ELEMENTAL ROYALTIES CORP. ("ELE")
ALTUS STRATEGIES PLC ("ALTS")
BULLETIN TYPE: Plan of Arrangement-, Delist
BULLETIN DATE: August 16, 2022
TSX Venture Tier 1 Company, TSX Venture Tier 2 Company
Plan of Arrangement:
The arrangement consists of an arm's length acquisition by Elemental Royalties Corp. ("Elemental") of all of the issued and outstanding share capital of Altus Strategies Plc. ("Altus") pursuant to a cooperation agreement dated June 14, 2022 as amended and restated June 21, 2022 (the "Cooperation Agreement"). Elemental has issued 0.5940 of a common share of Elemental ("Common Shares") for each outstanding share of Altus by way of a court-sanctioned scheme of arrangement in the United Kingdom under Part 26 of the Companies Act 2006 (the "Scheme").
The Exchange has been advised that the issuance of the Common Shares necessary to allow Elemental to complete the Scheme was approved by 99.9% of the votes cast by shareholders of Elemental at the meeting of the Elemental shareholders held on August 8, 2022 (the "Meeting").
For further information, refer to Elemental's management information circular in respect of the Meeting, and its news releases dated August 8, 2022 and August 16, 2022.
Delist
Further to the closing of the Scheme, the ordinary shares of Altus will be delisted from the TSX Venture Exchange effective at the close of business, Wednesday August 17, 2022.
The Exchange is advised that the Scheme was approved by the requisite majorities of Altus shareholders at the Court Meeting and General Meeting held by Altus on August 8, 2022, was sanctioned by the High Court of Justice of England and Wales on August 12, 2022 and all of the issued and outstanding shares of Altus have been acquired by Elemental.
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