Seabridge Gold Inc.

Seabridge Gold Inc. is a junior gold development company headquartered in Toronto, Canada, operating primarily in Canada. The company's portfolio consists of 5 projects, comprising 2 development and 3 advanced exploration projects. Key assets include Courageous Lake and KSM. The business model is centered on acquiring, exploring, and advancing mineral deposits without engaging in the construction or operation of mines. The organization seeks to partner with or sell assets as they approach production readiness, thereby maximizing leverage to commodity prices. This is achieved by increasing its resource base more rapidly than its shares outstanding. A phased operational approach involves first acquiring properties with known deposits, then expanding these deposits through targeted exploration, and finally advancing them through engineering studies, permitting, and community engagement. The enterprise leverages technological advancements, including the planned use of green hydroelectric energy, partial fleet electrification, and autonomous operations controlled from a remote center to enhance efficiency and reduce on-site personnel. This strategy is designed to reduce the technical and financial risks typically associated with mine development and operations while building a substantial underlying asset base.

The core strategy is to optimize resource ownership per common share, prioritizing the expansion of the resource base over share issuance to minimize shareholder dilution. This is executed through a disciplined, multi-phase approach that begins with acquiring known deposits, followed by systematic expansion through exploration, and culminating in de-risking assets via engineering, permitting, and securing social license. Capital allocation is focused on funding exploration and advancement of core projects with proceeds from the sale or optioning of non-core assets. The organization's strategic focus has recently evolved to include the acquisition of properties with significant exploration potential, even if they lack established resources. A key objective is to prepare major assets for a partnership or sale to an established operator, rather than advancing to production independently. This involves shifting exploration activities between assets to where management believes it can generate the most value for shareholders.

The Board of Directors is composed of 11 members, of whom 4 are women and 1 is an Indigenous person. Board oversight is structured through 5 specialized committees: Audit, Compensation, Corporate Governance and Nominating, Sustainability, and Technical. The executive team consists of 10 officers, including 3 women and 1 Indigenous person. The governance framework is reinforced by specific policies designed to align leadership with shareholder interests, including an Equity Ownership Policy that sets minimum holding requirements for directors and executives as a multiple of their compensation. This is complemented by an Anti-Hedging Policy, a "Clawback" Policy for executive compensation, and a Whistleblower Policy. In 2023, the company adopted a Say-on-Pay Policy, providing shareholders with an advisory vote on its executive compensation approach. The Chairman and CEO has held the position since 1999, providing long-term leadership continuity.

The sustainability strategy is integrated into corporate governance and executive compensation, with 4 of 15 corporate objectives for 2024 directly related to ESG, carrying a collective weighting of 17.5% for officer incentive pay. The organization has established formal Impact and Benefit Agreements with the Nisga’a Nation and the Tahltan Nation, codifying long-term cooperation and economic participation. A key social performance metric is local and Indigenous procurement; from 2021 to 2024, 58% of spending on early construction works was directed to businesses owned by or in partnership with local Indigenous groups. Environmental management is guided by a "responsible design" approach and includes ongoing risk evaluation aligned with TCFD and TNFD frameworks. The company reports on its Scope 1, 2, and material Scope 3 carbon emissions. Diversity and inclusion goals have been met, with women constituting over 30% of both the board and the executive team.

The corporate structure consists of a parent company with 12 wholly-owned operational subsidiaries, including KSM Mining ULC, Seabridge Gold (NWT) Inc., and SnipGold Corp., which hold the entity's various mineral properties. The organization has grown through a series of strategic acquisitions, including SnipGold Corp. in 2016, the Snowstorm Project in 2017, the 3 Aces Project in 2020, and the East Mitchell property from Pretium Resources Inc. in 2020. A significant financing relationship was established with Sprott Private Resource Streaming and Royalty (B) Corp. through secured notes issued in 2022 and 2023, which are structured to convert into royalties on a principal asset upon maturity. This arrangement also involved Ontario Teachers Pension Plan as a significant investor in the 2022 transaction. The company's strategy includes divesting non-core assets to fund core activities, with the Quartz Mountain project currently under an option agreement for a third party to acquire a 100% interest.