Seabridge Gold Provides Update on Courageous Lake Project Spin-out

Toronto, Ontario--(Newsfile Corp. - January 21, 2026) - Seabridge Gold Inc. (TSX: SEA) (NYSE: SA) ("Seabridge" or the "Company") provides an update further to its announcement on December 16^th, 2025 regarding the Company's intention to spin out its 100% interest in the Courageous Lake gold project located in the Northwest Territories, Canada.

Seabridge is advancing a structure whereby all the shares in Valor Gold Corp. ("Valor"), the spin-out entity, would be distributed to Seabridge shareholders pursuant to a court-approved plan of arrangement under the Canada Business Corporations Act. At this time, a meeting of Seabridge shareholders to approve the spin-out is expected to be held in June 2026.

Valor will be seeking a listing on the Toronto Stock Exchange (the "TSX") and the OTCQB Venture Market (USA) and will consider seeking a NYSE listing at a later date. Share trading in Valor is planned to commence prior to the end of Q2/26, subject to the receipt of shareholder approval, a final court order and closing of the spin-out transaction.

Seabridge is planning to spin-out Valor with C$10 million of cash in its treasury to fund anticipated work programs and corporate G&A. Seabridge has appointed DuMoulin Black as its Canadian legal counsel and Dorsey & Whitney as its US attorney for the spin-out.

Seabridge is pleased to advise that, subject to the approval of the spin-out by Seabridge shareholders, Mark J. Ashley has agreed to serve as Chief Executive Officer and a director of Valor. Mr. Ashley brings more than 40 years of senior executive and board-level experience building, scaling, and leading publicly listed mining companies across global markets. He has served as CEO and director of multiple mining companies listed on the TSX, ASX, UK, and U.S. exchanges, with a proven track record of value creation through disciplined project development, operational execution, and strategic transactions. Mr. Ashley previously held senior leadership roles at LionOre Mining International in Australia, where as Director and CEO he helped grow the company from a junior miner into a US$6 billion global producer and the world's eighth-largest nickel company, culminating in its acquisition by Norilsk Nickel. His experience spans the full mining lifecycle, from discovery through development and production, with particular depth in gold projects, both open-pit and underground operations. Mr. Ashley is widely regarded for his ability to lead companies through periods of growth, transformation, and capital markets execution.