Vancouver, April 12, 2023 – Sabina Gold & Silver Corp. (TSX:SBB; OTCQX: SGSVF) (“Sabina” or the “Company”) is pleased to announce that at a special meeting of shareholders held earlier today (“the Meeting”), Sabina shareholders voted overwhelmingly in favour of the special resolution, (the Arrangement Resolution”) approving the previously announced proposed acquisition by B2Gold Corp. (“B2Gold”) of all of the issued and outstanding common shares of the Company by way of a plan of arrangement under section 288 of the Business Corporations Act (British Columbia) (the “Proposed Transaction”).

The Arrangement Resolution was approved by approximately 88.65% of the votes cast by Sabina shareholders at the Meeting, with shareholder turnout of 73.01%. Detailed voting results for the Arrangement Resolution are as follows:

Total Votes Percentage of Votes Cast
Votes For 362,010,080 88.65%
Votes Against 46,339,451 11.35%
Total Votes Cast 408,349,531 100.00%
“I would like to express my sincere appreciation to Sabina’s stakeholders for their support in advancing this incredible project,” said Bruce McLeod, President & CEO. “Without their backing, and the significant talent of our Sabina employees over the years, the Back River Gold District would not be the world class asset that it is today. B2Gold’s involvement as an intermediate producer with greater financial capacity provides additional de-risking of the project and leaves Sabina shareholders with a meaningful stake in the combined Company. As an all share-based transaction, the implied value of the offer is $2.20 per share or $1.2 billion (at yesterday’s close). Following the positive outcome of the shareholder vote today, we look forward to working closely with B2Gold to close this transaction on or about April 19, 2023.”

Sabina’s financial advisors in connection with the Proposed Transaction are BMO Capital Markets and Cormark Securities Inc., its Canadian legal counsel is Blake, Cassels & Graydon LLP and its United States legal counsel is Skadden, Arps, Slate, Meagher & Flom LLP.

None of the securities to be issued pursuant to the Agreement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and any securities issued in the Proposed Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

For a more detailed description of the Proposed Transaction, please review the Company’s management information circular dated March 10, 2023 available under Sabina’s issuer profile on www.sedar.com or on the Company’s website at www.sabinagoldsilver.com.

SABINA GOLD & SILVER CORP

Sabina Gold & Silver Corp. is an emerging gold mining company that owns 100% of the district scale, advanced, high grade Back River Gold District in Nunavut, Canada.

Sabina filed an Updated Feasibility Study on its first mine on the district, Goose, which presents a project that will produce ~223,000 ounces of gold a year (first five years average of 287,000 ounces a year with peak production of 312,000 ounces in year three) for ~15 years with a rapid payback of 2.3 years, with a post-tax IRR of ~28% and NPV5% of C$1.1 billion at a gold price of US$1,600 per ounce. See “National Instrument (NI) 43-101 Technical Report – 2021 Updated Feasibility Study for the Goose Project at the Back River Gold District, Nunavut, Canada” dated March 3, 2021 filed under the Company’s profile on SEDAR at www.sedar.com.

The Goose project has received all major permits and authorizations for construction and operations.

Sabina is also very committed to its Inuit stakeholders, with Inuit employment and opportunities a focus. The Company has signed a 20-year renewable land use agreement with the Kitikmeot Inuit Association and has committed to various sustainability initiatives under the agreement.

For further information please contact:

Nicole Hoeller, Vice-President, Communications:
1 888 648-4218
nhoeller@sabinagoldsilver.com