Elemental Royalties

Canaccord Genuity acts as Financial Advisor to Elemental Royalties on its Response to the Unsolicited Bid from Gold Royalty and Subsequent Proposed Friendly Merger of Equals with Altus Strategies

On December 16, 2021, Gold Royalty Corp. (NYSEAM:GROY) (“Gold Royalty”) launched an all-share unsolicited takeover bid (the “Unsolicited Bid”) to acquire all outstanding common shares of Elemental Royalties Corp. (TSX-V:ELE) (“Elemental” or the “Company”). Canaccord Genuity was retained by Elemental as their sole defense advisor. In response to the Unsolicited Bid, the Company launched a sale process to review alternative strategic options that represented more compelling value than the Unsolicited Bid.  On May 12, 2022, the Unsolicited Bid expired when it failed to meet its minimum tender condition.

Canaccord Genuity is pleased to announce that on June 14, 2022, Elemental announced that they reached an agreement (“Agreement”) with Altus Strategies plc (AIM:ALS; TSX-V:ALTS) (“Altus”) pursuant to which Elemental has agreed to acquire all of the issued and outstanding shares of Altus (“Altus Shares”) by way of a scheme of arrangement (the “Arrangement”) under Part 26 of the Companies Act 2006 (United Kingdom) (the “Merger”). Canaccord Genuity acted as financial advisor to Elemental.

Under the terms of the Arrangement, each Altus shareholder will be entitled to receive 0.5940 of a new Elemental share for each Altus Share, equating to an implied enterprise value of approximately C$103.6 million as of the pricing date on June 10, 2022. Upon completion of the Merger, Elemental shareholders will own approximately 52.9% and Altus shareholders will own approximately 47.1% of the combined entity. An eight-member board will be constituted from a combination of existing directors from both Elemental and Altus, with each company contributing four representatives each. The Arrangement has strong shareholder support, with 40% of Elemental and 58% of Altus shareholders providing irrevocable undertakings to vote in favour of the Merger, with an additional 10% of Elemental shareholders providing a Letter of Intent in support of the deal.

Elemental is a TSX-V listed precious metals royalty company focused on acquiring royalties and streams over producing, or near producing, assets from established operators and counterparties. Elemental’s royalty portfolio was constructed over several years by taking a disciplined, highly selective and rigorous approach to acquisitions, targeting royalties without caps or buybacks, on assets with exceptional potential for resource growth, owned by industry-leading operators. Elemental’s vision is to build a world-class gold royalty company that offer investors superior exposure to gold with reduced risk, a high growth profile, and generates exceptional returns for shareholders.

Altus is an income generating mining royalty company, with a diversified portfolio of production, preproduction and discovery stage assets. The Company’s differentiated approach of generating royalties on its own discoveries in Africa and acquiring royalties globally through financings and acquisitions with third parties has attracted key institutional investor backing. Altus has established a global portfolio comprising 33 royalty interests and 26 project interests across nine countries and nine metals. Altus’ royalty generation activities are currently focused on Egypt, Ethiopia, Morocco and Cameroon. The Company engages constructively with all stakeholders, working diligently to minimise its environmental impact and to promote positive economic and social outcomes in the communities where it operates. Altus is based in the United Kingdom and is dual-listed in the UK (AIM:ALS) and in Canada (TSX-V:ALTS).

The Canaccord Genuity Canada team included David Sadowski, Brad Cameron, Cody McPherson and Aidan Foote, and the Canaccord Genuity UK team included Raj Khatri, James Asensio and Gordon Hamilton.