Announcement • May 15

Elemental Royalty Corporation (TSX:ELE) entered into a definitive agreement to acquire Vizsla Royalties Corp. (TSXV:VROY) for approximately CAD 290 million.

Elemental Royalty Corporation (TSX:ELE) entered into a definitive agreement to acquire Vizsla Royalties Corp. (TSXV:VROY) for approximately CAD 290 million on May 13, 2026. Under the terms of the Arrangement Agreement, each Vizsla Royalties shareholder will have the option to elect to receive, for each Vizsla Royalties Share, (i) 0.15 common shares of Elemental, (ii) CAD 4.13 in cash, or (iii) a combination thereof, subject to rounding and proration, based on a maximum total cash consideration of approximately CAD 82 million. The total consideration for the Transaction is approximately CAD 327 million or CAD 4.13 per Vizsla Royalties Share on a fully-diluted basis. The Transaction price represents a premium of 31% and 22% to the unaffected closing price and the 20-day volume weighted average trading price, respectively, of the Vizsla Royalties Shares as at May 12, 2026. In case of termination of transaction, an approximately CAD 12 million is payable under certain circumstances. The Transaction will be effected by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia). In addition to approval of the Vizsla Royalties Shareholders, completion of the Transaction is subject to approval of the TSX Venture Exchange ("TSX-V") and the Toronto Stock Exchange, the Nasdaq Stock Market, the National Antitrust Commission of Mexico, court approvals and other customary closing conditions for transactions of this nature. The Arrangement Agreement includes customary deal protection provisions, including non-solicitation and right to match provisions. The deal has been unanimously approved by the board. The Bank of Nova Scotia acted as financial advisor for Elemental Royalty Corporation. The Bank of Nova Scotia acted as fairness opinion provider for Elemental Royalty Corporation Board of Directors. Bennett Jones LLP acted as legal advisor for Elemental Royalty Corporation. GenCap Mining Advisory Ltd. acted as financial advisor for Vizsla Royalties Corp. Canaccord Genuity Corp. acted as financial advisor for Vizsla Royalties Corp. Special Committee. CIBC World Markets, Inc. acted as fairness opinion provider for Vizsla Royalties Corp. Board of Directors. Canaccord Genuity Corp. acted as fairness opinion provider for Vizsla Royalties Corp. Special Committee. Forooghian & Company Law Corporation acted as legal advisor for Vizsla Royalties Corp. Blake, Cassels & Graydon LLP acted as legal advisor for Vizsla Royalties Corp. Special Committee.

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Elemental Royalty Corporation (TSX:ELE) entered into a definitive agreement to acquire Vizsla Royalties Corp. (TSXV:VROY) for approximately CAD 290 million.

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