Mr. Frederick Bell reports
ELEMENTAL ALTUS ANNOUNCES FILING AND SENDING OF MEETING MATERIALS IN CONNECTION WITH ITS SPECIAL MEETING OF SHAREHOLDERS TO APPROVE TETHER FINANCING AND STEPS IN CONNECTION WITH ACCESS TO MEETING MATERIALS DURING POSTAL STRIKE
In connection with Elemental Altus Royalties Corp.'s previously announced concurrent financing with Tether Investments S.A. de C.V. announced in connection with the proposed acquisition all of the issued and outstanding common shares of EMX Royalty Corp. pursuant to a court-approved plan of arrangement, Elemental Altus has filed, posted on-line and commenced delivery via courier of the management information circular of the company and related documents for the Nov. 4, 2025, special meeting of holders of common shares of Elemental Altus that will be held at suite 1020 -- 800 West Pender St., Vancouver, B.C., V6C 2V6, at 10 a.m. (Vancouver time). This press release contains important information regarding how to access the meeting materials and vote your common shares of Elemental Altus on the meeting matters.
As further described in the circular, in connection with the meeting, shareholders are being asked to consider and, if deemed advisable, to pass, with or without variation, the following matters:
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An ordinary resolution of disinterested shareholders approving Tether as a control person of the company (as such term is defined in TSX Venture Exchange Policy 1.1);
- An ordinary resolution in accordance with the majority of the minority shareholder approval requirements set forth in Part 8 of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions and TSX Venture Exchange Policy 5.9, approving the financing, which is a related party private placement of 7,502,502 common shares of Elemental Altus at a price of $18.38 (or $13.33 (U.S.)) per common share to Tether for aggregate gross proceeds of approximately $137,896,000 (or approximately $100-million (U.S.));
- A special resolution authorizing the alteration of the notice of articles of the company to effect the change of the company's name to Elemental Royalty Corp., or such other name as the board of directors of the company deems appropriate or as may be required or permitted by applicable regulatory authorities.
Elemental Altus has elected to deliver the meeting materials to shareholders using the notice-and-access procedures available under Canadian securities laws. The meeting materials are posted on Elemental Altus's website, which can be accessed from its homepage and are available under Elemental Altus's profile on the SEDAR+ website. The meeting materials are also available for delivery to shareholders by courier or by e-mail upon request made to Elemental Altus by e-mail at info@elementalaltus.com, or by telephone at 1-604-646-4527. Shareholders of record as of the close of business on Sept. 25, 2025, have the right to receive notice of, and to vote at, the meeting, and are encouraged to review the meeting materials carefully.
As a result of the continuing postal strike in Canada, the mailing and delivery of the meeting materials has been interrupted. Elemental Altus has implemented certain measures with the goal of ensuring that the meeting materials can be accessed by shareholders and that shareholders are able to deliver or transmit their respective form or proxy, voting instruction form, or other information required to vote on the meeting matters, in each case within the required time period and at no cost to the shareholders, including by providing for the submission of proxies or voting instructions on-line or by telephone, as set out below. Elemental Altus has arranged for the following:
- Delivery by courier of the applicable meeting materials to its non-registered shareholders in Canada using a predetermined threshold of common shares of Elemental Altus held;
- Delivery by courier of the applicable meeting materials to all registered shareholders in Canada;
- E-mailing of the applicable meeting material to shareholders with available e-mail addresses;
- Publication of an advertisement in The Globe & Mail newspaper dated Oct. 3, 2025, providing information on how to access the meeting materials and vote on the meeting matters;
- Posting the meeting materials at the Elemental Altus website and providing on its homepage at a specific link to access this page, the meeting materials and instructions on how to vote;
- Dissemination of this press release.
There is no anticipated interruption or delay in the delivery of meeting materials to U.S. shareholders.
How to vote
Shareholders are encouraged to vote well in advance of the meeting in accordance with the instructions on their form of proxy or voting instruction form. If you have received a form of proxy or voting instruction form, you are encouraged to vote in accordance with the instructions contained therein.
Forms of proxy and voting instruction forms are customized to each shareholder, containing a control number unique to the shareholder that is required in order to vote on-line or by telephone. As a result of the strike, some non-registered shareholders may not receive their voting instruction form, meaning that such shareholders will have to obtain their control number from and by contacting their broker or other intermediary (where their common shares of Elemental Altus are held). Non-registered shareholders should contact the proxy department at their broker or other intermediary who can assist them with obtaining their control number and with the voting process.
Registered shareholders can call Computershare (Elemental Altus's transfer agent) at 1-800-564-6253 to obtain their control number to vote on-line.
The deadline for shareholders to return their completed proxies or voting instruction forms is Oct. 31, 2025, at 10 a.m. (Vancouver time); however, Elemental Altus has determined to waive the proxy cut off time in light of the strike until the close of business (Vancouver time) on Nov. 3, 2025, being the day prior to the meeting date. Shareholders who hold their shares with a broker or other intermediary may be required to return their voting instruction form in advance of this deadline to be included in the vote.
While the postal strike is continuing, Elemental Altus recommends that shareholders use the on-line or telephone voting methods listed below, or return their proxies or voting instruction forms via courier, to ensure votes are received. Shareholders can contact Elemental Altus at
info@elementalaltus.com
or by telephone at 1-604-646-4527 for information on how to submit their proxies or voting instruction forms using the on-line or telephone voting methods listed in the attached table.
About Elemental Altus Royalties Corp.
Elemental Altus is an income-generating precious metals royalty company with 10 producing royalties and a diversified portfolio of preproduction and discovery stage assets. The company is focused on acquiring uncapped royalties and streams over producing, or near-producing, mines operated by established counterparties. The vision of Elemental Altus is to build a global gold royalty company, offering investors superior exposure to gold with reduced risk and a strong growth profile.
We seek Safe Harbor.
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