0001104659-22-101843 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • September 21st, 2022 • Skeena Resources LTD • Gold and silver ores • British Columbia

Raymond James Ltd., as sole bookrunner and lead underwriter (the “Lead Underwriter”), along with BMO Nesbitt Burns Inc., Clarus Securities Inc., Canaccord Genuity Corp. and RBC Dominion Securities Inc. (together with the Lead Underwriter, the “Underwriters” and each individually an “Underwriter”) hereby severally, and not jointly nor jointly and severally, offer to purchase from Skeena Resources Limited (the “Company”) in the respective percentages set forth in Section 22 hereof, and the Company hereby agrees to issue and sell to the Underwriters, upon and subject to the terms hereof, an aggregate of 4,958,678 common shares of the Company (the “Firm Shares”) on an underwritten basis at a price of $6.05 per Firm Share (the “Offering Price”) for an aggregate purchase price of approximately $30,000,000 (the “Offering”).

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