Saga Metals — Capital/Financing Update 2024

Dec 19, 2024

S

SAGA

METALS CORP

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSMINATION IN THE UNITED STATES.

SAGA Metals Announces Private Placement

VANCOUVER, B.C. – December 19, 2024, Saga Metals Corp. (the “Company” or “Saga”) (TSXV: SAGA) (OTCQB: SAGMF) (FSE: 20H), a North American exploration company focused on critical mineral discovery in Canada, is pleased to announce it has arranged non-brokered private placement (the “Private Placement”) of up to 975,610 Standard flow-through units (the “Standard FT Units”) at a price of $0.41 per Standard FT Unit for gross proceeds of up to $400,000.10 and up to 697,675 Québec flow-through units of the Company (the “QFT Units” and, together with the Standard FT Units, the “FT Units”)) at a price of $0.43 per QFT Unit for gross proceeds of up to $300,000.25, for aggregate gross proceeds of up to $700,000.35.

Each FT Unit consists of one flow-through common share (a “FT Share”) as defined in subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”), and one-half of one transferable common share purchase warrant (each whole such warrant, a “Warrant”). Each Warrant will entitle its holder to purchase one common share in the capital of the Company (a “Warrant Share”) at a price of $0.50 for a period of two years following the date of issuance of the FT Unit. The Warrants and the Warrant Shares underlying the Warrants will not qualify as “flow-through shares” under the Tax Act.

The gross proceeds from the FT Shares, sold as part of the sale of the FT Units, will be used by the Company for “Canadian exploration expenses” that are “flow-through critical mineral mining expenditures” (as such terms are defined in the Tax Act) on the Company’s flagship asset, the Double Mer Uranium project on the east coast of Labrador, Canada, and exploration on its other primary asset, the Amirault Lithium Property located in Québec’s Eeyou Istchee James Bay region.

The Company may pay a finder’s fee in connection with the Private Placement. Closing of the Private Placement is subject to the approval of the TSX Venture Exchange. The Company anticipates closing of the Private Placement as soon as practicable subject to receipt of all necessary regulatory approvals.

The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered or sold,

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within the United States, unless exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws are available.

No securities regulatory authority has reviewed or approved of the contents of this news release. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Saga in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About SAGA Metals Corp.

SAGA Metals Corp. is a North American mining company focused on the exploration and discovery of critical minerals that support the global transition to green energy. The company's flagship asset, the Double Mer Uranium Project, is located in Labrador, Canada, covering 25,600 hectares. This project features uranium radiometrics that highlight an 18-kilometer east-west trend, with a confirmed 14-kilometer section producing samples as high as 4,281ppm $\mathrm{U}_3\mathrm{O}_8$ and spectrometer readings of 22,000cps.

In addition to its uranium focus, SAGA owns the Legacy Lithium Property in Quebec's Eeyou Istchee James Bay region. This project, developed in partnership with Rio Tinto, has been expanded through the acquisition of the Amirault Lithium Project. Together, these properties cover 65,849 hectares and share significant geological continuity with other major players in the area, including Rio Tinto, Winsome Resources, Azimut Exploration, and Loyal Lithium.

SAGA also holds secondary exploration assets in Labrador, where the company is focused on the discovery of titanium, vanadium, and iron ore. With a portfolio that spans key minerals crucial to the green energy transition, SAGA is strategically positioned to play an essential role in the clean energy future.

For more information, contact:

SAGA Metals Corp.

Investor Relations

Tel: +1 (778) 930-1321

Email: info@sagametals.com

www.sagametals.com

The TSX Venture Exchange has not reviewed and does not accept responsibility for the accuracy or adequacy of this release. Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Disclaimer

This news release contains forward-looking statements within the meaning of applicable securities laws that are not historical facts. Forward-looking statements are often identified by terms such as "will", "may", "should", "anticipates", "expects", "believes", and similar expressions or the negative of these words or other comparable terminology. All statements other than statements of historical fact, included in this release are forward-looking statements that involve risks and uncertainties. In particular, this news release contains forward-looking information pertaining to the expected completion of the Private Placement, final acceptance of the Private Placement by the TSX Venture Exchange and the Company's

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plans and objectives in respect of the gross proceeds from the Private Placement. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include, but are not limited to, changes in the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or governmental approvals, environmental risks, limitations on insurance coverage, risks and uncertainties involved in the mineral exploration and development industry, and the risks detailed in the Company's final prospectus in Manitoba and amended and restated final prospectus for British Columbia, Alberta and Ontario dated August 30, 2024, filed under its SEDAR+ profile at www.sedarplus.ca, and in the continuous disclosure filings made by the Company with securities regulations from time to time. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements only as expressly required by applicable law.

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