An anonymous director reports
NOMAD ROYALTY COMPANY COMPLETES ACQUISITION OF CORAL GOLD
Nomad Royalty Company Ltd. has completed its previously announced acquisition of Coral Gold Resources Ltd. pursuant to a court-approved plan of arrangement under the Business Corporations Act (British Columbia).
Pursuant to the transaction, Nomad acquired all of the outstanding shares of Coral. Coral shareholders received, for each Coral share held, consideration consisting of five cents in cash and 0.80 of a unit of Nomad. Each whole unit comprises one Nomad common share and one-half of a common share purchase warrant. Each full warrant entitles the holder thereof to purchase one additional Nomad share at a price of $1.71 for a period of two years following the date hereof. If the daily volume-weighted average trading price of Nomad shares on the Toronto Stock Exchange exceeds the warrant exercise price by at least 25 per cent for any period of 20 consecutive trading days after one year from the date hereof, Nomad will have the right to give notice in writing to the holders of the warrants that the warrants will expire 30 days following such notice, unless exercised prior thereto.
Upon surrender to Computershare Trust Company of Canada of certificates representing Coral Shares that were outstanding immediately prior to the effective time of the arrangement, together with a duly completed and executed letter of transmittal, registered holders of such shares are entitled to receive the consideration pursuant to, and subject to, the terms and conditions of the plan of arrangement. Each registered shareholder (other than CDS and DTC) will receive a direct registration advice, evidencing the Nomad shares and warrants held by such shareholder. A shareholder can request to receive a physical share certificate representing the Nomad shares or physical warrant certificate representing the Warrants by completing the information accompanying the DRS advice. Any questions regarding payment of the consideration, including any requests for an additional copy of the letter of transmittal, should be directed to the depositary via telephone at 1-800-564-6253 (toll-free in North America) or via e-mail.
Non-registered holders of Coral shares that were outstanding immediately prior to the effective time of the arrangement should contact their nominee (i.e. broker, trust company, bank or other registered holder) which holds the certificates representing such securities, on their behalf to arrange for surrender and payment pursuant to the arrangement.
As a result of the transaction, the Coral shares are expected to be delisted from the TSX Venture Exchange and any other stock exchange on which the Coral shares are listed or quoted, after the close of business on Friday, Nov. 20, 2020, and Nomad will apply to have Coral cease to be a reporting issuer in every province of Canada in which it is a reporting issuer. Nomad has applied to list the warrants issuable pursuant to the arrangement and the TSX has conditionally approved the listing of the warrants, subject to Nomad fulfilling all of the standard requirements of the TSX, which cannot be assured.
As a result of the closing of the transaction, there are 564,520,578 common shares of Nomad issued and outstanding on a non-diluted basis.
Royalty Company Ltd.
Nomad is a gold and silver royalty company that purchases rights to a percentage of the gold or silver produced from a mine, for the life of the mine. Following the transaction, Nomad owns a portfolio of 13 royalty, stream and gold loan assets, of which six 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 and silver streams and royalties.
About Coral Gold Resources Ltd.
Coral is a precious metals exploration company, where it has explored one of the world's richest gold districts in Nevada for over 30 years. Coral's primary asset is a sliding scale net smelter returns production royalty on Nevada Gold Mines LLC's Robertson property in Nevada. Coral also holds a portfolio of strategically located exploration projects near NGM's Pipeline/Cortez mine complex on Nevada's
Battle Mountain/Cortez trend.
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