Singapore, Singapore – May 30, 2025 – St. Augustine Gold and Copper Limited (SAU.T), has finalized a strategic restructuring of its ownership in the KingKing Copper-Gold Project in the Philippines, according to an announcement today. The deal, which effectively consolidates control of the project’s development rights, signals a significant step forward for the company and underscores its commitment to this potentially lucrative venture.
The agreement, initially unveiled on May 20, 2025, involved a convertible note issued to St. Augustine’s co-venture partner, Nationwide Development Corporation (“Nadecor”). The note, valued at $9,120,500, can be converted into 185 million company shares at a price of $0.0493 per share. In exchange, St. Augustine has acquired all outstanding shares of Kingking Milling Corporation, a Nadecor subsidiary that holds the development rights to the KingKing Copper-Gold Project.
The note carries no interest and can be transferred by Nadecor, including to its shareholders. Conversion of the note must occur within six months.
The complex existing structure involves Kingking Mining Corporation, which holds the exploration and development permits. This entity is currently composed of 40% St. Augustine ownership, 40% Nadecor, and 20% by Queensberry Mining and Development Corp., the largest shareholder of the Company. Kingking Mining Corporation has ore sales and royalty agreements with Kingking Milling Corporation. The agreement grants Kingking Milling Corporation the rights to process, mill and market all ore recovered from the Project. In return, Kingking Mining Corporation will receive a 7% royalty on net income, along with certain payments for ore delivered.
This strategic reorganization is viewed as a move to streamline project economics, positioning St. Augustine favorably for securing project financing from external sources. The KingKing project, already pegged as a top-priority mining project by the Philippine government, could potentially unlock considerable value for the company and its shareholders.
About St. Augustine Gold and Copper Limited
St. Augustine (SAU.T) is a TSX-listed mining firm dedicated to developing the Kingking Copper-Gold Project. Widely considered one of the world’s largest undeveloped copper-gold deposits, it represents a cornerstone of the company’s growth strategy amidst a surging demand for these critical metals.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This announcement includes certain “forward-looking statements” within the meaning of Canadian securities legislation. All statements, other than statements of historical fact included herein are forward looking statements. Forward-looking statements involve various risks and uncertainties and are based on certain factors and assumptions. While we consider these assumptions to be reasonable based on currently available information, they may prove to be incorrect. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking information is also subject to certain factors, including risks and uncertainties, that could cause actual results to differ materially from the Company’s current expectations, including changes in market conditions, governmental or regulatory developments and general economic conditions. Other risks and uncertainties related to the Company are disclosed under the heading “Risk Factors” in the Company’s Annual Information Form dated March 31, 2025 and filed with Canadian securities regulatory authorities on the SEDAR+ website atwww.sedarplus.ca. Forward-looking information contained in this announcement is based on our current estimates, expectations and projections, which we believe are reasonable as of the current date. You should not place undue importance on forward-looking information and should nor rely on this information as of any other date. While we may elect to, we are under no obligation and do not undertake to update this information at any particular time except as required by applicable securities law.
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