the Common Shares is 86701X108 and the ISIN is CA86701X1087. Holders who own shares through a broker or another intermediary should seek assistance from that intermediary.

#Escrow and resale restrictions

Of Sun Valley’s 81,770,345 issued and outstanding Common Shares, 12,670,806 Common Shares, representing approximately 15.50% of issued and outstanding Common Shares, are subject to escrow under an agreement involving the Company, Marrelli Trust Company Limited and certain shareholders.

A further 8,150,000 Common Shares, representing approximately 9.97% of issued and outstanding Common Shares, are subject to seed share resale restrictions under TSXV policies. Further details are set out in the prospectus, and the transaction carries additional terms and conditions not set out in this summary.

#Company and exploration details

Sun Valley Minerals describes itself as a Canadian exploration company focused on early-stage gold exploration and project generation in Uruguay. It holds a 100% interest in its mineral properties, including the Tarumán Group of Projects, which contains visible surface gold occurrences along tens of kilometers of the Dom Feliciano Fold and Thrust Belt.

The Company said it has not completed enough work to define a mineral resource on its properties. Its release also identifies early-stage exploration risks, regulatory and permitting risks, reliance on third parties, potential delays in final TSXV approval and shareholder documentation requirements among the factors that could affect the anticipated listing and related procedures.

#Key Takeaways

  • Sun Valley Minerals filed a final prospectus dated October 16, 2026, covering its proposed reporting issuer status and TSXV listing.
  • The TSXV granted conditional approval under the reserved ticker symbol “SUNV”, subject to all outstanding exchange requirements.
  • All 13,768,026 Special Warrants were deemed exercised on October 19, 2026, resulting in the issue of 13,768,026 Common Shares.
  • The Company reported 81,770,345 Common Shares issued and outstanding after the deemed exercise.
  • Escrow and seed share resale restrictions apply to specified portions of the Company’s issued shares, while physical certificate holders must complete Marrelli’s exchange process.

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