Announcement • Nov 14
Elemental Altus Royalties Corp. (TSXV:ELE) completed the acquisition of EMX Royalty Corporation (TSXV:EMX). Elemental Altus Royalties Corp. (TSXV:ELE) entered into a definitive agreement to acquire EMX Royalty Corporation (TSXV:EMX) for approximately CAD 640 million on September 4, 2025. Concurrently with and in support of the Transaction, Tether Investments S.A. de C.V. ("Tether") and Elemental Altus have entered into a subscription agreement dated September 4, 2025 (the "Tether Subscription Agreement") pursuant to which, among other things, Tether has agreed to purchase approximately 75 million Elemental Altus Shares at a price of C$1.84 per share.
Upon completion of the Transaction, the Merged Company will be renamed Elemental Royalty Corp. and listed on the TSX Venture Exchange under the ticker "ELE". The Board of Directors will include three representatives from Elemental Altus and two from EMX, with Juan Sartori continuing as Executive Chairman and David Cole as CEO, while Frederick Bell will be President and COO. The headquarters will remain in Vancouver, British Columbia. Existing Elemental Altus and former EMX shareholders are expected to own approximately 51% and 49% of the Merged Company, respectively, on a basic basis. A special committee will consist solely of independent directors of EMX.
The Transaction will require the approval of at least 66 2/3% of the votes cast at a special meeting of shareholders of EMX (the "EMX Special Meeting"), if, and to the extent, required under applicable Canadian securities laws, a majority of the votes cast at a the EMX Special Meeting, excluding the votes attached to EMX Shares held by persons required to be excluded pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holder in Special Transactions. In addition, the transaction is subject to court approval, approval of the EMX shareholders, approval of the Elemental Altus shareholders for the Tether Concurrent Financing, TSX-V, regulatory and court approvals and other customary closing conditions for Transactions. Further, the completion of the Transaction is subject to the conditional approval of the listing of the Elemental Altus Shares on a US stock exchange. The Board of Directors of Elemental Altus has unanimously approved the Transaction and recommends that the shareholders of Elemental Altus vote in favour of the Elemental Altus Resolutions. The Supreme Court of British Columbia has granted an interim order for the transaction which authorizes EMX to proceed with the upcoming special meeting and other meeting-related matters. The Transaction is expected to close in the fourth quarter of 2025. Termination fee payable under certain circumstances is CAD 15.8 million. On November 4, 2025, EMX Royalty shareholders approved the transaction. The expected completion of the transaction is in mid-November. As of November 10, 2025, EMX received court approval for arrangement with Elemental Altus. As of November 12, 2025, it was announced that the transaction is expected to close in November.
National Bank Financial, Inc. is acting as financial advisor, Fasken Martineau DuMoulin LLP is acting as legal advisor and Greenberg Traurig, LLP, is acting as U.S. legal counsel to Elemental Altus. GenCap Mining Advisory Ltd. served as fairness opinion provider to the Elemental Altus Board of Directors. CIBC World Markets Inc. is acting as financial advisor to EMX. CIBC World Markets Inc. is acting as a fairness opinion provider to the EMX Board of Directors. Haywood Securities Inc. is acting as financial advisor to the EMX Special Committee and Haywood Securities Inc. is acting as a fairness opinion provider to the EMX Special Committee. Cassels Brock & Blackwell LLP is acting as Canadian legal advisor to EMX. Crowell & Moring LLP is acting as U.S. legal advisor to EMX. Blake, Cassels & Graydon LLP is acting as legal advisor to the EMX Special Committee. The Laurel Hill Advisory Group LLC acted as information agent to EMX.
Elemental Altus Royalties Corp. (TSXV:ELE) completed the acquisition of EMX Royalty Corporation (TSXV:EMX) on November 13, 2025. 
