/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
Trading Symbols:
TSX:
SEA
NYSE:
SA
TORONTO, March 10, 2015 /CNW/ - Seabridge Gold Inc.
(TSX:SEA)(NYSE:SA) (the "Company") announced today that it has
entered into an agreement with a syndicate of underwriters, led by
Canaccord Genuity Corp. (the "Underwriters"), whereby the
Underwriters have agreed to purchase, on a bought deal basis, 1.4
million flow-through common shares of the Company (the
"Flow-Through Shares") at a price of $10.17 per Flow-Through Share (a 27.3% premium to
today's closing price on the Toronto Stock Exchange ("TSX"), for
gross proceeds of $14,238,000 (the
"Offering"). The Company has granted the Underwriters an option to
purchase from the Company up to an additional 210,000 Flow-Through
Shares at the same price as the Offering. The option expires two
weeks prior to the closing of the financing. Canaccord Genuity and
Cowen and Company, LLC are acting as financial advisors to the
Company on this transaction.
The gross proceeds from the Offering will be used to fund the
2015 exploration program at the Company's 100% owned KSM Project in
north western British
Columbia.
Seabridge Chairman and CEO Rudi
Fronk noted that "our 2015 exploration program will continue
to focus on discovering and expanding higher grade core zones that
have the potential to enhance projected economics at our 100% owned
KSM project in northwestern British
Columbia. We expect this year's program to generate
additional gold resources which will more than offset the share
dilution involved just as we are confident that the results from
last year's program will also prove to be accretive to our
shareholders when new resource estimates have been completed.
Growing gold ownership per share continues to be a key objective
for Seabridge."
The Offering is being made by way of private placement in
Canada. The Flow-Through Shares will not be offered or sold
in the United States. The Offering
is expected to close on or about April 7,
2015, and is subject to customary closing conditions
including, but not limited to, the listing of the Common Shares on
the TSX and New York Stock Exchange ("NYSE") and the receipt of all
necessary approvals, including the approval of the TSX, the NYSE,
and the relevant securities regulatory authorities. The
Flow-Through Shares issued under this Offering will be subject to a
four-month hold period.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended, or any state securities laws
and may not be offered or sold within the
United States absent registration or unless an exemption
from such registration is available.
Neither the Toronto Stock Exchange nor its Regulation
Services Provider accepts responsibility for the adequacy or
accuracy of this release.
Statements relating to the estimated or expected future
production and operating results and costs and financial condition
of Seabridge, planned exploration work at the Company's projects
and the expected results of such work are 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, anticipates, believes, intends,
estimates, projects, assumes, potential and similar expressions.
Forward-looking statements also include reference to events or
conditions that will, would, may, could or should occur, including
in relation to the timing of closing and use of proceeds from the
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: the need
to satisfy regulatory and legal requirements with respect to the
Offering, 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, 2013 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 U.S. Securities
and Exchange Commission on EDGAR (available at
www.sec.gov/edgar.shtml).
ON BEHALF OF THE BOARD
"Rudi Fronk"
Chairman and CEO
SOURCE Seabridge Gold Inc.