Independent Proxy Advisory Firms Recommend Shareholders Vote "FOR" the Proposed Plan of Arrangement with Elemental Royalty Your vote is important - Vote well in advance of the proxy voting deadline: 10:00 a.m.
Independent Proxy Advisory Firms
Recommend Shareholders Vote "FOR" the
Proposed Plan of Arrangement with Elemental
Royalty
Your vote is important -
Vote well in advance of the proxy voting deadline: 10:00 a.m.
(Vancouver time) on July 8, 2026
Shareholder questions or need voting assistance? Please contact Laurel Hill Advisory Group by
email at
, or by texting "INFO" to, or calling, 1-877-452-7184 (North
American toll-free) or 1-416-304-0211 (outside North America).
Vancouver, British Columbia--(Newsfile Corp. - June 29, 2026) -
Vizsla Royalties Corp. (TSXV:
VROY) (OTCQX: VROYF)
("
Vizsla Royalties
" or the "
Company
") is pleased to announce that
independent proxy advisory firms, including Institutional Shareholder Services ("
ISS
"), have
recommended shareholders vote "FOR" the proposed plan of arrangement involving the Company and
Elemental Royalty Corporation (the "
Arrangement
").
ISS is an independent proxy advisory firm with
approximately 3,400 clients, including many of the world's leading institutional investors who rely on ISS'
objective and impartial analysis to make important voting decisions.
The special meeting of shareholders of Vizsla Royalties to approve the proposed plan of arrangement
with Elemental Royalty Corp. ("
Elemental
") is scheduled for July 10, 2026. Under the plan of
arrangement, each shareholder of Vizsla Royalties is entitled to elect to receive, in respect of all, but not
less than all, of such holder's common shares held: (i) C$4.13 in cash (the "
Cash Consideration
"); (ii)
0.15 of an Elemental common share (the "
Share Consideration
"); or (iii) C$1.03 in cash and 0.1125 of
an Elemental common share (the "
Combination Consideration
"), subject to the maximum aggregate
cash consideration available under the Arrangement and the proration provisions described in the
information circular.
Independent Third-Party Proxy Advisory Recommendations
ISS stated:
"Vote FOR this resolution. The strategic rationale is sound, and shareholders are being offered cash
and stock (subject to proration) at a premium. Shareholders who elect to receive stock are expected
to benefit from a more diversified, scaled entity, with increased liquidity, a strong financial position,
and further re-rating opportunity."
Vizsla Royalties Chief Executive Officer, Michael Pettingell, commented
: "We wish to thank all of
the shareholders that have voted.
The Company's focus is to create value for shareholders and provide
long-term exposure to the world's largest, high-grade silver primary resource at Panuco and this
Arrangement achieves that.
The recommendations from the advisory firms to vote "FOR" the
Arrangement also confirms that this is a strategic benefit for shareholders.
"We appreciate the support the shareholders have provided to us over the past few years and
encourage any shareholder that hasn't voted to vote before the deadline of July 8
th
."
Shareholders Encouraged to Vote Ahead of the Proxy Deadline
The Board of Directors of Vizsla Royalties recommends that shareholders vote FOR the Arrangement
Resolution.
The proxy voting deadline is 10:00 a.m. (Vancouver time) on July 8, 2026. Shareholders are encouraged
to vote well in advance of the proxy voting deadline to ensure your vote is submitted in a timely manner.
Voting is easy. Shareholders may vote online, by telephone or by any other methods provided in the form
of proxy or voting instruction form included as part of the mailing.
Shareholders of record as of the close of business on May 29, 2026 are eligible to vote at the Meeting.
Election Deadline
Vizsla Royalties also reminds shareholders to submit their elections in respect of the consideration to be
received pursuant to the Arrangement. To be valid, registered shareholders must submit their elections
to Computershare Investor Services Inc., who is acting as depositary in connection with the
Arrangement, by Wednesday July 8, 2026 at 5:00 p.m. (Vancouver Time) (the "
Election Deadline
").
Failure to complete and return a Letter of Transmittal and Election Form prior to the Election Deadline
will result in a deemed election by such shareholder to receive the Share Consideration, subject to
rounding.
The Letter of Transmittal and Election Form is for use by registered shareholders only. Non-registered
shareholders should contact their intermediary regarding the Arrangement with respect to their Shares in
order to provide instructions to their broker or other nominee to complete the Letter of Transmittal and
Election Form to make their election and receive the Consideration pursuant to the Arrangement in
exchange for their Shares. The Intermediary may establish earlier deadlines for making elections.
Shareholder Questions & Voting Assistance
Shareholders with questions or who require voting assistance may contact the Company's proxy
solicitation agent:
Laurel Hill Advisory Group
North America Toll Free: 1-877-452-7184
Outside North America: 1-416-304-0211
Text Message: Text "INFO" to 416-304-0211 or 1-877-452-7184
Email:
About Vizsla Royalties Corp.
Vizsla Royalties Corp. is a precious metals focused royalty company. The Company's principal asset is
a net smelter returns royalty on Vizsla Silver's (TSX: VZLA) (NYSE: VZLA) flagship Panuco Project
located in Mexico. Panuco is a world-class silver and gold development project actively advancing
towards production.
Contact Information
:
For more information and to sign-up to the mailing list, please contact:
Michael Pettingell, Chief Executive Officer
Tel: (604) 364-2215
Email:
Website:
www.vizslaroyalties.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release may contain "forward-looking information" within the meaning of applicable Canadian
securities laws and "forward-looking statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 (collectively, "
forward-looking statements
"). These forward-
looking statements may include statements regarding the completion of the Arrangement and the timing
thereof; the value the Arrangement will add for Shareholders. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs, plans, projections, objectives,
assumptions or future events or performance (often, but not always, identified by words or phrases such
as "expects," "anticipates," "believes," "plans," "projects," "estimates," "assumes," "intends," "strategy,"
"goals," "objectives," "potential," "possible" or variations thereof or stating that certain actions, events,
conditions or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved, or
the negative of any of these terms and similar expressions) are not statements of historical fact and may
be forward-looking statements.
Forward-looking statements are based on a number of material assumptions, including those listed
below, which could prove to be significantly incorrect, including that there is no material disruption to
production at any of the mineral properties in which the Company or Elemental have a royalty or other
interest; that the Company and Elemental will receive all required approvals for the Arrangement in a
timely manner; estimated capital costs, operating costs, production and economic returns; estimated
metal pricing; metallurgy, mineability, marketability and operating and capital costs; the expected ability
of any of the properties in which the Company or Elemental hold a royalty or other interest to develop
adequate infrastructure at a reasonable cost; assumptions that all necessary permits and governmental
approvals will remain in effect or be obtained as required to operate, develop or explore the various
properties in which the Company or Elemental hold an interest; and the activities on any of the properties
in which the Company or Elemental hold a royalty, or other interest will not be adversely disrupted or
impeded by development, operating or regulatory risks or any other government actions.
Certain important factors that could cause actual results, performances or achievements to differ
materially from those in the forward-looking statements include, amongst others, failure to obtain any
required regulatory, court and shareholder approvals with respect to the Arrangement; the inability to
satisfy the conditions to closing the Arrangement; volatility in the price of silver, gold or other minerals or
metals; discrepancies between anticipated and actual production with respect to the Panuco Project and
other portfolio assets; the accuracy of the mineral reserves, mineral resources and recoveries set out in
the technical data published by the owner of the Panuco Project and the owners of other portfolio assets;
the absence of control over mining operations from which the Company or Elemental receive royalties,
and risks related to those mining operations, including risks related to international operations,
government and environmental regulation, actual results of current exploration activities, conclusions of
economic evaluations and changes in project parameters as plans continue to be refined, activities by
governmental authorities (including changes in taxation); currency fluctuations; the global economic
climate; dilution; share price volatility and competition.
Forward-looking statements are subject to known and unknown risks, uncertainties and other important
factors that may cause the actual results, level of activity, performance or achievements of the Company
or Elemental to be materially different from those expressed or implied by such forward-looking
statements, including but not limited to: the impact of general business and economic conditions, the
absence of control over mining operations from which the Company or Elemental will receive royalties,
and risks related to those mining operations, including risks related to international operations,
government and environmental regulation, actual results of current exploration activities, conclusions of
economic evaluations and changes in project parameters as plans continue to be refined, risks in the
marketability of minerals, fluctuations in the price of silver, gold and other commodities, fluctuation in
foreign exchange rates and interest rates, stock market volatility, as well as those factors discussed in
(A) Elemental's Annual Information Form and Management's Discussion and Analysis most recently filed
under Elemental's profile on SEDAR+ at
www.sedarplus.ca
and on EDGAR at
www.sec.gov
; and (B) the
Company's information circular, Annual Information Form and Management's Discussion and Analysis
most recently filed under the Company's profile on SEDAR+ at
www.sedarplus.ca
. Although the
Company has attempted to identify important factors that could cause actual results to differ materially
from those in forward-looking statements, there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that such statements will prove to be
accurate, as actual results and future events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on forward-looking statements. The
Company does not undertake to update any forward-looking statements that are contained or
incorporated by reference herein, except in accordance with applicable securities laws.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/303222