EMX Royalty (EMX) M&A Announcement summary

Deal rationale and strategic fit

• Merger creates a leading, revenue-driven royalty company with a globally diversified portfolio, enhanced scale, and a strong management team, filling a gap in the market and elevating to intermediate status.

• Combination leverages complementary strengths, proven acquisition expertise, disciplined royalty generation, and cornerstone assets, with a shared commitment to value creation and supportive major shareholders.

• The merged entity is backed by a $100 million investment from Tether, providing financial strength and a catalyst for growth.

• Shared culture, history, and management support seamless integration and best-in-class leadership.

• The company will have 16 producing royalties, over 200 total royalties, and a commodity split of 67% precious metals and 33% base metals.

Financial terms and conditions

• Pro forma market capitalization is approximately US$933 million, with 629.4 million shares outstanding post-transaction and a US$100 million equity placement to Tether.

• Elemental Altus and EMX shareholders will own roughly 51% and 49% of the new company, respectively, after the Tether placement.

• Exchange ratio set at 2.8220 new Elemental shares per EMX share, implying a 21.5% premium based on 20-day VWAP.

• No debt and an undrawn $50 million credit facility, with potential to expand to $150 million.

• Projected annual revenue of $70–$80 million, with consensus 2026E revenue of $80 million.

Synergies and expected cost savings

• Anticipated multimillion-dollar cost savings from corporate and operational synergies.

• Enhanced access to capital and increased liquidity expected from the Tether investment and combined institutional ownership of 57%.

• Margin expansion and accretion to net asset value and cash flow per share are expected.

• Enhanced scale and diversification improve deal sourcing, organic royalty origination, and capital deployment.

• Ability to pursue larger transactions without syndication.