SAGA Metals Announces Filing of Final Prospectus for Critical Mineral IPO

SAGA's IPO follows the announcement of the Rio Tinto partnership

/EIN News/ -- VANCOUVER, British Columbia, July 15, 2024 (GLOBE NEWSWIRE) -- Saga Metals Corp. (the “Company” or “Saga”), a North American exploration company focused on critical mineral discovery in Canada, is pleased to announce that it has filed its final IPO prospectus (the “Final Prospectus”) with the securities regulatory authorities in each of the provinces of British Columbia, Alberta and Ontario, for an initial public offering of units of the Company for minimum gross proceeds of C$2,500,000 (the “Offering”). The Offering will consist of a minimum of:

1. 2,500,000 hard dollar units of the Company (the “HD Units”) at a price of C$0.40 per HD Unit;
   
   
2. 1,041,667 standard “flow-through” units of the Company (the “Standard FT Units”) at a price of C$0.48 per Standard FT Unit; and
   
   
3. 1,666,667 “charity flow-through” units of the Company (the “Charity FT Units”, and together with the HD Units and the Standard FT Units, the “Offered Units”) at a price of C$0.60 per Charity FT Unit.

Each HD Unit consists of one common share of the Company (an “HD Share”) and one-half of one transferable common share purchase warrant (each whole such warrant, an “HD Warrant”). Each HD Warrant will entitle its holder to purchase one common share in the capital of the Company (each, a “Warrant Share”) at a price of C$0.60 per Warrant Share at any time prior to 4:30 p.m. on the date that is 24 months following the closing of the Offering (the “Closing”).

Each Standard FT Unit and Charity FT Unit consists of a “flow-through 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 “FT Warrant”). The FT Warrants will have the same terms as the HD Warrants and are exercisable into common shares of the Company (“Warrant Shares”).

The Offering is being made on a best-efforts basis led by Research Capital Corporation, as sole agent and bookrunner (the “Agent”).

Saga received conditional approval from the TSX Venture Exchange (the “TSXV”) to list its common shares (including the HD Shares, FT Shares and Warrant Shares) on the TSXV. Listing will be subject to the Company fulfilling all the listing requirements and conditions of the TSXV, including prescribed distribution and financial requirements. Once final approval is received, the Company’s common shares will commence trading under the symbol “SAGA”.

The Offering is expected to close on or about July 29, 2024, or on such other date as agreed upon between the Company and Agent and is subject to, among other things, the receipt of customary approvals, including regulatory approvals.

“I commend the hard work from our entire team, both internal and external,” stated Mike Stier, CEO & Director of Saga Metals. “We anticipate receiving the receipt for our final prospectus later this afternoon, after which the IPO can officially launch.”

Saga Metals is a mining exploration company focused on discovering Uranium and Lithium, while also holding additional projects prospective for Titanium, Vanadium & High-Purity Iron as Part of North America’s Critical Mineral Strategy. The Company is a diversified critical mineral exploration company whose principal business is the acquisition and exploration of mineral assets that support the global green energy transition. The Company currently has four 100% owned mineral properties in Canada.

Map of SAGA Metals Projects

Primary Property #1: Uranium in Labrador, Canada

The Double Mer Uranium Property is Saga’s primary uranium exploration project consisting of 1,024 claims covering an area of 25,600 hectares in eastern central Labrador; 90 km northeast of Happy Valley, Goose Bay, which is the subject of the Double Mer Uranium Technical Report (available under the Company’s profile at www.sedarplus.com). Double Mer has been the subject of substantial historical exploration, and Saga has evaluated a 14km strike of anomalous rock samples with results including 4,280ppm of Uranium and upwards of 20,000cps from the scintillometer. The Uranium radiometrics highlight an 18 km east-west linear trend averaging approximately 500 meters in width. The property sits within the northeastern part of the Grenville Structural Province and contains similarly linked geology to the Central Mineral Belt located just north of the property boundary and host to other notable Uranium projects including Atha Energy and Paladin Energy as depicted in the map below.

Regional map of the Double Mer Uranium Project in Labrador, Canada

Primary Property #2: Lithium in James Bay, Quebec

The Legacy Lithium Property is Saga’s additional primary project. The Legacy Lithium project is an LCT spodumene pegmatite lithium exploration project consisting of an aggregate of 663 claims covering an area of 34,243.76 hectares in the Eeyou Istchee James Bay region of Quebec. These claims are subject to the Rio Tinto partnership signed on June 27, 2024. Learn more about the Rio Tinto partnership by selecting here: SAGA Metals and Rio Tinto Sign Option to Joint Venture Agreement for Lithium Asset in Eastern James Bay, Quebec.  Saga also acquired a 100% interest in 611 mining claims covering an area of 31,605.44 hectares called the ‘Amirault Lithium Property’ and is contiguous to Saga’s Legacy Lithium project expanding the total contiguous land holdings to 1,274 claims spanning 65,849.20 hectares. Learn more about the Amirault Lithium Property Acquisition by selecting here: SAGA Metals to Acquire Amirault Lithium Property in Quebec. The acquisition increases the Company’s foothold on the striking paragneiss, all of which can be considered prospective for pegmatites following the discovery trend of Winsome Resources, Azimut Exploration, Rio Tinto, and Loyal Lithium. To-date, Saga has confirmed a combined 7km strike of Lithium, Cesium & Tantalum (LCT) bearing pegmatites at the Legacy Lithium Project with over 90% of the project still to be explored.

A map of the “Lithium Neighborhood” at the Legacy Lithium Project in Quebec

Property #3: Titanium and Vanadium in Labrador, Canada

The Radar Titanium-Vanadium Property is a secondary project focused on a titanium-vanadium layered mafic intrusion. The exploration project consists of 690 claims covering 17,250 hectares in the Cartwright, Goose Bay region of Labrador. Saga has identified a 3.5 km by 500 m zone of enrichment containing 6.63% titanium and nearly 4,000 ppm vanadium, as shown in the image below.

Radar Project Hawkeye zone and corresponding geophysics cutline program overview

Property #4: Iron Ore in Labrador, Canada

The North Wind Iron Ore Property is a secondary project consisting of 255 claims covering 6,375 hectares in West Central Labrador. This project includes 8 historical drill holes that were part of New Millennium Iron's resource estimate 43-101 in 2013. The average grade of these drill holes, now within the North Wind Iron property, was 20.74% Fe, with the highest graded stratigraphy averaging 24.76% Fe. A property map is shown below.

Regional map of the North Wind Iron Ore Project in Labrador, Canada

The Final Prospectus contains important information relating to Saga and the Offered Units and is subject to completion or amendment. Copies of the Final Prospectus are expected to be available under Saga’s profile on SEDAR+ at www.sedarplus.ca or may be obtained from the Agent listed above.

No securities regulatory authority has either approved or disapproved of the contents of this news release. The Offered Units, the HD Shares and the Warrants comprising the HD Units, the FT Shares and FT Warrants comprising the Standard FT Units and Charity FT Units, and the Warrant Shares issuable upon exercise of the HD Warrants and FT Warrants, 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. Accordingly, the Offered Units may not be offered or sold within the United States or to U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. 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.

For more information about the Company’s business and mineral properties, please see the Company’s news releases dated May 1, 2024, July 2, 2024 and July 3, 2024.

To learn more about the Company’s projects visit the projects page here and corporate video here.

To access the company’s corporate presentation select here.

A Media Snippet accompanying this announcement is available by clicking on this link.

About Saga Metals Corp.

Saga Metals Corp. is a North American mining company specializing in the exploration and discovery of critical minerals to advance the global green energy transition. The company's flagship asset is the Double Mer Uranium project, covering 25,600 hectares on the east coast of Labrador, Canada. Uranium radiometrics reveal an 18 km east-west linear trend averaging approximately 500 meters in width, with a confirmed 14 km section containing samples up to 4,281 ppm U3O8 and readings of 21,000 cps on a spectrometer.

Saga Metals' primary additional asset is the Legacy Lithium Property located in Quebec's Eeyou Istchee James Bay region. This property is part of a partnership with Rio Tinto and includes the acquisition of the Amirault Lithium property. Together, these projects cover 65,849.20 hectares and share geological continuity with Rio Tinto, Winsome Resources, Azimut Exploration, and Loyal Lithium in the La Grande sub-province.

The company also holds two secondary assets focused on titanium, vanadium, and iron ore discovery in Newfoundland and Labrador, Canada.

For further information, please contact:
Saga Metals Corp.
Investor Relations
Tel: +1 (778) 930-1321
Email: info@sagametals.com
www.sagametals.com

Qualified Persons

Michael Cullen, P. Geo., and Rochelle Collins, P. Geo., of Mercator Geological Services Limited are each a “qualified person” as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) and have reviewed and approved the scientific and technical content of this news release regarding the Double Mer Uranium Property.

Kamil Khobzi, P. Eng., MBA, of Kamil Khobzi & Associates Inc. is a “qualified person” as defined under NI 43-101 and has reviewed and approved the scientific and technical content of this news release regarding the Legacy Lithium Property

Disclaimer Regarding Forward-Looking Statements

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 proposed Offering and the Company’s plans with respect to its mineral exploration properties. 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, failure to satisfy closing conditions in respect of the Offering, risks and uncertainties involved in the mineral exploration and development industry, and the risks detailed in the Company’s preliminary prospectus dated April 26, 2024 and available under the Company’s 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.

Photos accompanying this announcement are available at

https://www.globenewswire.com/NewsRoom/AttachmentNg/6ab5fbcf-9fd3-42d1-b7da-c299d602148a

https://www.globenewswire.com/NewsRoom/AttachmentNg/3d82c516-09d9-47ba-8e05-8409c2a440c8

https://www.globenewswire.com/NewsRoom/AttachmentNg/b67822bb-e0ba-414d-82e7-34d3f3977942

https://www.globenewswire.com/NewsRoom/AttachmentNg/6640b3b7-a12c-4fc6-b717-8df832dcfe26

https://www.globenewswire.com/NewsRoom/AttachmentNg/a0affc47-8bb0-4acb-87a6-64a7318d27d4

Map of SAGA Metals Projects

Map of SAGA Metals Projects

Regional map of the Double Mer Uranium Project in Labrador, Canada

Regional map of the Double Mer Uranium Project in Labrador, Canada

A map of the “Lithium Neighborhood” at the Legacy Lithium Project in Quebec

A map of the “Lithium Neighborhood” at the Legacy Lithium Project in Quebec

Radar Project Hawkeye zone and corresponding geophysics cutline program overview

Radar Project Hawkeye zone and corresponding geophysics cutline program overview

Regional map of the North Wind Iron Ore Project in Labrador, Canada

Regional map of the North Wind Iron Ore Project in Labrador, Canada