Seabridge Gold Inc 6-K, filed Jun 11, 2020
Seabridge Gold Inc (SA)
About this 6-K
Seabridge Gold Inc filed this 6-K on June 11, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2020
Commission File Number 1-32135
SEABRIDGE GOLD INC.
(Name
of Registrant)
106 Front Street East, Suite 400, Toronto, Ontario, Canada
M5A 1E1
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ ] Form 40-F [X]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes[ ] No [X]
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _______________
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Seabridge Gold Inc. | ||
| (Registrant) | ||
| By: | /s/ Chris Reynolds | |
| Name: | Chris Reynolds | |
| Title: | VP Finance and CFO | |
| Date: June 11, 2020 | ||
EXHIBITS
| Exhibit | Description | |
| 99.1 | News Release dated June 11, 2020 |
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 | For Immediate Release |
| NYSE: SA | June 11, 2020 |
Seabridge Gold Closes $11.36 Million Bought Deal Private Placement
of Flow-Through Shares at $32.94 Per Share
Toronto, Canada - Seabridge Gold Inc. ("Seabridge" or the "Company") announced today that it has closed its previously announced bought deal financing with Cantor Fitzgerald Canada Corporation as sole bookrunner and lead underwriter on behalf of a syndicate of underwriters including B. Riley FBR, Inc. Canaccord Genuity Corp. and Roth Capital Partners, LLC (together, the "Underwriters"), under which the Underwriters have purchased 345,000 flow-through common shares of the Company (the "Flow-Through Shares") at a price of $32.94 per share, for total gross proceeds of approximately $11.36 million (the "Offering"). The 345,000 shares include exercise of the entire 15% over-allotment option granted to the Underwriters.
The Company intends to use the gross proceeds from the sale of the Flow-Through Shares for Canadian Exploration Expenses ("CEE") within the meaning of the Income Tax Act (Canada) to explore the Company's mineral properties in British Columbia. The Company has also agreed to renounce such CEE with an effective date of no later than December 31, 2020. The Flow-Through Shares issued are subject to a statutory four month hold period in accordance with applicable securities legislation.
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 holds a 100% interest in several North American gold projects. The Company's principal assets are the KSM and Iskut Projects located near Stewart, British Columbia, Canada and the Courageous Lake gold project located in Canada's Northwest Territories. For a full breakdown of Seabridge's mineral reserves and mineral resources by category please visit the Company's website at http://www.seabridgegold.net/resources.php.
None of the Toronto Stock Exchange, New York Stock Exchange, or their Regulation Services Providers accepts responsibility for the adequacy or accuracy of this release.
ON BEHALF OF THE BOARD
"Rudi Fronk"
Chairman & C.E.O.
For further information please contact:
Rudi P. Fronk, Chairman and C.E.O.
Tel: (416) 367-9292 • Fax: (416) 367-2711
Email: info@seabridgegold.net