NOMAD ROYALTY COMPANY SHAREHOLDERS APPROVE ACQUISITION BY SANDSTORM GOLD

NOMAD ROYALTY COMPANY SHAREHOLDERS APPROVE ACQUISITION BY SANDSTORM GOLD

Nomad Royalty Company Ltd. (TSX: NSR) and (NYSE: NSR) (" Nomad " or the " Company ") is pleased to announce the voting results from its special meeting of shareholders (the "Meeting") held earlier today.

The resolution approving the acquisition of the Company by Sandstorm Gold Ltd. (the " Purchaser ") by way of a plan of arrangement under the Canada Business Corporations Act (the " Arrangement ") was approved by 99.73% of the votes cast by shareholders present in person (virtually) or represented by proxy and entitled to vote at the Meeting and by 99.73% of the votes cast by shareholders present in person (virtually) or represented by proxy and entitled to vote at the Meeting, excluding the votes cast by certain persons required to be excluded pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions .

Votes at the Meeting were taken by poll online, and proxies were received by the Company prior to the Meeting.

In addition to the approval of the Arrangement by Nomad shareholders, Sandstorm shareholders approved the proposed share issuance in connection with the Arrangement at a special meeting of Sandstorm shareholders held today.

The Company also reports that it has received the South African Competition approval as described in the Company's Management Information Circular dated July 11, 2022 . The Company has now received all regulatory approvals required to complete the Arrangement. The closing of the Arrangement remains subject to final approval by the Superior Court of Québec, for which the hearing is scheduled to take place on August 12, 2022 . Subject to court approval being obtained and the other conditions to closing being satisfied or waived, the Arrangement is expected to be effective on or about August 15, 2022 .

Following completion of the Arrangement, the Company expects to delist its common shares from the Toronto Stock Exchange (" TSX "), New York Stock Exchange and Frankfurt Stock Exchange and to delist its listed warrants from the TSX. The Company has also applied to the Canadian securities regulators for the Company to cease to be a reporting issuer in the applicable jurisdictions following completion of the Arrangement.

For a more detailed description of the Arrangement, including regulatory matters and approvals, please see the Company's Management Information Circular dated July 11, 2022 , available on SEDAR at www.sedar.com and on EDGAR at www.sec.gov/edgar.shtml .

About Nomad Royalty Company Ltd.
Nomad Royalty Company Ltd. is a gold & silver royalty company that purchases rights to a percentage of the gold or silver produced from a mine, for the life of the mine. Nomad owns a portfolio of 21 royalty, stream and other assets, of which 8 are on currently producing mines. Nomad plans to grow and diversify its low-cost production profile through the acquisition of additional producing and near-term producing gold & silver streams and royalties. For more information please visit: www.nomadroyalty.com

About Sandstorm Gold Ltd.

Sandstorm is a gold royalty company that provides upfront financing to gold mining companies that are looking for capital and in return, receives the right to a percentage of the gold produced from a mine, for the life of the mine. After the closing of the Nomad Acquisition announced on May 2, 2022 , Sandstorm will hold a portfolio of 250 royalties, of which 39 of the underlying mines are producing. Sandstorm plans to grow and diversify its low cost production profile through the acquisition of additional gold royalties. For more information visit: www.sandstormgold.com .

Cautionary Note Regarding Forward-Looking Statements

This press release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation and "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable U.S. safe harbour provisions (collectively, " forward-looking statements "). The forward-looking statements contained in this press release are expressly qualified by this cautionary statement and readers are cautioned not to put undue reliance on them.

All statements other than statements of historical fact included in this release, are forward-looking statements that involve various risks and uncertainties and are based on forecasts of future operational or financial results, estimates of amounts not yet determinable and assumptions of management. 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, using words or phrases such as "expects" or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "estimates" or "intends", or stating that certain actions, events or results "may", "could", "would", "might", "have potential" or "will" be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements, including but not limited to statements with respect to the anticipated completion and timing of completion of the Arrangement; the ability to obtain required Court approval for the Arrangement, the timing of obtaining such approvals, the delisting of the Company's common shares and listed warrants, and the Company's reporting issuer status following completion of the Arrangement. Forward-looking statements are subject to a variety of risks and uncertainties that could cause actual events or results to differ from those reflected in the forward-looking statements.

Please consult the section titled "Risk Relating to the Arrangement and the Combined Company" in the Circular as well as section titled "Risk Factors" in Nomad's annual information form dated March 30, 2022 for the fiscal year ended December 31, 2021 , and section titled "Risks and Uncertainties" in Nomad's management's discussion and analysis of Nomad for the fiscal year ended December 31, 2021 and Nomad's interim management discussion and analysis of Nomad for the three months ended March 31, 2022 , each of which can be found under Nomad's profile on SEDAR at www.sedar.com and EDGAR at www.sec.gov . 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.

Forward-looking statements contained in this press release are made as of the date of this press release. Nomad disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws. If Nomad updates any one or more forward-looking statements, no inference should be drawn that Nomad will make additional updates with respect to those forward-looking statements.

SOURCE Nomad Royalty Company Ltd.

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Outcrop Silver & Gold Corporation (TSXV:OCG, OTCQX:OCGSF, DE:MRG) ("Outcrop Silver") is pleased to announce the commencement of the maiden drill program at the Pearl Copper Project located in Arizona United States . The drilling campaign will be fully funded by Golden Mile Resources Limited (ASX: G88), whereby Golden Mile is currently earning a 51% interest through funding this A$2 million maiden drill program. Outcrop Silver retained a 1% net smelter return (NSR) royalty.

Outcrop Silver logo (CNW Group/Outcrop Silver & Gold Corporation)

Highlights

  • Outcrop Silver advances the Pearl Copper project through an earn-in agreement with Golden Mile Resources (ASX:G88). Program fully funded by Golden Mile .
  • The Pearl project is located in the prolific Laramide porphyry copper district, which is responsible for 70% of the United States of America's copper production.
  • All drilling permits secured from the Bureau of Land Management (BLM) and the Arizona State Land Department (ASLD).
  • The maiden drill program to test high-grade copper-silver-gold targets at the Odyssey and Ford prospects has commenced.

" Golden Mile's fully funded drill program moves Pearl forward at no cost to Outcrop Silver and exemplifies our strategy of unlocking value from non-core assets while we focus capital on expanding the high-grade Santa Ana silver project in Colombia ," stated Ian Harris , President & CEO of Outcrop Silver.

The Pearl Copper project is located in the Laramide porphyry copper district, one of the most prolific copper-producing regions globally, accounting for approximately 70% of U.S. copper production. The project sits immediately north of BHP's past-producing San Manuel-Kalamazoo Mine and along the trend with Capstone Copper's active Pinto Valley Mine, benefiting from exceptional infrastructure and a skilled local workforce.

Following the receipt of all required exploration permits, including the Notice of Intent (NOI) from the BLM and the Special Land Use Permit (SLUP) and Geologic Field Operation Plan (GFOP) from the ASLD, drilling has commenced. This maiden drill program consists of 14 to 16 reverse circulation (RC) holes totaling up to 1,800 metres, and will test two priority targets.

Transaction

On September 12, 2024 Golden Mile purchased an option on Pearl for A$100,000 (Australian Dollars) with Outcrop Silver retaining a 1% NSR royalty. Golden Mile has the option to earn-in to 51% by funding A$2,000,000 in exploration expenditures by September 12, 2027 . Golden Mile may also earn an additional 34% by funding an additional A$10,000,000 in exploration expenditures within 5 years. Upon completing the earn-in a joint venture will be formed with both parties funding proportionally. If either party dilutes below 10%, their interest will convert to an additional 1% NSR royalty. At such time that a JORC compliant resource achieves 750,000 tonnes of contained copper at a minimum grade of 0.3%, Golden Mile will pay Outcrop Silver A$2,000,000 .

The Pearl Copper project was acquired through the amalgamation with Zacapa Resources. Zacapa's portfolio also included the Kramer Hills brownfield oxide gold project in San Bernardino, California and the South Bullfrog, gold project in Beatty, Nevada adjacent to Anglo Gold's Silicon project.

Qualified Person

Edwin Naranjo Sierra is the designated Qualified Person within the meaning of the National Instrument 43-101 and has reviewed and verified the technical information in this news release. Mr. Naranjo holds a MSc. in Earth Sciences, and is a Fellow of the Australasian Institute of Mining and Metallurgy (FAusIMM). Mr. Naranjo Sierra is a consultant to the company and is therefore independent for the purposes of NI 43-101.

About Outcrop Silver

Outcrop Silver is a leading explorer and developer focused on advancing its flagship Santa Ana high-grade silver project in Colombia . Leveraging a disciplined and seasoned team of professionals with decades of experience in the region. Outcrop Silver is dedicated to expanding current mineral resources through strategic exploration initiatives.

At the core of our operations is a commitment to responsible mining practices and community engagement, underscoring our approach to sustainable development. Our expertise in navigating complex geological and market conditions enables us to consistently identify and capitalize on opportunities to enhance shareholder value. With a deep understanding of the Colombian mining landscape and a track record of successful exploration, Outcrop Silver is poised to transform the Santa Ana project into a significant silver producer, contributing positively to the local economy and setting new standards in the mining industry.

About Golden Mile

Golden Mile is a project development and mineral exploration company. The primary focus is on growing the Company with a multi-asset and multi-commodity strategy through advancing core projects, acquiring high-quality assets, and tactical alliances with joint venture partners.

ON BEHALF OF THE BOARD OF DIRECTORS

Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "potential," "we believe," or variations of such words and phrases or statements that certain actions, events or results "will" occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Outcrop Silver to be materially different from those expressed or implied by such forward-looking statements or forward-looking information, including: the receipt of all necessary regulatory approvals, capital expenditures and other costs, financing and additional capital requirements, completion of due diligence, general economic, market and business conditions, new legislation, uncertainties resulting from potential delays or changes in plans, political uncertainties, and the state of the securities markets generally. Although management of Outcrop Silver have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, 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 and forward-looking information. Outcrop Silver will not update any forward-looking statements or forward-looking information that are incorporated by reference.

SOURCE Outcrop Silver & Gold Corporation

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