Seabridge Gold Arranges $17.2 Million Private Placement of Flow-Through Shares
10 Aprile 2018 - 11:08PM
NOT FOR DISSEMINATION IN THE UNITED
STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A
VIOLATION OF UNITED STATES SECURITIES LAWS
Seabridge Gold Inc. (TSX:SEA) (NYSE:SA) (the “Company” or
“Seabridge”) announced today a non-brokered private placement of
one million flow-through common shares of the Company at a price of
$17.16 per share (a 27.1% premium to today’s closing price on the
Toronto Stock Exchange (“TSX”)), for gross proceeds of $17,160,000.
The proceeds from the financing will be used to fund a 2018
exploration program at the Company's KSM project in Northwestern
British Columbia, Canada.
Seabridge Chairman and CEO Rudi Fronk noted
that: “This year’s exploration program at KSM will follow up on the
tremendous success we achieved last year at KSM’s Iron Cap deposit
where inferred gold resources increased by 302% to 20.0 million
ounces and inferred copper resources increased by 379% to 8.6
billion pounds. As in previous years, we are confident that this
year’s program should add sufficient resource ounces of gold to
more than offset the share issuances announced today. Increasing
gold ownership per share remains an important objective for
Seabridge." See news release dated February 13, 2018 for details of
last year’s resource additions at Iron Cap.
The private placement is expected to close on or
about May 4, 2018 and is subject to customary closing conditions
including, but not limited to, the approval of the TSX and the
NYSE. The financing is being made by way of private placement in
Canada and the issued shares will be subject to a four-month hold
period. Seabridge has granted an option to increase the size
of the private placement by an additional 150,000 flow-through
common shares (i.e. 15%) exercisable until April 27, 2018.
This press release is not an offer of the
flow-through common shares for sale in the United States. The
flow-through common shares may not be offered or sold in the United
States absent registration under the US. Securities Act of 1933, as
amended or an exemption from such registration. The
flow-through common shares have not been and will not be publicly
offered in the United States. The flow-through common shares have
not been and will not be registered under the U.S. Securities Act,
or any state securities laws.
Seabridge Gold holds a 100% interest in several
North American gold resource projects. The Company’s principal
assets are the KSM and Iskut properties located near Stewart,
British Columbia, Canada and the Courageous Lake gold project
located in Canada’s Northwest Territories. For a breakdown of
Seabridge’s mineral reserves and resources by project and category
please visit the Company’s website at
http://www.seabridgegold.net/resources.php.
Neither the Toronto Stock Exchange, New
York Stock Exchange, nor their Regulation Services Providers
accepts responsibility for the adequacy or accuracy of this
release.
All reserve and resource estimates
reported by the Corporation were calculated in accordance with the
Canadian National Instrument 43-101 and the Canadian Institute of
Mining and Metallurgy Classification system. These standards differ
significantly from the requirements of the U.S. Securities and
Exchange Commission. Mineral resources which are not mineral
reserves do not have demonstrated economic viability.
Statements relating to planned
exploration work at the Company's projects and the expected results
of such work, including on gold ownership per share, and on the
timing of completion of the private placement are "forward-looking
information" within the meaning of Canadian securities legislation
and forward-looking statements within the meaning of the United
States Private Securities Litigation Reform Act of 1995.
Forward-looking statements are statements that are not historical
facts and are generally, but not always, identified by words such
as the following: expects, plans, aims, anticipates, believes,
intends, estimates, projects, assumes, potential and similar
expressions, and, being estimates, resource and reserve estimates
are also forward-looking statements. Forward-looking statements
also include reference to events or conditions that will, would,
may, could or should occur, including in relation to the use of
proceeds from the flow-through offering. These forward-looking
statements are necessarily based upon a number of estimates and
assumptions that, while considered reasonable at the time they are
made, are inherently subject to a variety of risks and
uncertainties which could cause actual events or results to differ
materially from those reflected in the forward-looking statements,
including, without limitation: uncertainties related to raising
sufficient financing to fund the planned work in a timely manner
and on acceptable terms; changes in planned work resulting from
logistical, technical or other factors; the possibility that
results of work will not fulfill projections/expectations and
realize the perceived potential of the Company's projects;
uncertainties involved in the interpretation of drilling results
and other tests and the estimation of gold reserves and resources;
risk of accidents, equipment breakdowns and labour disputes or
other unanticipated difficulties or interruptions; the possibility
of environmental issues at the Company's projects; the possibility
of cost overruns or unanticipated expenses in work programs; the
need to obtain permits and comply with environmental laws and
regulations and other government requirements; fluctuations in the
price of gold and other risks and uncertainties, including those
described in the Company's December 31, 2017 Annual Information
Form filed with SEDAR in Canada (available at www.sedar.com) and
the Company's Annual Report Form 40-F filed with the SEC on EDGAR
(available at www.sec.gov/edgar.shtml).
ON BEHALF OF THE BOARD
"Rudi Fronk" Chairman and CEO
For further information please contact:Rudi P.
Fronk, Chairman and CEOTel: (416) 367-9292 · Fax:
(416) 367-2711Email: info@seabridgegold.net
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