SAGA Metals Announces Closing of Fully Subscribed Non-Brokered Private Placement and Provides Corporate Update

Executive Summary

• SAGA Metals Corp. closed a non‑brokered private placement, raising C$2,988,024.64 in gross proceeds.
• Issued 7,100,088 flow‑through (FT) units at C$0.28 each and 4,000,000 hard‑dollar (HD) units at C$0.25 each.
• Entered into separate digital marketing services agreements with Capitaliz (C$200,000 fee) and i2i Marketing Group (US$250,000 budget).

Key Details

• Financing Structure
• FT Units: each contains one flow‑through common share + ½ warrant; warrants exercisable at C$0.50 until 10 Oct 2027.
• HD Units: each contains one common share + ½ warrant; same exercise price and expiry as FT warrants.
• Total gross proceeds: C$1,988,024.64 from FT units; C$1,000,000 from HD units.
• Warrant Terms
• Full warrant allows purchase of one common share at C$0.50.
• Company may accelerate expiry to “30 days after a news release” if the closing price ≥ C$0.75 for ten consecutive trading days post‑closing date.
• Hold Period

• All securities subject to a four‑month + one‑day hold period, expiring 11 Feb 2026.

• Finder’s Fees

• Cash finder’s fees paid: US$130,003.

• Finder’s warrants issued: 478,204 (exercise price C$0.50, 24‑month term).

• Use of Proceeds

• FT unit proceeds → “Canadian exploration expenses” on flow‑through critical mineral projects.

• HD unit net proceeds → general working capital and investor relations activities.

• Capitaliz Marketing Agreement

• Effective 13 Oct 2025, three‑month term, fee C$200,000 (plus taxes).
• Services: multimedia content creation, targeted traffic generation, social media amplification, distribution to financial media platforms.

• Termination: 30‑day notice by either party.

• i2i Marketing Agreement

• Initial budget US$250,000, payable from working capital; month‑to‑month thereafter possible.
• Services: corporate marketing, investor awareness, content creation, media distribution.

• Termination: 10‑day written notice by either party.

• Regulatory Notices

• Securities not registered under U.S. securities laws; offering limited to exempt jurisdictions.
• No regulatory authority has reviewed or approved the release.

Notable Quotes

(No direct quotes provided in the release.)