VANCOUVER, BC, Feb. 4, 2025
/CNW/ - Sage Potash Corp. (TSXV: SAGE) (OTC: SGPTF)
("Sage" or the "Company") is pleased to announce
that it has closed its non-brokered private placement of common
shares of the Company previously announced on January 10, 2025 (the "Offering").
Under the Offering, 12,496,940 common shares of the Company were
issued at a price of C$0.20 each for
aggregate gross proceeds of C$2,499,388.
The proceeds of the Offering will be used for general working
capital purposes.
In connection with the Offering, the Company paid an arm's
length finder a cash fee of $9,440
and issued 47,200 finder's warrants (the "Finder's
Warrants") to such finder. Each Finder's Warrant is exercisable
for one common share of the Company at an exercise price of
C$0.20 for a period of 24 months from
the date of issuance.
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.
One insider of the Company participated in the Offering. The
issuance of securities to such insider is a "related party
transaction" as defined under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company is relying on
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 as the Company is listed on the
TSX Venture Exchange and neither the fair market value of
securities issued to related parties nor the consideration being
paid by related parties exceeds 25% of the Company's market
capitalization.
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 is a potash development company vested solely in the Sage
Plain Property within the Paradox Basin situated in Utah and is dedicated to advancing the
domestic supply of potash for American food security through
sustainable solution mining techniques. 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
Website: www.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 certain statements that may be deemed
"forward-looking statements". Forward-looking statements are
statements that are not historical facts and are generally, but not
always, identified by the words "expects", "plans", "anticipates",
"believes", "intends", "estimates", "projects", "potential" and
similar expressions, or that events or conditions "will", "would",
"may", "could" or "should" occur. Forward-looking statements
include, without limitation, statements relating to the use of
proceeds from the Offering. Although the Company believes the
expectations expressed in such forward-looking statements are based
on reasonable assumptions, such statements are not guarantees of
future performance, are subject to risks and uncertainties, and
actual results or realities may differ materially from those in the
forward-looking statements. Such material risks and uncertainties
include, but are not limited to: the proceeds of the Offering being
used other than as described herein; competition within the
industry; actual results of current exploration activities;
environmental risks; changes in project parameters as plans
continue to be refined; future price of commodities; failure of
equipment or processes to operate as anticipated; accidents, and
other risks of the mining industry; delays in obtaining approvals
or financing; risks related to indebtedness and the service of such
indebtedness; as well as those factors, risks and uncertainties
identified and reported in the Company's public filings under its
SEDAR+ profile at www.sedarplus.ca. Although the Company has
attempted to identify important factors that could cause actual
actions, events or results to differ materially from those
described in forward-looking information, there may be other
factors that cause actions, events or results not to be as
anticipated, estimated or intended. Accordingly, readers
should not place undue reliance on forward-looking statements.
There can be no assurance that such information will prove to be
accurate as actual results and future events could differ
materially from those anticipated in such statements.
Forward-looking statements are made as of the date hereof and,
accordingly, are subject to change after such date. The Company
disclaims any intention or obligation to update or revise any
forward-looking information, whether as a result of new
information, future events or otherwise unless required by law.
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SOURCE Sage Potash Corp.
