Sage Potash Closes C$6 Million Private Placement

Rhea-AI Summary

Sage Potash (OTCQB: SGPTF) has successfully closed a C$6 million non-brokered private placement, upsized from the initial C$4M target due to strong investor interest. The offering consisted of 24 million units at C$0.25 per unit, with each unit comprising one common share and half a warrant exercisable at C$0.35 for two years.

The company paid C$285,860 in finders' fees and issued 1,132,820 broker warrants. The proceeds will fund the development of the Sage Plain Potash Project in Utah's Paradox Basin, including field activities, technical planning, permitting, and working capital requirements. RCI Capital has been retained as a financial advisor for future development financings and strategies.

Positive

• Successfully upsized offering from C$4M to C$6M due to strong investor demand
• Secured funding for accelerating field activity, technical planning, and permitting
• Engaged RCI Capital for strategic financial advisory services

Negative

• Share dilution through issuance of 24 million new common shares
• Additional potential dilution from 12 million warrants if exercised
• Incurred C$285,860 in cash fees plus broker warrants

Vancouver, British Columbia--(Newsfile Corp. - June 26, 2025) - Sage Potash Corp. (TSXV: SAGE) (OTCQB: SGPTF) ("Sage Potash" or the "Company"), a Canadian company focused on developing its Sage Plain Potash Project located in the Paradox Basin, Utah, is pleased to announce that it has closed its previously announced non-brokered private placement, raising gross proceeds of C$6 million (the "Offering").

Peter Hogendoorn, CEO and Executive Chairman of Sage Potash, commented:

"We're proud to have successfully closed a financing that was upsized from C$4M to C$6M in response to strong investor interest. The proceeds will position us to accelerate field activity, technical planning, and permitting as we move closer to unlocking the full potential of our domestic resource."

The financing consisted of the issuance of 24,000,000 units of the Company at a price of $0.25 per unit. Each unit comprises one common share and one-half of one non-transferable common share purchase warrant, resulting in the issuance of 24,000,000 common shares and 12,000,000 common share purchase warrants. Each whole warrant entitles the holder to purchase one additional common share at a price of $0.35, exercisable for a period of two years from the closing date.

In connection with the closing, the Company paid applicable finders' fees and commissions in accordance with TSX Venture Exchange policies and applicable securities laws. This included the payment of $285,860 in cash compensation and the issuance of 1,132,820 broker warrants, entitling holders to purchase additional common shares under the same warrant terms as under the Offering.

Net proceeds from the Offering will be allocated toward the continued development of the Sage Plain project, strategic exploration activities and infrastructure planning, and general working capital requirements.

All securities issued under the Offering will be subject to a hold period of four months and one day from the date of issuance under applicable securities laws. The TSX Venture Exchange has conditionally approved the Offering, subject to customary final filings.

RCI Capital provided advisory services to Sage Potash in connection with the Offering, pursuant to a financial advisory engagement with the Company. Pursuant to the engagement, RCI Capital has been retained to advise on development financings and strategies, which may include equity, corporate and project debt, off-take financing, joint ventures and M&A.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent such registration or an applicable exemption from such registration requirements.

About Sage Potash Corp.

Sage Potash is a Canadian company vested solely in the Sage Plain Property and intends through sustainable solution mining techniques to become a prominent domestic potash producer within the Paradox Basin situated in Utah. For further information, please refer to the Company's disclosure record on SEDAR+ (www.sedarplus.ca) or contact the Company by email at info@sagepotash.com.

On Behalf of the Board of Directors

Peter Hogendoorn
CEO & Executive Chairman
(604) 764-2158

sagepotash.com

Neither the TSX Venture Exchange nor its Regulation Services 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 Note Regarding Forward-Looking Statements

This news release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation. The forward-looking statements herein are made as of the date of this news release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information in this news release includes, but is not limited to, statements with respect to future events or future performance of Sage Potash and with respect to the Offering, including the use of proceeds thereof. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Company to control or predict, that may cause the Company's actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein, including, but not limited to, the risk factors set out under the heading "Risk Factors and Uncertainties" in the Company's Management's Discussion & Analysis available for review under the Company's profile at www.sedarplus.ca. Such forward-looking information represents management's best judgement based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.

For media inquiries, please contact:
Marcus van der Made, Investor Relations
marcus@sagepotash.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/257046

FAQ

What was the size of Sage Potash's (SGPTF) private placement in June 2025?

Sage Potash raised C$6 million through a non-brokered private placement, which was upsized from the initial C$4 million target due to strong investor interest.

What are the terms of SGPTF's private placement units?

Each unit was priced at C$0.25 and consists of one common share and one-half warrant. Each whole warrant allows purchase of one additional share at C$0.35 for two years from closing.

How will Sage Potash use the proceeds from the C$6M offering?

The proceeds will fund the development of the Sage Plain Potash Project in Utah, including field activities, technical planning, permitting, and general working capital requirements.

What fees did Sage Potash pay for the private placement?

The company paid C$285,860 in cash compensation and issued 1,132,820 broker warrants with the same terms as the offering warrants.

How many shares and warrants did Sage Potash issue in the private placement?

Sage Potash issued 24 million common shares and 12 million share purchase warrants through the offering.