Sage Gold Inc. (TSX VENTURE:SGX) ("Sage" or the "Company") announces it has
executed a Joint Venture agreement with St Andrew Goldfields Ltd.
(TSX:SAS)(OTCQX:STADF)("SAS"), to earn a 60% interest on the Clavos gold project
in Timmins, Ontario and has closed a $1.5 million pre-production financing debt
facility ("Debt Financing") with Waterton Global Value, L.P. ("Waterton"). 


This Debt Financing replaces the previously announced non-binding convertible
debt financing (see press release of May 16, 2012) and provides for the issuance
of 6.0 million bonus common shares to Waterton. The interest rate is 9.5% per
annum, and the term of the loan is for one year. There is a 2% structuring fee
payable to Waterton in cash. Sage has received $1 million from this financing
and the balance of $500,000 will be advanced to Sage upon completion of a new
resource study and acceptable scoping study. 


Sage completed the terms of its Option Agreement with SAS dated February 8, 2010
by refunding SAS $300,718 for the Reclamation and Closure bond cost plus accrued
interest together with $40,000 in cash and 800,000 Sage Gold common shares. The
balance of the proceeds of the financing will be used for preproduction expenses
and working capital to advance the Clavos gold project in Timmins, Ontario
including the following:




--  a new National Instrument 43-101 resource study ("NI43-101") 
--  a Preliminary Economic Assessment 
--  a new or updated Closure Plan 
--  working capital 



The Debt Financing is secured by Sage's 60% interest in the Clavos gold project,
and all of the Company's other assets. Waterton has been granted a right of
first refusal on production financing for Sage's 60% interest in the Clavos gold
project and a Gold Supply Agreement ("GSA") pursuant to which Waterton has the
option to purchase Sage's share of gold production from the Clavos gold project
at a zero discount to prevailing market prices, up to 120,000 ounces, or for the
first five years of production, whichever is greater. 


Nigel Lees, President and CEO of Sage comments, "We are very pleased to have
concluded this first tranche with Waterton for the pre-production costs on the
Clavos gold project, especially in a difficult financing environment. We look
forward to a mutually beneficial relationship as we work together with Waterton
on the future production financing."


Cheryl Brandon, Portfolio Manager at Waterton, stated, "Waterton is pleased to
partner with Sage Gold and looks forward to working with the management team to
further develop the Clavos gold project. Sage Gold is positioned to benefit from
the strengthening precious metals market given the near term production profile
of the Clavos gold project and their partnership with a mid-tier gold producer
in the region. We look forward to leveraging our technical and financial
expertise in the gold mining sector to assist with the build-out of the mine
plan and establishing a long term relationship with Sage Gold."


An updated NI43-101 resource study is underway for the Clavos gold deposit and
will include historical surface and underground drilling as well as Sage's
drilling results.


Sage 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 Clavos Gold deposit in Timmins and the Lynx deposit and
other exploration properties in the Beardmore-Geraldton Gold Camp. 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.


This release was prepared by management of the Company who takes full
responsibility for its contents. 


This news release contains certain "Forward-Looking Statements" within the
meaning of Section 21E of the United States Securities Exchange Act of 1934, as
amended and "Forward Looking Information" within the meaning of applicable
Canadian securities legislation. Some forward looking statements and forward
looking information contained in this release are forward-looking and,
therefore, involve uncertainties or risks that could cause actual results to
differ materially. Such forward-looking statements include comments regarding
mining and milling operations, mineral resource statements and exploration
program performance. Factors that could cause actual results to differ
materially include metal price volatility, economic and political events
affecting metal supply and demand, fluctuations in mineralization grade,
geological, technical, mining or processing problems, exploration programs and
future results of exploration programs, future profitability and production. The
Company disclaims any obligation to update forward-looking statements.