[Annual General Meeting (AGM) Results](index=1&type=section&id=Annual%20General%20Meeting%20(AGM)%20Results) This section details the outcomes of Seabridge Gold's Annual General Meeting, including shareholder participation, director elections, and other approved resolutions [Meeting Details and Shareholder Participation](index=1&type=section&id=Meeting%20Details%20and%20Shareholder%20Participation) Seabridge Gold's Annual General Meeting (AGM) was held on June 25, 2025, with 70.15% of common shares represented. All matters presented for approval were duly authorized and approved by shareholders - The Annual General Meeting of shareholders was held on **June 25, 2025**[1](index=1&type=chunk) Shareholder Participation at AGM | Metric | Value | | :--- | :--- | | Total Common Shares Represented | 70,526,925 | | Percentage of Issued & Outstanding Shares | 70.15% | | Shares as "Non-votes" (U.S. proxy rules) | 16,457,945 | [Director Elections](index=1&type=section&id=Director%20Elections) All ten of management's nominees for the board of directors were elected by shareholders, with approval percentages ranging from 93.03% to 99.43% - All of management's nominees to the board of directors were elected[3](index=3&type=chunk) Director Election Results | Director | Votes For | Votes Against | Percentage For | | :--- | :--- | :--- | :--- | | Trace J. Arlaud | 53,457,425 | 611,555 | 98.87% | | Matthew Coon Come | 53,425,307 | 643,672 | 98.81% | | Rudi P. Fronk | 53,235,868 | 833,110 | 98.46% | | M. Colin Joudrie | 53,718,167 | 350,813 | 99.35% | | Melanie R. Miller | 53,703,236 | 365,744 | 99.32% | | Clem A. Pelletier | 53,720,659 | 348,321 | 99.36% | | Julie Robertson | 53,700,508 | 368,471 | 99.32% | | John W. Sabine | 50,297,813 | 3,771,166 | 93.03% | | Gary A. Sugar | 53,761,058 | 307,921 | 99.43% | | Carol T. Willson | 53,413,099 | 655,880 | 98.79% | [Other Approved Resolutions](index=1&type=section&id=Other%20Approved%20Resolutions) Shareholders approved several key resolutions, including fixing the number of directors at ten, appointing KPMG LLP as auditor, authorizing directors to fix auditor remuneration, adopting a new By-law, and an advisory vote on executive compensation Other Resolutions Approved at AGM | Resolution | Percentage For | | :--- | :--- | | Fix Number of Directors at Ten | 99.14% | | Appointment of KPMG LLP as Auditor | 98.29% | | Authorization for Directors to Fix Auditor Remuneration | 98.64% | | Approval of New By-law | 63.44% | | Advisory Vote on Executive Compensation | 93.52% | [Board Member Transitions and New Appointment](index=1&type=section&id=Board%20Member%20Transitions%20and%20New%20Appointment) Long-serving board members Mr. Jay Layman and Mr. Eliseo Gonzalez Urien have transitioned from the board to serve as advisors for an additional year. Mr. Colin Joudrie, with over 35 years of mining industry experience, has been appointed to the board - Long-time board members Mr. Jay Layman (over **13 years**) and Mr. Eliseo Gonzalez Urien (**19 years**) have departed the board but will serve as advisors for an additional year to facilitate a smooth transition[2](index=2&type=chunk) - Mr. Colin Joudrie has joined the board, bringing over **35 years of experience** in the mining industry, particularly in technical matters, joint venture negotiation, and large project development[5](index=5&type=chunk) [Company Profile](index=2&type=section&id=Company%20Profile) This section outlines Seabridge Gold's key North American gold projects and provides essential corporate contact information [North American Gold Projects](index=2&type=section&id=North%20American%20Gold%20Projects) Seabridge Gold holds a 100% interest in several significant North American gold projects, including KSM, Iskut, Courageous Lake, Snowstorm, and 3 Aces, located in key mining regions across Canada and the US - Seabridge holds a **100% interest** in several North American gold projects[6](index=6&type=chunk) - KSM and Iskut projects: Located in northwest British Columbia, Canada's "Golden Triangle" - Courageous Lake project: Located in Canada's Northwest Territories - Snowstorm project: Located in the Getchell Gold Belt of Northern Nevada - 3 Aces project: Located in the Yukon Territory [Corporate Contacts and Disclaimer](index=2&type=section&id=Corporate%20Contacts%20and%20Disclaimer) The release includes a standard disclaimer stating that stock exchanges do not accept responsibility for the adequacy or accuracy of the information, and provides contact details for the Chairman and CEO - Neither the Toronto Stock Exchange, New York Stock Exchange, nor their Regulation Services Providers accept responsibility for the adequacy or accuracy of this release[7](index=7&type=chunk) - Contact Person: Rudi P. Fronk, Chairman and C.E.O - Telephone: (416) 367-9292 - Fax: (416) 367-2711 - Email: info@seabridgegold.com

Core Insights - Seabridge Gold Inc. has released its 2024 Sustainability Report, highlighting its commitment to responsible exploration, community engagement, and environmental stewardship [1] Safety Excellence - In 2024, Seabridge achieved its best safety performance in company history, with a total reported incident frequency of 0.50, significantly below the management target of 2.0, reflecting a strong safety culture and comprehensive safety practices [2] Diversity and Inclusion - The company has made strides in diversity, with 36% of its Board of Directors being women and female representation within the organization rising to 53%, showcasing its commitment to an inclusive workplace [3] Environmental Stewardship and Indigenous Engagement - Seabridge is focused on environmental stewardship and Indigenous engagement, forming partnerships with First Nations and working on rehabilitating legacy mining impacts, alongside a robust analysis of its carbon footprint for future sustainability objectives [4] Community Investment - In 2024, Seabridge invested in community development projects, notably supporting the establishment of a Tier 3 Neonatal Intensive Care Unit at Mills Memorial Hospital in Terrace, British Columbia, enhancing critical care for mothers and pre-term babies [5] Looking Ahead - The company is dedicated to advancing sustainable practices and creating lasting value for stakeholders, while continuously assessing climate and nature-related risks and opportunities [6] Company Overview - Seabridge holds a 100% interest in several North American gold projects, including the KSM and Iskut projects in British Columbia, the Courageous Lake project in Northwest Territories, the Snowstorm project in Northern Nevada, and the 3 Aces project in Yukon Territory [8]

Core Viewpoint - Seabridge Gold has initiated its 2025 drill program at the Iskut Project, focusing on delineating copper-gold porphyry mineralization discovered in 2024, with the aim of developing a maiden resource estimation [1][2][3] Group 1: Drill Program Details - The 2025 program will utilize three helicopter-portable drill rigs and aims to complete at least 8,000 meters of core drilling, with a fully funded budget of $13.4 million [2] - The program will also evaluate other targets, including a Cu-Au porphyry intrusive source for the anticipated maiden resource [2] Group 2: Strategic Focus and Expectations - The Chairman and CEO of Seabridge Gold emphasized that the discovery at Snip North provides clear direction for resource development, with a focus on the Bronson Trend, which is expected to contain additional porphyry targets [3] - The Iskut Project's systems are comparable in size to the nearby KSM deposits, which have extensive strike lengths and significant width/depth dimensions, indicating potential for a large porphyry district [3] Group 3: Regional Geology and Potential - Regional geophysical surveys and surface geology have confirmed the Bronson Trend, which connects multiple occurrences and shows substantial high-level expressions of Cu-Au porphyry systems [3] - The ongoing efforts aim to refine the understanding of multiple porphyry targets embedded within this structural corridor, with results from the Snip North program expected to guide further exploration [3]

Consolidated Statements of Financial Position](index=2&type=section&id=Consolidated%20Statements%20of%20Financial%20Position) Seabridge Gold Inc.'s financial position strengthened by March 31, 2025, with increased assets and equity, and reduced liabilities [Assets](index=2&type=section&id=Assets) Seabridge Gold Inc.'s total assets grew to **$1,597,275 thousands of CAD** by March 31, 2025, driven by increased cash and mineral interests | Category | March 31, 2025 (CAD '000s) | December 31, 2024 (CAD '000s) | | :----------------------------- | :-------------------------- | :-------------------------- | | **Current Assets** | | | | Cash and cash equivalents | 156,761 | 49,815 | | Amounts receivable & prepaid | 2,709 | 2,928 | | Marketable securities | 6,617 | 5,403 | | **Total Current Assets** | **166,087** | **58,146** | | **Non-Current Assets** | | | | Investment in associate | 829 | 913 | | Long-term receivables & other | 135,547 | 119,947 | | Mineral interests, P&E | 1,272,723 | 1,251,424 | | Reclamation deposits | 22,089 | 22,307 | | **Total Non-Current Assets** | **1,431,188** | **1,394,591** | | **Total Assets** | **1,597,275** | **1,452,737** | - Cash and cash equivalents saw a substantial increase from **$49,815 thousands of CAD** at December 31, 2024, to **$156,761 thousands of CAD** at March 31, 2025[3](index=3&type=chunk) - Mineral interests, property and equipment increased from **$1,251,424 thousands of CAD** to **$1,272,723 thousands of CAD**[3](index=3&type=chunk) [Liabilities and Shareholders' Equity](index=2&type=section&id=Liabilities%20and%20Shareholders'%20Equity) Total liabilities decreased slightly to **$601,435 thousands of CAD** by March 31, 2025, while shareholders' equity significantly increased to **$995,840 thousands of CAD** due to share issuances and net earnings | Category | March 31, 2025 (CAD '000s) | December 31, 2024 (CAD '000s) | | :-------------------------------- | :-------------------------- | :-------------------------- | | **Current Liabilities** | | | | Accounts payable & accrued | 8,767 | 11,281 | | Flow-through share premium | 6,645 | 6,940 | | Lease obligations | 271 | 348 | | Provision for reclamation | 1,750 | 1,750 | | **Total Current Liabilities** | **17,433** | **20,319** | | **Non-Current Liabilities** | | | | Secured note liabilities | 556,353 | 562,552 | | Deferred income tax liabilities | 21,172 | 20,304 | | Lease obligations | 949 | 1,002 | | Provision for reclamation | 5,528 | 5,542 | | **Total Non-Current Liabilities** | **584,002** | **589,400** | | **Total Liabilities** | **601,435** | **609,719** | | **Shareholders' Equity** | **995,840** | **843,018** | | **Total Liabilities & Equity** | **1,597,275** | **1,452,737** | - Shareholders' equity increased by **$152,822 thousands of CAD**, from **$843,018 thousands of CAD** to **$995,840 thousands of CAD**, primarily due to share issuances[3](index=3&type=chunk) - Current liabilities decreased from **$20,319 thousands of CAD** to **$17,433 thousands of CAD**, mainly due to a reduction in accounts payable and accrued liabilities[3](index=3&type=chunk) Consolidated Statements of Operations and Comprehensive Income (Loss)](index=3&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Loss)) The company reported net earnings and positive comprehensive income for Q1 2025, a significant improvement driven by foreign exchange gains [Net Earnings (Loss) and Comprehensive Income (Loss)](index=3&type=section&id=Net%20Earnings%20(Loss)%20and%20Comprehensive%20Income%20(Loss)) For the three months ended March 31, 2025, Seabridge Gold Inc. reported net earnings of **$10,551 thousands of CAD**, a significant improvement from a net loss of **$8,173 thousands of CAD** in the same period of 2024, with total comprehensive income turning positive | Item | Three months ended March 31, 2025 (CAD '000s) | Three months ended March 31, 2024 (CAD '000s) | | :------------------------------------ | :------------------------------------------ | :------------------------------------------ | | Remeasurement of secured notes | 16,281 | 14,640 | | Corporate and administrative expenses | (4,354) | (4,647) | | Foreign exchange gain (loss) | 1,926 | (12,901) | | Other income - flow-through shares | 295 | 248 | | Interest income | 878 | 311 | | Finance costs and other | (130) | (51) | | Earnings (loss) before income taxes | 14,896 | (2,400) | | Income tax expense | (4,345) | (5,773) | | **Net earnings (loss)** | **10,551** | **(8,173)** | | Other comprehensive income (loss) | | | | Remeasurement of secured notes | (7,102) | (21,351) | | Change in fair value of marketable securities | 1,214 | 395 | | Tax impact | 1,755 | 5,713 | | **Total other comprehensive loss** | **(4,133)** | **(15,243)** | | **Total comprehensive income (loss)** | **6,418** | **(23,416)** | - Basic and diluted earnings per common share improved significantly to **$0.11** in Q1 2025 from a loss of **$0.09** in Q1 2024[4](index=4&type=chunk) - A foreign exchange gain of **$1,926 thousands of CAD** in Q1 2025 contrasted sharply with a loss of **$12,901 thousands of CAD** in Q1 2024, contributing to the positive earnings[4](index=4&type=chunk) Consolidated Statements of Changes in Shareholders' Equity](index=4&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) Shareholders' equity significantly increased due to substantial share issuances and net income for the period [Shareholders' Equity Changes](index=4&type=section&id=Shareholders'%20Equity%20Changes) Shareholders' equity increased substantially from **$843,018 thousands of CAD** at December 31, 2024, to **$995,840 thousands of CAD** at March 31, 2025, driven by significant share issuances and net income | Item | Number of Shares | Share Capital (CAD '000s) | Total Equity (CAD '000s) | | :------------------------------------ | :--------------- | :----------------------- | :----------------------- | | As at December 31, 2024 | 91,912,919 | 1,051,755 | 843,018 | | Share issuance - Bought deal and private placement, net of costs | 8,180,000 | 136,787 | 136,787 | | Share issuance - Interest expense paid in shares | 323,445 | 5,247 | 5,247 | | Share issuance - At-The-Market offering | 126,750 | 2,255 | 2,255 | | Share issuance costs | - | (669) | (669) | | Deferred tax on share issuance costs | - | 1,722 | 1,722 | | Stock-based compensation | - | - | 1,062 | | Other comprehensive loss | - | - | (4,133) | | Net income for the period | - | - | 10,551 | | **As at March 31, 2025** | **100,543,114** | **1,197,097** | **995,840** | - The company issued **8,180,000 common shares** through a bought deal and private placement, contributing **$136,787 thousands of CAD** to share capital[6](index=6&type=chunk) - Net income for the period of **$10,551 thousands of CAD** also contributed positively to the increase in total equity[6](index=6&type=chunk) Consolidated Statements of Cash Flows](index=5&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents significantly increased, primarily driven by strong financing activities from share issuances [Cash Flow Activities](index=5&type=section&id=Cash%20Flow%20Activities) For the three months ended March 31, 2025, Seabridge Gold Inc. experienced a significant increase in cash and cash equivalents, primarily driven by strong financing activities | Activity | Three months ended March 31, 2025 (CAD '000s) | Three months ended March 31, 2024 (CAD '000s) | | :------------------------------------ | :------------------------------------------ | :------------------------------------------ | | Net cash used in operating activities | (1,639) | 1,353 | | Net cash used in investing activities | (29,635) | (39,300) | | Net cash from financing activities | 138,241 | 10,834 | | Effects of exchange rate fluctuation | (21) | 368 | | **Increase (decrease) in cash** | **106,946** | **(26,745)** | | Cash and cash equivalents, beginning | 49,815 | 82,438 | | **Cash and cash equivalents, end** | **156,761** | **55,693** | - Net cash from financing activities increased significantly to **$138,241 thousands of CAD** in Q1 2025 from **$10,834 thousands of CAD** in Q1 2024, primarily due to share issuances[8](index=8&type=chunk) - Net cash used in investing activities decreased to **$29,635 thousands of CAD** in Q1 2025 from **$39,300 thousands of CAD** in Q1 2024, mainly due to lower expenditures on mineral interests, property and equipment[8](index=8&type=chunk) Notes to the Condensed Consolidated Interim Financial Statements](index=6&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) Detailed notes provide context on the company's reporting entity, accounting policies, financial instruments, and commitments [1. Reporting entity](index=6&type=section&id=1.%20Reporting%20entity) Seabridge Gold Inc. is a Canadian company focused on acquiring, exploring, and advancing gold-focused mineral properties in Canada and the USA - Seabridge Gold Inc. is engaged in acquiring, exploring, and advancing mineral properties, with an emphasis on gold resources, located in Canada and the United States of America[9](index=9&type=chunk) - The Company's common shares are listed on the Toronto Stock Exchange (SEA) and the New York Stock Exchange (SA)[9](index=9&type=chunk) [2. Basis of preparation](index=6&type=section&id=2.%20Basis%20of%20preparation) The interim financial statements are prepared in accordance with IAS 34, using consistent accounting policies, with new IFRS standards under assessment - The unaudited interim condensed consolidated financial statements were prepared in accordance with IAS 34, Interim Financial Reporting[10](index=10&type=chunk) - Amendments to IAS 21, effective January 1, 2025, regarding currency exchangeability, did not have an impact on the Company's consolidated interim financial statements[11](index=11&type=chunk) - The Company is currently assessing the impact of IFRS 9 amendments (effective January 1, 2026) and IFRS 18 (effective January 1, 2027) on its financial statements[15](index=15&type=chunk) [3. Amounts receivable and prepaid expenses](index=7&type=section&id=3.%20Amounts%20receivable%20and%20prepaid%20expenses) Amounts receivable and prepaid expenses decreased slightly to **$2,709 thousands of CAD** at March 31, 2025, from **$2,928 thousands of CAD** at December 31, 2024 | ($000s) | March 31, 2025 | December 31, 2024 | | :-------------------------- | :------------- | :---------------- | | HST | 1,189 | 1,312 | | Prepaid expenses and other | 1,520 | 1,616 | | **Total** | **2,709** | **2,928** | [4. Investments](index=7&type=section&id=4.%20Investments) Investments in marketable securities increased to **$6,617 thousands of CAD** at March 31, 2025, while investment in associate decreased slightly to **$829 thousands of CAD** | ($000s) | March 31, 2025 | December 31, 2024 | | :-------------------------- | :------------- | :---------------- | | Investments in marketable securities | 6,617 | 5,403 | | Investment in associate | 829 | 913 | - The Company recorded its proportionate share of Paramount's net loss of **$0.1 millions of** for the three months ended March 31, 2025, compared to a net income of **$0.02 millions of** in the prior year[14](index=14&type=chunk) [5. Long-term receivables and other assets](index=8&type=section&id=5.%20Long-term%20receivables%20and%20other%20assets) Long-term receivables and other assets increased to **$135,547 thousands of CAD** at March 31, 2025, mainly due to prepayments for the KSM Project, and the BCMETC receivable was successfully defended | ($000s) | March 31, 2025 | December 31, 2024 | | :------------------------------------ | :------------- | :---------------- | | BC Hydro | 122,320 | 106,720 | | Canadian Exploration Expenses (CEE) | 9,361 | 9,361 | | British Columbia Mineral Exploration Tax Credit (BCMETC) | 3,866 | 3,866 | | **Total** | **135,547** | **119,947** | - The Company made **$122.3 millions of** in prepayments to BC Hydro as at March 31, 2025, with an additional **$24.4 millions of** paid subsequent to quarter end[16](index=16&type=chunk) - A judgment was rendered substantially in favor of the Company on March 26, 2025, supporting the recoverability of the BCMETC receivable, with the CRA not appealing the ruling[16](index=16&type=chunk) [6. Mineral Interests, Property and Equipment](index=9&type=section&id=6.%20Mineral%20Interests,%20Property%20and%20Equipment) Mineral interests, property and equipment increased to **$1,272,723 thousands of CAD** at March 31, 2025, driven by construction in progress at the KSM Project | Category | December 31, 2024 (Net Book Value) | March 31, 2025 (Net Book Value) | | :-------------------------- | :------------------------------- | :------------------------------ | | Mineral interests | 802,590 | 807,224 | | Construction in progress | 277,979 | 295,453 | | Property & equipment | 169,530 | 168,866 | | Right-of-use assets | 1,325 | 1,180 | | **Total** | **1,251,424** | **1,272,723** | 6. Mineral Interests, Property and Equipment | Project | Three months ended March 31, 2025 Additions (CAD '000s) | | :---------------- | :------------------------------------------------ | | KSM additions | 20,010 | | Courageous Lake | 165 | | Iskut | 745 | | Snowstorm | 561 | | 3 Aces | 627 | | **Total Additions** | **22,108** | - Construction in progress additions at KSM included **$8.7 millions of** of capitalized borrowing costs for the current quarter, up from **$7.7 millions of** in the prior year[19](index=19&type=chunk) [7. Accounts payable and accrued liabilities](index=10&type=section&id=7.%20Accounts%20payable%20and%20accrued%20liabilities) Accounts payable and accrued liabilities decreased to **$8,767 thousands of CAD** at March 31, 2025, from **$11,281 thousands of CAD** at December 31, 2024, primarily due to a reduction in trade payables | ($000s) | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :------------- | :---------------- | | Trade payables | 2,988 | 7,701 | | Non-trade payables and Accrued liabilities | 5,779 | 3,580 | | **Total** | **8,767** | **11,281** | [8. Provision for reclamation liabilities](index=11&type=section&id=8.%20Provision%20for%20reclamation%20liabilities) The total provision for reclamation liabilities remained stable at **$7,278 thousands of CAD** at March 31, 2025, with the Company maintaining significant reclamation deposits and surety bonds | ($000s) | March 31, 2025 | December 31, 2024 | | :------------------------------------ | :------------- | :---------------- | | Beginning of the period | 7,292 | 7,435 | | Disbursements | (51) | (843) | | Environmental rehabilitation expense | - | 450 | | Accretion | 37 | 250 | | **End of the period** | **7,278** | **7,292** | | Provision for reclamation liabilities - current | 1,750 | 1,750 | | Provision for reclamation liabilities - long-term | 5,528 | 5,542 | - The Company has placed **$22.1 millions of** on deposit as security against reclamation liabilities as at March 31, 2025[22](index=22&type=chunk) - The Company had **$10.0 millions of** of uncollateralized surety bond in support of environmental closure costs obligations related to the KSM Project[22](index=22&type=chunk) [9. Secured Note liabilities](index=11&type=section&id=9.%20Secured%20Note%20liabilities) Seabridge Gold Inc. holds two secured notes, the **2022 Secured Note** (US**$225 millions of**) and the **2023 Secured Note** (US**$150 millions of**), both tied to the KSM Project and accounted for at fair value through profit or loss [9.i. 2022 Secured Note](index=11&type=section&id=9.i.%202022%20Secured%20Note) The **2022 Secured Note**, valued at US**$225 millions of**, is exchangeable for a **60%** gross silver royalty on the KSM Project upon maturity, with its fair value at **$317.3 millions of CAD** as of March 31, 2025 - The **2022 Secured Note** is for **US$225 millions of** and will be exchanged for a **60%** gross silver royalty on the KSM Project upon maturity[23](index=23&type=chunk) - The fair value of the **2022 Secured Note** was **$317.3 millions of CAD** as at March 31, 2025, recorded as the fair value of the Silver Financing Put, which is expected to become exercisable in 2027[27](index=27&type=chunk) - The Company issued **323,445 common shares** to satisfy the interest payment on the **2022 Secured Note** for the three months ended March 31, 2025[24](index=24&type=chunk) 2022 Secured Note Key Inputs and Assumptions | Key Inputs and assumptions | March 31, 2025 | December 31, 2024 | | :------------------------------------ | :------------- | :---------------- | | Forecast silver production (thousands of ounces) | 166,144 | 166,144 | | Silver spot price | US$ 34.90 | US$ 29.66 | | Risk-free rate | 4.6% | 4.8% | | Credit spread | 4.6% | 4.8% | | Share price volatility | 60% | 60% | | Silver royalty discount factor | 13.1% | 11.6% | [9.ii. 2023 Secured Note](index=14&type=section&id=9.ii.%202023%20Secured%20Note) The **2023 Secured Note**, for US**$150 millions of**, will be exchanged for a **1%** NSR on the KSM Project upon maturity, with its fair value at **$239.1 millions of CAD** as of March 31, 2025 - The **2023 Secured Note** is for **US$150 millions of** and will be exchanged for a **1%** Net Smelter Royalty (NSR) on the KSM Project upon maturity, with potential increases to **1.25%** or **1.5%** under certain conditions[35](index=35&type=chunk) - The fair value of the **2023 Secured Note** was **$239.069 millions of CAD** at March 31, 2025, and the Company recorded a **$9.7 millions of** gain on remeasurement through profit or loss for the three months ended March 31, 2025[39](index=39&type=chunk)[41](index=41&type=chunk) - Payment of quarterly interest due on or before June 29, 2025, will be deferred and payable in a lump sum on or before December 29, 2025, or KSMCo can elect to increase the size of the NSR[35](index=35&type=chunk) 2023 Secured Note Key Inputs and Assumptions | Key inputs and assumptions | March 31, 2025 | December 31, 2024 | | :------------------------------------ | :------------- | :---------------- | | Forecast NSR: Gold (thousands of ounces) | 10,500 | 10,500 | | Forecast NSR: Silver (thousands of ounces) | 29,876 | 29,876 | | Forecast NSR: Copper (millions of pounds) | 19,322 | 19,322 | | Forecast NSR: Molybdenum (millions of pounds) | 152 | 152 | | Metals spot prices: Gold per ounce | US$ 3,060.20 | US$ 2,617.20 | | Metals spot prices: Silver per ounce | US$ 34.90 | US$ 29.66 | | Metals spot prices: Copper per pound | US$ 4.44 | US$ 4.06 | | Metals spot prices: Molybdenum per pound | US$ 20.13 | US$ 21.37 | | Risk-free rate | 4.6% | 4.8% | | Credit spread | 4.6% | 4.8% | | Share price volatility | 60% | 60% | | NSR royalty discount factor | 13.1% | 11.6% | [10. Shareholders' equity](index=17&type=section&id=10.%20Shareholders'%20equity) Shareholders' equity increased significantly due to equity financings, with capital management focused on funding mineral property development through external financing [10.a) Equity financings](index=18&type=section&id=10.a)%20Equity%20financings) In Q1 2025, Seabridge Gold Inc. completed a bought deal and private placement, issuing **8,180,000 common shares** for gross proceeds of **$142.5 millions of CAD** (US**$100.2 millions of**) - On February 13, 2025, the Company issued **8,180,000 common shares** through a bought deal and private placement for aggregate gross proceeds of **$142.5 millions of CAD** (**US$100.2 millions of**)[47](index=47&type=chunk) - During Q1 2025, the Company issued **126,750 shares** for net proceeds of **$2.2 millions of CAD** under its ATM offering, with **US$98.9 millions of** still available[49](index=49&type=chunk) - The ATM offering program was renewed, allowing the Company to sell up to an additional **US$100 millions of** in common shares until February 2027[48](index=48&type=chunk) [10.b) Stock options and restricted share units](index=19&type=section&id=10.b)%20Stock%20options%20and%20restricted%20share%20units) The Company's stock option plan was cancelled in 2024, with compensation now primarily through RSUs and DSUs, totaling **831,802 units** outstanding at March 31, 2025 | Item | Number of units | Amortized value (CAD '000s) | | :-------------------------- | :-------------- | :------------------------- | | Outstanding January 1, 2025 | 837,301 | 4,198 | | Expired/forfeited RSUs | (5,499) | (24) | | Amortized value of RSUs and DSUs | - | 1,086 | | **Outstanding at March 31, 2025** | **831,802** | **5,260** | - In December 2024, **54,500 DSUs** were granted to Board members, and **316,420 RSUs** were granted to senior management and other employees[53](index=53&type=chunk) - The vesting of RSUs granted to senior management is dependent on corporate objectives, including a positive construction decision at KSM and the Company's share price outperforming market benchmarks[53](index=53&type=chunk) [10.c) Basic and diluted net earnings (loss) per common share](index=20&type=section&id=10.c)%20Basic%20and%20diluted%20net%20earnings%20(loss)%20per%20common%20share) Basic and diluted net earnings per common share improved to **$0.11** for the three months ended March 31, 2025, compared to a loss of **$0.09** in the prior year | Item | March 31, 2025 | March 31, 2024 | | :------------------------------------ | :------------- | :------------- | | Basic weighted average shares outstanding | 95,651,182 | 86,399,071 | | Weighted average shares dilution adjustments: Restricted share units | 370,594 | - | | **Diluted weighted average shares outstanding** | **96,021,776** | **86,399,071** | - Basic and diluted net earnings per common share were **$0.11** for the three months ended March 31, 2025, a significant improvement from a loss of **$0.09** in the same period of 2024[4](index=4&type=chunk)[57](index=57&type=chunk) [11. Cash flow items](index=21&type=section&id=11.%20Cash%20flow%20items) Non-cash adjustments within operating activities totaled **$163 thousands of CAD** for the three months ended March 31, 2025, a decrease from a negative **$292 thousands of CAD** in the prior year | ($000s) | March 31, 2025 | March 31, 2024 | | :------------------------------------ | :------------- | :------------- | | Equity loss of associate | 84 | (19) | | Depreciation | 21 | 34 | | Finance costs, net | 37 | 61 | | Effects of exchange rate fluctuation on cash and cash equivalents | 21 | (368) | | **Total** | **163** | **(292)** | [12. Fair value of financial assets and liabilities](index=21&type=section&id=12.%20Fair%20value%20of%20financial%20assets%20and%20liabilities) The Company classifies its financial instruments using a three-level fair value hierarchy, managing credit, liquidity, and market risks to ensure sufficient liquidity | ($000s) | Carrying Amount (March 31, 2025) | Level 1 | Level 2 | Level 3 | Total Fair Value | | :-------------------------- | :------------------------------- | :------ | :------ | :------ | :--------------- | | **Assets** | | | | | | | Investment in marketable securities | 6,617 | 6,617 | - | - | 6,617 | | **Liabilities** | | | | | | | Secured note liabilities | 556,353 | - | - | 556,353 | 556,353 | - The Company's credit risk is primarily attributable to short-term deposits, convertible notes receivable, and amounts receivable, with management believing the risk of loss to be remote[67](index=67&type=chunk) - The Company renewed its ATM offering for up to an additional **US$100 millions of** of common shares until February 2027 to ensure sufficient liquidity, though sales are restricted until after May 20, 2025, due to a covenant[68](index=68&type=chunk)[69](index=69&type=chunk) [13. Corporate and administrative expenses](index=24&type=section&id=13.%20Corporate%20and%20administrative%20expenses) Corporate and administrative expenses decreased to **$4,354 thousands of CAD** for the three months ended March 31, 2025, from **$4,647 thousands of CAD** in the prior year | ($000s) | Three months ended March 31, 2025 | Three months ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Employee compensation | 1,723 | 1,720 | | Stock-based compensation | 1,062 | 1,190 | | Professional fees | 309 | 705 | | Other general and administrative | 1,260 | 1,032 | | **Total** | **4,354** | **4,647** | [14. Related party disclosures](index=24&type=section&id=14.%20Related%20party%20disclosures) No payments to related parties other than compensation to key management personnel were made during the three months ended March 31, 2025 and 2024 - No payments to related parties other than compensation to key management personnel were made during the three months ended March 31, 2025 and 2024[77](index=77&type=chunk) [15. Commitments and contingencies](index=24&type=section&id=15.%20Commitments%20and%20contingencies) Seabridge Gold Inc. has total commitments and contingencies of **$288,773 thousands of CAD**, with **$93,602 thousands of CAD** due in 2025, including secured note interest and capital expenditures | ($000s) | Total | 2025 | 2026-2027 | 2028-2029 | 2030-2031 | | :-------------------------- | :---- | :--- | :-------- | :-------- | :-------- | | 2022 Secured Note - interest | 125,675 | 15,769 | 42,050 | 42,050 | 25,806 | | 2023 Secured Note - interest | 111,189 | 37,917 | 28,034 | 28,034 | 17,204 | | Capital expenditure commitments | 21,608 | 19,872 | 1,736 | - | - | | Flow-through share expenditures | 18,914 | 18,914 | - | - | - | | Mineral interests | 9,026 | 620 | 1,634 | 3,386 | 3,386 | | Lease obligation | 2,361 | 511 | 880 | 820 | 150 | | **Total** | **288,773** | **93,602** | **74,334** | **74,290** | **46,546** | - The estimated cost to complete construction of BC Hydro facilities for the KSM Project is **$86.2 millions of**, of which **$78.8 millions of** has been paid, with a remaining balance of **$7.4 millions of** due in July 2025[79](index=79&type=chunk) - The Company also has **$74.7 millions of** in security or cash required for BC Hydro system reinforcement, with **$67.7 millions of** paid and **$7.0 millions of** due in July 2025[79](index=79&type=chunk)

Seabridge's Q1 2025 Report to Shareholders can be found here. Recent Highlights Toronto, Ontario--(Newsfile Corp. - May 13, 2025) - Seabridge Gold (TSX: SEA) (NYSE: SA) announced today that it has filed its Interim Financial Statements and Management's Discussion and Analysis for the three- month period ended March 31, 2025 on SEDAR+ (https://www.sedarplus.ca). These statements are also available on Seabridge's website at https://www.seabridgegold.com/investors/financial-reports. Financial Results During th ...

News Release Trading Symbols: TSX: SEA For Immediate Release NYSE: SEA March 28, 2025 Seabridge Gold's Appeal of Disallowed Expenditures under BC METC Program is "Substantially Successful" Court's Decision Should Also Apply to Seabridge Gold's Appeal of Disallowed Expenditures with Flow-Through Funds Raised in 2013-2015 Toronto, Canada… Seabridge Gold Inc. ("Seabridge" or the "Company") announced today that the British Columbia Supreme Court ("BCSC") has allowed its appeal of the Canada Revenue Agency's ("C ...

Core Viewpoint - Seabridge Gold Inc. successfully appealed the Canada Revenue Agency's disallowance of $15.8 million in exploration expenditures under the BC Mining Exploration Tax Credit program, with the British Columbia Supreme Court ruling that these expenses qualify under the program [2][3]. Group 1: Court Decision and Financial Implications - The British Columbia Supreme Court allowed Seabridge's appeal, validating that expenses aiding in determining the economic viability of a mineral resource qualify under the BC METC program [2][3]. - The court's decision indicates that approximately $3.1 million in refunds (plus interest) under the BC METC program are at stake, and Seabridge was awarded costs for its successful appeal [2][3]. - The ruling also has implications for Seabridge's previous flow-through share financings from 2013-2015, where the CRA had reduced claimed expenditures by approximately $19.1 million [4]. Group 2: Definition of Qualified Expenses - The court focused on the definition of "qualified mining exploration expenses" under the BC METC program, concluding that expenses related to determining the economic viability of a mineral resource meet the purpose test [3]. - Qualified expenses included open pit and block cave mine plans, engineering investigations, infrastructure design, and metallurgical testing, while only report compilation expenses were disallowed [3]. Group 3: Company Statements and Future Actions - The Chairman and CEO expressed satisfaction with the court's decision, indicating it validates the company's approach to claiming expenses and may lead to the return of funds [5]. - The company plans to consult with legal counsel to resolve the reassessment of flow-through share expenditures based on the court's reasoning [4][5]. - Seabridge holds a 100% interest in several North American gold projects, including the KSM and Iskut projects located in British Columbia [5].

Core Points - Seabridge Gold filed its Annual Information Form, Audited Consolidated Financial Statements, and Management's Discussion and Analysis for the year ended December 31, 2024 [1] - The company reported a net loss of $31.2 million ($0.35 per share) for 2024, compared to a net loss of $29.3 million ($0.35 per share) in 2023 [2] - Seabridge invested $106.3 million in mineral interests, property, and equipment in 2024, a decrease from $230.2 million in 2023 [2] - As of December 31, 2024, net working capital was $37.8 million, down from $54.5 million at the end of 2023 [2] Company Developments - Chairman and CEO Rudi Fronk highlighted significant accomplishments in 2024, including the Substantially Started Determination from the BC government and the discovery of a large gold and copper mineralization system at the Iskut project [3] - The primary corporate objective for 2025 is to secure a partner for the KSM project with the necessary technical, financial, and social skills [3] - In February 2025, Seabridge completed two equity financings totaling gross proceeds of $142.5 million (US$100 million) to strengthen its balance sheet [3] - The net proceeds from these financings will be allocated to various project-related expenses, including payments to BC Hydro and funding for a bankable feasibility study for the KSM project [3] Asset Overview - Seabridge holds a 100% interest in several North American gold projects, including the KSM and Iskut projects located in British Columbia's "Golden Triangle" [4] - Other projects include Courageous Lake in Northwest Territories, Snowstorm in Northern Nevada, and 3 Aces in Yukon Territory [4]

Core Viewpoint - Seabridge Gold has outlined its 2025 objectives, which are critical for measuring the company's performance and determining compensation for senior management and employees [1][3]. Group 1: 2025 Objectives - The company aims to enter a partnership agreement for the KSM project with a major mining company, assigning a 25% weighting to this objective [2]. - Securing a minimum of $100 million in new funding for early-stage construction activities at KSM has been completed, with a 20% weighting [2]. - A drill program of at least 8,000 meters at Iskut is planned to announce a maiden gold-copper mineral resource at the Snip North target in Q1 2026, with a 10% weighting [2]. - The company intends to exit 2025 with more gold resources per common share than reported at year-end 2024, based on including 100% of KSM, with a 6% weighting [2]. - Completing and filing responses to contest two petitions in BC Supreme Court regarding KSM's designation is assigned a 5% weighting [2]. - Satisfying regulatory requirements for the M245 permit application for the Mitchell Treaty Tunnels is also weighted at 5% [2]. - The company aims to improve key Health and Safety indicators, targeting a Total Reported Incident Frequency (TRIF) of less than or equal to 1.5 for 2025, with a 5% weighting [2]. - Developing a strategy to unlock shareholder value from Courageous Lake is weighted at 5% [2]. - A drill program of at least 2,500 meters at 3 Aces is planned, with a 5% weighting [2]. - The company will continue to enhance Cybersecurity systems, targeting the elimination of remaining gaps, with a 2% weighting [2]. - Mine closure activities at the former Johnny Mountain mine will continue to meet regulatory satisfaction, weighted at 2% [2]. - Compliance with permit conditions and regulatory inspections is also weighted at 2% [2]. - Strengthening social licenses with Treaty and First Nations and local communities is assigned a 2% weighting [2]. - Maturing risk management programs and systems is weighted at 2% [2]. - Developing internal processes for compliance with Canadian Sustainability Standards Board guidelines is also weighted at 2% [2]. - Further evaluation of potential discoveries at Snowstorm using AI technology is assigned a 2% weighting [2]. Group 2: Company Overview - Seabridge Gold holds a 100% interest in several North American gold projects, with its principal assets being the KSM and Iskut projects located in Northwest British Columbia's "Golden Triangle" [2]. - Other projects include Courageous Lake in the Northwest Territories, Snowstorm in Northern Nevada's Getchell Gold Belt, and the 3 Aces project in Yukon [2].

Group 1 - Seabridge Gold has been setting and publishing annual objectives for over 20 years, with a report card released at the end of each year to assess success [1] - In 2024, the company established fifteen specific objectives, which were published in April 2024 [1] - Seabridge holds a 100% interest in several North American gold projects, including the KSM and Iskut projects in British Columbia, Courageous Lake in Northwest Territories, Snowstorm in Northern Nevada, and 3 Aces in Yukon Territory [2] Group 2 - For detailed information on Seabridge's mineral reserves and resources, stakeholders are directed to the company's website [2]