Sage Gold Inc.
TSX VENTURE : SGX

Sage Gold Inc.

June 13, 2017 15:03 ET

Sage Gold Announces Private Placement of Flow-Through Shares

TORONTO, ONTARIO--(Marketwired - June 13, 2017) - Sage Gold Inc. ("Sage Gold" or the "Corporation") (TSX VENTURE:SGX) is pleased to announce that it intends to complete a non-brokered private placement (the "Offering"), subject to regulatory approval. The Offering will consist of the sale of 4.2 million common shares of the Corporation, on a Flow-Through share basis ("FT shares") for gross proceeds of approximately $1.0 million. Eligible finders may receive in cash of up to 7% and compensation share purchase warrants of up to 7% of the Offering. Each share purchase warrant entitles the holder to purchase its holder to purchase one common share at an exercise price of $0.30 per share for a period of 36 months following the closing date, whereupon the warrants will expire.

The Corporation may at its discretion sell additional FT shares to raise additional proceeds of up to twenty-five per cent (25%) of the Offering.

Securities issued pursuant to the Offering shall be subject to a four-month hold period commencing on the Closing Date under applicable Canadian securities laws. The Corporation intends to use the net proceeds from the Offering to incur Canadian Exploration Expenses (CEE) on its Clavos and Onaman properties.

The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities.

About Sage Gold

The Company is a mineral exploration and development company which has primary interests in near-term production and exploration properties in Ontario. Its main properties are the 100% Clavos Gold property ("Clavos Project") in Timmins and the 100% owned Onaman property including the Lynx copper, gold, silver property and other exploration properties in the Beardmore-Geraldton Gold Camp.

Sage Gold currently plans to complete a reserve estimate and a prefeasibility study regarding the Clavos Project. In the event that a production decision is made that is not based on a feasibility study of mineral reserves demonstrating economic and technical viability prepared in accordance with National Instrument 43-101, readers are cautioned that there is increased uncertainty and higher risk of economic and technical failure associated with such production decisions.

Technical reports and information relating to the properties can be obtained from the System for Electronic Document Analysis and Retrieval (SEDAR) website at www.sedar.com and www.sagegoldinc.com.

CAUTIONARY STATEMENT

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.

This news release may contain forward looking information and the Company cautions readers that forward-looking information is based on certain assumptions and risk factors that could cause actual results to differ materially from the expectations of the Company included in this news release. This news release includes certain "forward-looking statements", which often, but not always, can be identified by the use of words such as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". These statements are based on information currently available to the Company and the Company provides no assurance that actual results will meet management's expectations. Forward-looking statements include estimates and statements with respect to the Company's future plans, objectives or goals, to the effect that the Company or management expects a stated condition or result to occur. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results relating to, among other things, results of exploration, metallurgical processing, project development, reclamation and capital costs of the Company's mineral properties, and the Company's financial condition and prospects, could differ materially from those currently anticipated in such statements for many reasons such as, but are not limited to: failure to identify mineral resources; failure to convert estimated mineral resources to reserves; the preliminary nature of metallurgical test results; delays in obtaining or failures to obtain required governmental, environmental or other project approvals; political risks; uncertainties relating to the availability and costs of financing needed in the future; changes in equity markets, inflation, changes in exchange rates; fluctuations in commodity prices; delays in the development of projects; capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry; and those risks set out in the Company's public documents filed on SEDAR. This list is not exhaustive of the factors that may affect any of the Company's forward- looking statements. These and other factors should be considered carefully and readers should not place undue reliance on the Company's forward-looking statements. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. 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, other than as required by law.

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