Elemental Royalties Urges Shareholders to Take No Action with Respect to Unsolicited Takeover Bid by Gold Royalty The Board of Elemental continues to believe that Gold Royalty's Offer is opportunistic in timing and substantially undervalues the Company's portfolio of revenue-generating royalties
Elemental Royalties Urges Shareholders to
Take No Action with Respect to Unsolicited
Takeover Bid by Gold Royalty
The Board of Elemental continues to believe that Gold Royalty's Offer is opportunistic in timing and
substantially undervalues the Company's portfolio of revenue-generating royalties
Elemental shareholders who have questions can contact Morrow Sodali, the information agent,
at 1- 888-777-2158 or by e-mail at
Vancouver, British Columbia--(Newsfile Corp. - January 11, 2022) - Elemental Royalties Corp. (TSXV:
ELE) OTCQX: ELEMF) ("Elemental" or "the Company") today confirmed that Gold Royalty Corp. ("Gold
Royalty") has commenced a highly conditional and unsolicited all-share takeover bid (the "Offer") to
acquire all outstanding common shares of the Company.
The Board of Directors of Elemental, following input from its financial and legal advisors, has already
announced its intention to recommend that shareholders
reject
an unsolicited all-share takeover bid
from Gold Royalty based on the terms as proposed by Gold Royalty in its December 20, 2021 news
release.
Now that the Offer has been commenced, the Board will review the Offer in detail and provide a
response in due course. The Board has 15 days to provide shareholders with a formal recommendation
regarding the Offer. Shareholders will be notified of the recommendation of the Board through a news
release and Directors' circular.
Elemental intends to continue business as usual and is actively pursuing new royalty and other
opportunities. At the same time, the Board will review alternative strategic options that might represent
more compelling value to the Company's shareholders than the Offer. Elemental cautions shareholders
that there can be no certainty of a takeover or other change of control transaction involving the Company
being completed.
Elemental continues to advise shareholders to take no action with regard to the Offer.
Advisors
The Company has engaged Canaccord Genuity Corp. as its sole financial advisor and Fasken
Martineau DuMoulin LLP as legal advisor to the Company and its Board. Longview Communications
and Public Affairs is engaged as communications advisor to the Company. Morrow Sodali is acting as
information agent and strategic advisor to Elemental.
On behalf of Elemental Royalties Corp.
Frederick Bell
CEO and Director
Investor Inquiries:
Frederick Bell, CEO and Director
Direct: +44 (0) 7554 872 794
Email:
John Robins, Director
Direct: +1 (604) 657 6226
Media Inquiries:
Longview Communications and Public Affairs
Alan Bayless, Vancouver: (604) 417-9645,
Andy Lloyd, Toronto: (416) 402-5029,
Elemental is a proud member of Discovery Group. For more information please visit:
www.discoverygroup.ca
or contact 604-653-9464.
TSXV: ELE |OTCQX: ELEMF | ISIN: CA28619L1076
About Elemental Royalties
Elemental is a gold-focused royalty company listed on the TSX Venture Exchange (the "TSX-V") in
Canada and provides investors with lower risk precious metals exposure through a portfolio of nine high-
quality royalties. This enables investors to benefit from ongoing royalty revenue, future exploration upside
and low operating costs. Elemental's experienced team seeks to secure royalties in advanced precious
metals projects, run by established operators, from its pipeline of identified opportunities.
Neither the TSX-V nor its Regulation Service Provider (as that term is defined in the policies of the TSX-
V) accepts responsibility for the adequacy or accuracy of this press release.
Cautionary note regarding forward-looking statements
This release contains certain "forward-looking statements" and certain "forward-looking information" as
defined under applicable Canadian securities laws. Forward-looking statements and information can
generally be identified by the use of forward-looking terminology such as "may", "will", "should", "expect",
"intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology (including negative
and grammatical variations).
Forward-looking statements and information include, but are not limited to, statements with respect to
the Company recommendation to shareholders regarding Gold Royalty's unsolicited, conditional all-
share Offer; the availability of new royalty and other opportunities and the timing thereof; the availability of
alternative strategic options for the Company and whether such options represent greater value to
Elemental's shareholders; whether any takeover or change of control transaction involving the Company
will occur and/or be completed and as to the timing thereof. Forward-looking statements and information
are based on forecasts of future results, estimates of amounts not yet determinable and assumptions
that, while believed by management to be reasonable, are inherently subject to significant business,
economic and competitive uncertainties and contingencies. Forward-looking statements and information
are subject to various known and unknown risks and uncertainties, many of which are beyond the ability
of Elemental to control or predict, that may cause Elemental's actual results, performance or
achievements to be materially different from those expressed or implied thereby, and are developed
based on assumptions about such risks, uncertainties and other factors set out herein, including but not
limited to: the requirement for regulatory approvals and third party consents, the impact of general
business and economic conditions, the absence of control over the mining operations from which
Elemental will receive royalties, including risks related to international operations, government relations
and environmental regulation, the inherent risks involved in the exploration and development of mineral
properties; the uncertainties involved in interpreting exploration data; the potential for delays in
exploration or development activities; the geology, grade and continuity of mineral deposits; the impact
of the COVID-19 pandemic; the possibility that future exploration, development or mining results will not
be consistent with Elemental's expectations; accidents, equipment breakdowns, title matters, labour
disputes or other unanticipated difficulties or interruptions in operations; fluctuating metal prices;
unanticipated costs and expenses; uncertainties relating to the availability and costs of financing needed
in the future; the inherent uncertainty of production and cost estimates and the potential for unexpected
costs and expenses, commodity price fluctuations; currency fluctuations; regulatory restrictions, including
environmental regulatory restrictions; liability, competition, loss of key employees and other related risks
and uncertainties. Elemental undertakes no obligation to update forward-looking information except as
required by applicable law. Such forward-looking information represents management's best judgment
based on information currently available. No forward-looking statement can be guaranteed, and actual
future results may vary materially. Accordingly, readers are advised not to place undue reliance on
forward-looking statements or information.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/109738