/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
Trading Symbols:
TSX: SEA
NYSE: SA
TORONTO, Oct. 8, 2015 /CNW/ - Seabridge Gold Inc. (the
"Company") announced today that it has arranged a non-brokered
private placement with two of its largest shareholders who have
collectively agreed to purchase 1.8 million common shares of the
Company at a price of $8.10 per share
for gross proceeds of $14,580,000.
Funds from the private placement will be used for general working
capital requirements. FCMI Parent Co. ("FCMI"), an entity
controlled by Albert D. Friedberg
and members of his immediate family, will purchase 1.5 million
shares of the private placement.
Seabridge Chairman and CEO Rudi
Fronk noted that "FCMI has been a shareholder of Seabridge
since 2001 and we are grateful for their ongoing support. The
proceeds from this financing are sufficient to cover Seabridge's
ongoing property holding costs and corporate G&A into 2017. Our
plan is to fund exploration separately through flow-through
offerings at a premium to market, if and when our board determines
that further programs are warranted."
"Our fully-funded 2015 exploration program continues to deliver
on expanding higher grade core zones that have the potential to
enhance projected economics at our 100% owned KSM project in
northwestern British Columbia. As
in previous years, we expect this year's exploration to generate
additional gold resources which more than offset the share dilution
required to finance the Company's operations. Growing gold
ownership per share remains a key objective for Seabridge," Mr.
Fronk said.
The private placement is expected to close on or about
October 30, and is subject to
customary closing conditions including, but not limited to, the
listing of the Common Shares on the Toronto Stock Exchange (the
"TSX") and New York Stock Exchange ("NYSE") and the receipt of all
necessary approvals, including the approval of the TSX and the
NYSE. The shares issued under this private placement 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, including that the expansion
of higher grade core zones have the potential to enhance projected
economics and that exploration is expected to generate additional
gold resources which more than offset the share dilution, 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, 2014 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.