VANCOUVER, BC, Jan. 10,
2025 /CNW/ - Sage Potash Corp., (TSXV: SAGE)
(OTC: SGPTF) ("Sage" or the "Company") is
pleased to announce that the equipment purchase transaction
contemplated in its September 9, 2024
news release (the "Prior News Release") will now be carried
out through an alternative equipment leaseback arrangement, which,
in management's view, is more financially beneficial to the Company
than the direct purchase transaction. Consequently, the purchase
agreement (the "Purchase Agreement") previously entered into
with a subsidiary of International Process Plants ("IPP"),
as well as the associated concurrent financing on the terms
described in the Prior News Release, have been terminated in favour
of such leaseback arrangement.
On execution of the Purchase Agreement, the Company paid a cash
deposit of $500,000 to IPP, which
will be refunded to the Company and offset against the future
equipment leaseback arrangement described above. Such arrangement
has not yet been executed and is under negotiation between the
Company, IPP and other applicable parties, and may be subject to
TSX Venture Exchange acceptance, if required. There are no security
arrangements in place with respect to the deposit.
Other than the deposit, no funds have been advanced, and no
securities of the Company have been issued, to IPP, and there are
no residual liabilities or guarantees of the Company in connection
with termination of the Purchase Agreement.
The Company further announces that it still intends to carry out
a non-brokered private placement of up to 12,500,000 common shares
at $0.20 each, for gross proceeds to
Sage of up to $2.5 million (the
"Offering").
The proceeds of the Offering will be used for general working
capital purposes. 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 Company may pay
finders' fees in cash and/or securities of the Company in
connection with the Offering.
Certain directors and officers of the Company may acquire
securities under the Offering. Any such participation will be
considered to be a "related party transaction" as defined under
Multilateral Instrument 61-101 ("MI 61-101"). The Company
expects that the Offering will be exempt 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
expected fair market value of securities being issued to related
parties nor the consideration being paid by related parties would
exceed 25% of the Company's market capitalization.
Closing of the Offering is subject to TSX Venture Exchange
acceptance.
About Sage Potash Corp.
Sage 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
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 potential
future equipment leaseback arrangement and the intended 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 equipment leaseback arrangement or the Offering not
proceeding as planned; 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.
SOURCE Sage Potash Corp.