Elemental Royalty (ELE) M&A announcement summary

Deal rationale and strategic fit

• Acquisition secures a cornerstone, uncapped 2.0–3.5% NSR royalty on the Panuco silver-gold project in Mexico, enhancing portfolio diversification, precious metals weighting, and growth potential.

• Adds a high-grade, large-scale asset with significant exploration upside and near-term production, projected to become a cornerstone asset.

• Improves trading liquidity, capital markets profile, and strengthens positioning as a leading intermediate royalty company.

• Provides Vizsla Royalties shareholders with immediate value realization, premium valuation, and ongoing exposure to Elemental’s diversified, cash-flowing royalty platform.

• Both boards and special committees unanimously support the deal as fair and value-creating for shareholders.

Financial terms and conditions

• Each Vizsla Royalties share can be exchanged for 0.15 Elemental shares, C$4.13 in cash, or a combination, subject to a maximum C$82 million cash consideration.

• Total transaction value is approximately C$327 million (US$239 million), representing a 31% premium to the unaffected closing price and 22% to the 20-day VWAP as of May 12, 2026.

• Transaction includes a C$12 million termination fee under certain circumstances.

• Transaction unanimously approved by both boards, with closing expected in Q3 2026.

Synergies and expected cost savings

• Combination creates a larger, diversified royalty platform with improved capital markets reach, trading liquidity, and dual NASDAQ/TSX listings.

• Highly accretive to revenue, materially enhancing near-term cash flow and providing fully realizable synergies from portfolio integration.

• Platform of cash-flowing and near-term development royalties with long-term growth potential.