TSX-V: ELE LAST: CHANGE:
OTCQX: ELEMF LAST: CHANGE:
TSX-V: ELE LAST:   CHANGE:  
OTCQX: ELEMF LAST:   CHANGE:  

Announced Merger with EMX Royalty Corp.

Shareholder Meeting Information

  • On November 4, 2025, Elemental Altus Royalties will be holding a special meeting of its shareholders to approve the matters set out in the notice of meeting filed on SEDAR+ and available here.
  • The notice-and-access notification, notice of meeting and management information circular, proxy, voting instruction form or other information required to vote on the meeting matters (the Meeting Materials) are available on Elemental Altus Royalties’ SEDAR+ profile at www.sedarplus.com and also at the links below. The Meeting Materials are also available for delivery to shareholders by courier or by email upon request made to Elemental Altus by email at info@elementalaltus.com, or by telephone at +1 604 646 4527. Shareholders of record as of the close of business on September 25, 2025 have the right to receive notice of, and to vote at, the meeting, and are encouraged to review the meeting materials carefully. Registered shareholders, and certain beneficial shareholders, are expected to receive their Meeting Materials via courier.
  • Notwithstanding the above, if you are a shareholder, and would like to vote using a form of proxy or voting instruction form, you will require a specific “control number” in order to do so. That control number is printed on the form of proxy or voting instruction form specific to each shareholder. Due to the recent and ongoing mail disruption in Canada, some shareholders may not receive their Meeting Materials containing this specific “control number”. Moreover, shareholders will not be able to return their forms of proxy or VIF using Canada Post while the mail disruption is ongoing.
  • For these reasons, Elemental Altus Royalties recommends that shareholders use the online or telephone voting methods listed here or return their proxies or voting instruction forms via courier, to ensure votes are received. If you do not have your control number, before using the below noted voting methods, registered Shareholders should contact Computershare at 1-800-564-6253 to receive their control number and non-registered (beneficial) shareholders should contact the proxy department at their broker or other intermediary who can assist them with obtaining their control number.
    • Registered shareholders can vote online at www.investorvote.com using your computer or smartphone and your 15-digit control number, or by telephone at 1-866-732-VOTE (8683).
    • Non-registered shareholders can vote online at www.proxyvote.com using your computer or smartphone and your 16-digit control number, or by telephone at the applicable number listed on the voting instruction form (English: 1-800-474-7493 and French: 1-800-474-7501).
  • The deadline for shareholders to return their completed proxies or voting instruction forms is October 31, 2025 at 10:00 a.m. (Vancouver time); however, Elemental Altus Royalties has determined to waive the proxy cut off time in light of the mail disruption in Canada until the close of business (Vancouver time) on November 3, 2025, being the day prior to the meeting date. Shareholders who hold their shares with a broker or other intermediary may be required to return their voting instruction form in advance of this deadline to be included in the vote.

Transaction Highlights and Strategic Rationale:

  • Top Quality, Globally Diversified Portfolio:
    • Creation of peer-leading revenue generating royalty company: combined revenue guidance of US$70 million in 2025 and analyst consensus revenue of US$80 million in 2026, underpinned by strong growth visibility;
    • Gold focused portfolio: adjusted revenue relating to a commodity split of 67% precious metals and 33% base metals on a latest quarter revenue basis providing exposure to record gold prices;
    • Strengthened asset portfolio: anchored by four cornerstone royalties with world-class operators;
    • Enhanced portfolio diversification: exposure to 16 paying royalties and 200 total royalties providing a balanced foundation of immediate cash flow and long-term upside;
  • Meaningful scale:
    • Larger, well capitalized entity: with lower cost of capital, positioned to pursue further accretive royalty opportunities in the market;
    • Graduating to the mid-tier: materially higher combined revenue than the junior royalty companies, filling a gap in the market left by recent industry consolidation;
    • Increased trading liquidity: combined trading liquidity and expected indexation demand to help close valuation gap with peers;
  • Poised for Future Growth:
    • Complementary management expertise: unites Elemental Altus’ proven track record of accretive royalty acquisitions with EMX’s disciplined royalty generation and acquisition capabilities to create a best-in-class leadership team;
    • Royalty generation business: a unique differentiator offering low cost, organic growth;
    • Demonstrated shareholder support: Certain shareholders of EMX (including management) who hold approximately 23% of the outstanding EMX Shares have entered into voting support agreements and the Tether Concurrent Financing emphasizes strong confidence in the strategy and long-term vision of the Merged Company, and provides significant financial capacity to the Merged Company; and
    • Clear path forward: the Merged Company will be listed on the TSX Venture Exchange (“TSX-V“) under the ticker “ELE” with plans to pursue a US listing prior to the closing of the Transaction.