Exchange Bulletin
Valor Gold Corp. (VGC) To Trade On Toronto Stock Exchange
June 5, 2026
| Issuer: | Valor Gold Corp. ("Valor") |
| Security: | Common shares ("Valor Common Shares") |
| Symbol: | VGC |
| Number of securities issued and outstanding: | 55,000,000 |
| Number of securities reserved for issuance: | 2,750,000 |
| Listing category: | Mining |
| Trading currency: | CDN$ |
| Transaction: | Seabridge Gold Inc. (Symbol: SEA) ("Seabridge") recently completed a plan of arrangement (the "Arrangement") under the Canada Business Corporations Act pursuant to which it: (i) transferred its 100% interest in the Courageous Lake Project to Valor, and (ii) distributed 100% of the Valor Common Shares to Seabridge shareholders. |
| Listing and posted for trading date: | June 5, 2026 (at the opening) |
| Other markets: | None |
| Exchange ratio: | Seabridge common shareholders will receive one Valor Common Share for every approximately 1.957 old Seabridge common shares held. |
| Exchange procedure and payment of consideration: | Return letter of transmittal together with certificates or Direct Registration System advices representing old Seabridge common shares to Computershare Investor Services Inc. at its principal offices in Toronto in order to receive Valor Common Shares and new Seabridge common shares. |
| Designated market maker: | W.D. Latimer Co. Ltd. |
| Investor relations: | Mark Ashley CEO 310 409 6504 mark.ashley@valorgold.ca |
| Incorporation: | Canada Business Corporations Act |
| Fiscal year end: | December 31 |
| Nature of business: | In connection with the Arrangement, Valor will acquire Seabridge's 100% interest in the Courageous Lake Project. Valor will be in the business of quality, high-grade gold projects located in Canada, with an objective to create value through mineral exploration. Valor has planned work programs for the Courageous Lake Project, which will be Valor's only material mineral property upon completion of the Arrangement. |
| Transfer agent and registrar: | Computershare Investor Services Inc. at its principal offices in Toronto. |
| Dividends: | Valor has not paid dividends since its incorporation. Valor currently intends to retain all available funds, if any, for use in its business and does not anticipate paying any dividends for the foreseeable future. |
| Sponsorship: | Waived |
| Disclosure documents: | Seabridge's management information circular dated March 30, 2026 and news release dated May 22, 2026, which are available at www.SEDARplus.com. Capitalized terms not otherwise defined herein are as defined in the circular. |
| Additional information: | See elsewhere in today's Toronto Stock Exchange bulletins regarding the substitutional listing of new Seabridge common shares for old Seabridge common shares. |
| TSX contact: | Selma Thaver, Managing Director, TSX Listings |