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Elemental Royalties Corp Announces Recommended All-Share Merger of Equals

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articleElemental Royalty CorporationJune 14, 20225/company/elemental-royalty-corporation/news/elemental-royalties-corp-announces-recommended-all-share-merger-of-equals-1
Elemental Royalties Corp Announces Recommended All-Share Merger of Equals

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[{"type":"text","content":"Elemental Royalties Corp Announces Recommended All-Share Merger of EqualsNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTIONTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATIONVANCOUVER, BC / ACCESSWIRE / June 14, 2022 /RECOMMENDED ALL-SHARE MERGER OF EQUALSOFALTUS STRATEGIES PLCANDELEMENTAL ROYALTIES CORP.to be implemented by means of a scheme of arrangementunder Part 26 of the Companies Act 2006SummaryThe boards of Elemental Royalties Corp. (ELE.V) (\"Elemental\") and Altus Strategies plc (ALTS.V) (\"Altus\") are pleased to announce they have reached agreement on the terms and conditions of a recommended share-for-share merger of equals of Elemental and Altus with the entire issued and to be issued share capital of Altus being acquired by Elemental (the \"Merger\"). It is intended that the Merger will be implemented by way of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006.Under the terms of the Merger, each Altus Shareholder will be entitled to receive:0.5940 New Elemental Shares for each Altus ShareThis exchange ratio (the \"Exchange Ratio\") has been agreed between the boards of Elemental and Altus taking into account the relative market capitalisations of both companies.Upon completion of the Merger, Elemental Shareholders will own approximately 52.9 per cent. and Altus Shareholders will own approximately 47.1 per cent. of the total issued share capital of the New Elemental Altus Group (based on the undiluted issued share capital of Elemental and Altus on the Last Practicable Date).The boards of Elemental and Altus believe that the Merger has compelling strategic logic and represents an attractive opportunity for both companies to create a global gold royalty company.Background to and reasons for the MergerSubstantial benefits for all Altus and Elemental stakeholders as a result of the creation of the New Elemental Altus GroupThe Elemental Directors and Altus Directors believe that the creation of the New Elemental Altus Group will deliver substantial benefits for all stakeholders of both Elemental and Altus, including:Increased scale and diversification: a combined portfolio of 69 assets across 13 jurisdictions, concentrate...

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