Toronto, Ontario–(Newsfile Corp. – January 24, 2025) – Gold in Seabridge Inc . (TSX: TSX:) (NYSE: SA) (the “Company“or”Sea bridge“) announced today that it has entered into a Controlled Equity Offering^SM Sales Agreement dated January 24, 2025 (the “Agreement of Sale“) with Cantor Fitzgerald & Co. (the “Lead Agent“) and RBC Capital Markets, LLC. (together with the Lead Agent, the “Agents“). Pursuant to the Sales Agreement, the Company has the right, at its discretion and from time to time during the Sales Agreement, to sell, through the Lead Agent, such number of common shares of the Company (the”Common features“) resulting in aggregate gross proceeds to the Company of up to US$100 million (the “offer“or”A Facility“). Sales of Common Shares, if any, will be made “in market distributions”, as defined in National Instrument 44-102 – Shelf Distributions, directly on the New York Stock Exchange (“NYSE“) or on any other existing trading market in the United States. No offers or sales of Common Shares will be made in Canada through the facilities of the Toronto Stock Exchange or other trading markets.

The program will be effective until Seabridge’s current US$750 million Shelf Registration Statement expires in February 2027. The net proceeds from the A™ Facility, if any, may be used to advance non-flow through eligible exploration and development of the Company’s projects, potential future acquisitions, and for working capital and general corporate purposes.

Seabridge Chairman and CEO Rudi Fronk noted that the Company has had similar A™ facilities in place for many years. “This agreement replaces a previous agreement that lapsed. We found that our A™ programs in the past gave us enough flexibility to raise funds on an efficient basis, as needed. The any share issuance under A™ is fully disclosed in our financial statements.”

The Offering will be made by means of a prospectus supplement dated January 24, 2025 (the “Prospectus Supplement“) to the current Canadian short form base shelf prospectus and US registration statement on Form F-10 dated January 17, 2025 (collectively the “Offer of Documents“). The Prospectus Supplement will be filed with the Securities Commissions of Canada and the US Securities and Exchange Commission (the “DECLARED by SEC“). The Offering Documents will contain important detailed information about the securities being offered. Before you invest, you should read the Offering Documents, and the documents attached to them for a more complete information about the Company and the Offering. Copies of the Sale Agreement and the Offering Documents are available free of charge by visiting the Company’s profiles on the SEDAR+ website maintained by the Canadian Securities Administrators at https://www.sedarplus.ca or the SEC website at www.sec.gov, as applicable.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor any sale of securities in any jurisdiction where such offer, solicitation or sale would be unlawful. prior to registration or qualification under the securities laws of any jurisdiction.

About Seabridge Gold (NYSE:)

Seabridge owns 100% interest in several gold projects in North America. Seabridge’s main assets, the KSM project, and its Iskut project, are located in Northwest British Columbia, the “Golden Triangle” of Canada, the Courageous Lake project is located in the Northwest Territories of Canada, the Snowstorm project in Getchell Gold Belt in Northern Nevada and the 3 Aces project is located in the Yukon Territory. For a complete breakdown of Seabridge’s Mineral Reserves and Mineral Resources by category please visit the Company’s website at http://www.seabridgegold.com.

Neither the Toronto Stock Exchange, the New York Stock Exchange, nor their Regulation Services Providers accept responsibility for the fairness or accuracy of this release.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and forward-looking information within the meaning of Canadian securities laws (collectively, “forward-looking statements”). Such forward-looking statements include, but are not limited to, statements regarding the expected offering of Common Shares under the A™ Facility, the proceeds from sales under the A™ Facility, the anticipated use of proceeds from of such sales and the Company’s financing options. . Forward-looking statements are statements that are not historical facts and are often, but not always, identified by words such as the following: expect, plan, intend, anticipate, believe, intend, estimate, project , assumed, potential and similar expressions, and as estimates, resource and reserve estimates are also forward-looking statements. Forward-looking statements also include reference to events or conditions that may, may, may or should occur, including with respect to the use of proceeds from the offering. These forward-looking statements are necessarily based on numerous estimates and assumptions that, while considered reasonable at the time they were made, are inherently subject to various risks and uncertainties that may cause actual results to occur. events or results that differ materially from those indicated. 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 reasons; the possibility that work results will not meet projections/expectations and realize the perceived potential of the Company’s projects; uncertainties associated with the interpretation of the results of drilling and other tests and the estimation of gold reserves and resources; risk of accidents, equipment breakdowns and labor disputes or other unforeseen difficulties or disruptions; the possibility of environmental issues with the Company’s projects; the possibility of cost overruns or unexpected costs of work programs; the need to obtain permits and comply with environmental laws and regulations and other governmental requirements; gold price fluctuations and other risks and uncertainties, including those described in the Company’s December 31, 2023 Annual Information Form filed on SEDAR in Canada (available at www.sedarplus.ca) and in 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
“Rudy Fronk”
Chairman and CEO

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