Vancouver, British Columbia--(Newsfile Corp. - July 14, 2017) - Syd Financial Inc. (the "Company" or "Syd") is pleased to announce that the Company has entered into a securities exchange agreement dated July 10, 2017 (the "Agreement") with 1109692 B.C. Ltd., a private British Columbia company ("Numberco") and each of the securityholders of Numberco (collectively, the "Numberco Securityholders"), pursuant to which the Company has agreed to acquire 100% of the issued and outstanding common shares (the "Numberco Shares") and share purchase warrants (the "Numberco Warrants") of Numberco in consideration for the issuance of common shares and share purchase warrants of the company (the "Transaction"). Upon the closing of the Transaction, Numberco will become a wholly-owned subsidiary of the Company.

Pursuant to the terms of the Transaction, the Numberco Securityholders have agreed to sell all 15,200,001 issued and outstanding Numberco Shares and all 15,200,000 outstanding Numberco Warrants to the Company in consideration for the Company issuing an equal number of common shares (the "Company Shares") and share purchase warrants (the "Company Warrants") to the Numberco Securityholders on a one for one basis. The Company Warrants will be exercisable at a price of $0.05 per Company Share until expiry on April 19, 2027. The Company currently has 2,158,365 Company Shares issued and outstanding and on the closing date, the Company anticipates that there will be 17,358,366 Company Shares issued and outstanding following the issuance of Company Shares to the Numberco Securityholders. As the Company anticipates that the Numberco Securityholders will hold 87.6% of the issued and outstanding Company Shares on the closing date, the Company believes that the Transaction will constitute a reverse take-over transaction of the Company for accounting purposes.

There are no provisions in the Agreement regarding changes to the board of directors and management of the Company on the closing of the Agreement.

Closing of the Transaction is subject to the satisfaction of several standard conditions precedent as set out in the Agreement, including the provision by Numberco of audited financial statements.

About Numberco

Numberco is a mineral exploration issuer that owns a 100% legal and beneficial interest in and to 82 mineral claims covering approximately 4,557.37 hectares located in the Chapais Township, Quebec, that are collectively known as the Pluto Gold and Base Metals Property. The property is in the Nord-du-Quebec area of the Province of Quebec in the NTS sheets 32G14 and 32G15. It can be accessed by driving 9 hours from Montreal and is located 8 km west of the Chapais municipality.