With This Restriction May Constitute a Violation of United States Securities Laws
Seabridge Gold Inc.
NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY
WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED
STATES SECURITIES LAWS
News Release
Trading Symbols: TSX: SEA F OR IMMEDIATE RELEASE
NYSE: SA July 24, 2019
CORRECTION FROM SOURCE:
Seabridge Gold Secures $17.0 Million Private Placement
This document corrects and replaces the press release that was issued by Seabridge Gold Inc.
("Seabridge" or the "Company"), yesterday, July 23, 2019 at 06:35 pm ET. The error occurred in
the headline where it should have read, "Seabridge Gold Secures $17.0 Million Private
Placement" instead of "Seabridge Gold Secures $US 17.0 Million Private Placement”.
Seabridge Gold Inc. (TSX:SEA)(NYSE:SA) (the “Company” or “Seabridge”) announced today that it has
secured a non-brokered private placement from a single purchaser for one million common shares of the
Company at a price of $17.02 per share for gross proceeds of $17,020,000. No commissions are payable on
this transaction. The proceeds from the financing will be used to fund general working capital requirements.
The private placement is expected to close on or about August 2, 2019 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 in Canada. Seabridge has granted the private placee an option to increase the size of the private
placement by an additional 200,000 common shares exercisable until August 22, 2019.
This press release is not an offer of common shares for sale in the United States. The common shares may
not be offered or sold in the United States absent registration or an available exemption from the registration
requirements of the US. Securities Act of 1933, as amended (the “U.S. Securities Act”) and applicable U.S.
state securities laws. Seabridge will not make any public offering of the securities in the United States. The
common shares have not been and will not be registered under the U.S. Securities Act, or any state securities
laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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 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 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, 2018 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 CEO
Tel: (416) 367-9292 Fax: (416) 367-2711
Email: [email protected]