Mr. David Cole reports
LEADING INDEPENDENT PROXY ADVISORY FIRMS RECOMMEND EMX'S SHAREHOLDERS VOTE FOR THE ARRANGEMENT RESOLUTION WITH ELEMENTAL ALTUS
Institutional Shareholder Services Inc. (ISS) and other similar advisory firms have each recommended that EMX Royalty Corp. shareholders vote for the special resolution approving the proposed arrangement with Elemental Altus Royalties Corp. and 1554829 B.C. Ltd. (Acquireco), pursuant to which Elemental Altus has agreed to, indirectly through an amalgamation of EMX with Acquireco, acquire all of the issued and outstanding common shares of EMX, at the coming special meeting of shareholders and EMX optionholders to be held on Tuesday, Nov. 4, 2025, at 10 a.m. Vancouver time.
ISS commented: "The proposed arrangement is strategically sound, and the combined company is well positioned to realize benefits from scale, with additional potential upside through an improved capital markets profile. The offer reflects a premium over the unaffected share price, and the market's reaction to the transaction has been positive. Furthermore, existing shareholders will have the opportunity to participate in the future growth of the combined entity by receiving Elemental Altus shares."
David Cole, president and chief executive officer of EMX, commented: "We are pleased with the positive recommendations from ISS and other leading proxy advisory firms. Their support reinforces our view that the proposed arrangement with Elemental Altus represents a compelling opportunity for shareholders. The combination is expected to create a stronger, more diversified royalty company with enhanced scale, financial strength and long-term growth potential. We encourage all securityholders to vote for the arrangement resolution in advance of the upcoming meeting and join us in supporting this important step forward for EMX."
EMX board recommendation
The board of directors (subject to abstentions where legally required) of EMX recommends that securityholders vote for the arrangement resolution.
Please visit EMX's website for complete details and links to all relevant documents ahead of the meeting.
Meeting details
EMX will hold the meeting on Nov. 4, 2025, at 10 a.m. Vancouver time at the offices of Cassels Brock & Blackwell LLP at Suite 2200, RBC Place, 885 West Georgia St., Vancouver, B.C., V6C 3E8. The meeting can also be accessed by live webcast. The record date for securityholders entitled to notice of and to attend and vote at the meeting is Sept. 25, 2025. Only securityholders who are present in person and entitled to vote at the meeting are able to vote during the meeting. Any securityholder attending the meeting through the live webcast will not be able to vote at the meeting.
Securityholders are encouraged to vote their EMX shares and/or EMX options as soon as possible ahead of the proxy voting deadline on Oct. 31, 2025, at 10 a.m. Vancouver time (which deadline may be waived by EMX).
To ensure your vote is received in a timely manner, securityholders are strongly encouraged to cast their votes on-line or by telephone. Securityholders who require voting assistance may contact EMX's proxy solicitation agent, Laurel Hill Advisory Group, at the contact information below. Additionally, Laurel Hill Advisory Group will reach out to securityholders to assist with voting and utilize Broadridge's Quickvote offering to take votes directly over the phone from eligible beneficial shareholders. Beneficial shareholders who have not received their voting instruction forms with their unique control numbers may contact their brokers and request these numbers to vote on-line or contact Laurel Hill Advisory Group.
While the Canada Post strike is continuing, registered shareholders who wish to deposit their letters of transmittal, share certificates and other required documentation, as applicable, should use courier services or hand deliver such documentation to the depositary, Computershare Investor Services Inc., at 320 Bay St., 14th floor, Toronto, Ont., M5H 4A6.
Securityholder questions
Securityholders who have any questions or require assistance with voting may contact Laurel Hill Advisory Group, EMX's proxy solicitation agent and securityholder communications adviser, at the following.
Laurel Hill Advisory Group
Toll-free: 1-877-452-7184 (for securityholders in North America)
International: 1-416-304-0211 (for securityholders outside Canada and the United States)
By e-mail: assistance@laurelhill.com
About EMX Royalty Corp.
EMX is a precious and base metals royalty company. EMX's investors are provided with discovery, development and commodity price optionality while limiting exposure to risks inherent to operating companies. The EMX shares are listed on the NYSE American exchange and the TSX Venture Exchange under the symbol EMX.
We seek Safe Harbor.
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