Mr. Mike Stier reports

SAGA METALS ANNOUNCES NON-BROKERED PRIVATE PLACEMENT AND PROVIDES CORPORATE UPDATE

Saga Metals Corp. intends to complete a financing by way of a non-brokered private placement for aggregate gross proceeds of $2.5-million comprising: (i) 2.5 million flow-through common share units of the company at 30 cents per flow-through unit for gross proceeds of $750,000; and (ii) seven million hard-dollar common share units of the company at 25 cents per hard-dollar unit for gross proceeds of $1.75-million.

Financing overview

Each flow-through unit consists of one flow-through common share as defined in Subsection 66(15) of the Income Tax Act (Canada) and one transferable common share purchase warrant. Each warrant will entitle its holder to purchase one common share in the capital of the company at a price of 50 cents for 24 months from the closing date of the offering. The warrants and the warrant shares underlying the flow-through units will not qualify as flow-through shares under the tax act.

Each hard-dollar unit consists of one common share and one warrant. Each warrant will entitle its holder to purchase one warrant share at a price of 50 cents for 24 months from the closing date.

Each of the warrants will be subject to the right of the company to accelerate the expiry date of the warrants to a date that is 30 days following dissemination of a news release announcing such acceleration if, at any time, after the closing date, the closing price of the company's common shares equals or exceeds 75 cents for a period of 10 consecutive trading days on the TSX Venture Exchange.

All securities issued in connection with the offering are subject to a hold period of four months and one day following the closing date pursuant to applicable securities laws. The company may pay finders' fees in connection with the offering.

The gross proceeds from the flow-through units will be used by the company for Canadian exploration expenses that are flow-through critical mineral mining expenditures (as such terms are defined in the tax act) on the company's properties in Labrador, Canada, including the company's flagship asset, the Double Mer uranium project. The net proceeds of the hard-dollar units will be used by the company for administrative and general working capital.

Digital marketing services agreement with Machai Capital Inc.

The company further reports that it entered into a digital marketing services agreement dated May 1, 2025, with Machai Capital. Pursuant to the marketing agreement, Machai will, among other things, provide the company with certain marketing services to expand investor awareness of the company's business and to communicate with the investment community. The Machai services will be provided by Machai over a 60-day term. The marketing agreement may be terminated at any time by mutual consent of both parties.

The Machai Services will include, among other things: (i) branding, content and data optimization to assist the company to create in-depth marketing campaigns; and (ii) tracking, organizing and executing the Machai services through search engine optimization, search engine marketing, lead generation, digital marketing, social media marketing, e-mail marketing and brand marketing. In consideration of the Machai services and pursuant to the terms and conditions of the marketing agreement, the company has agreed to pay Machai a fee of $200,000 (plus applicable taxes) over a 60-day term, which will be paid using the company's available working capital. this agreement may be terminated at any time, with mutual consent of both parties.

The Machai services will be rendered primarily on-line through a variety of news and investment community communications channels. Suneal Sandhu, the president of Machai -- located at Suite 101, 17565 58 Ave., Surrey, B.C., V3S 4E3 -- will be involved in conducting the Machai services. Machai and Mr. Sandhu do not have any interest, directly or indirectly, in the company or its securities or any right or intent to acquire such an interest.

The terms and conditions of the marketing agreement remain subject to approval of the TSX Venture Exchange.

Consulting agreement with Simone Capital Corp.

In addition, the company reports that it entered into a consulting agreement dated May 1, 2025, with Simone Capital Corp. Pursuant to the consulting agreement, Simone Capital will, among other things, provide the company with consulting and marketing services consisting of non-deal or deal road shows, co-ordinating introductory meetings and presentations with potential investors, daily outreach to the investment community, phone, e-mail and social media marketing campaigns, webinars, and capital markets advisory services. The Simone services will be provided by Simone Capital over a term beginning on May 5, 2025, and remain in effect for 180 days or until the consulting agreement is terminated. The consulting agreement may be terminated: (i) immediately by the company if Simone Capital does not fulfill or perform the Simone services outlined in the consulting agreement; and (ii) by either party upon 15 days of advance written notice to the other party during the contract term.

In consideration of the Simone services and pursuant to the terms and conditions of the consulting agreement, the company has agreed to pay Simone Capital a fee of $10,000 per month (plus applicable taxes) for the Simone services, which will be paid using the company's available working capital.

The Simone services will be rendered primarily on-line through a variety of news and investment community communications channels. Anthony Simone, the president of Simone Capital -- with at head office located at Suite 201, 907 Alness St, North York, Ont., M3J 2J1 -- will be involved in conducting the Simone services. Simone Capital and Mr. Simone do not have any interest, directly or indirectly, in the company or its securities or any right or intent to acquire such an interest.

The terms and conditions of the consulting agreement remain subject to approval of the TSX Venture Exchange.

About Saga Metals Corp.

Saga Metals is a North American mining company focused on the exploration and discovery of critical minerals that support the global transition to green energy. The company's flagship asset, the Double Mer uranium project, is located in Labrador, Canada, covering 25,600 hectares. This project features uranium radiometrics that highlight an 18-kilometre east-west trend, with a confirmed 14-kilometre section producing samples as high as 0.428 per cent U3O8 (triuranium octoxide) and uranium uranophane was identified in several areas of highest radiometric response (2024 Double Mer technical report).

In addition to its uranium focus, Saga owns the Legacy lithium property in Quebec's Eeyou Istchee James Bay region. This project, developed in partnership with Rio Tinto, has been expanded through the acquisition of the Amirault lithium project. Together, these properties cover 65,849 hectares and share significant geological continuity with other major players in the area, including Rio Tinto, Winsome Resources, Azimut Exploration and Loyal Lithium.

Saga also holds additional exploration assets in Labrador, where the company is focused on the discovery of titanium, vanadium and iron ore. With a portfolio that spans key minerals crucial to the green energy transition, Saga is strategically positioned to play an essential role in the clean energy future.

We seek Safe Harbor.