Elemental Royalty Corporation (NASDAQ: ELE) (TSX: ELE) and Vizsla Royalties Corp. (TSXV: VROY) (OTCQX: VROY) have jointly announced that Elemental has completed its previously announced acquisition of all of the issued and outstanding common shares of Vizsla Royalties by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia).
Through the Transaction, Elemental has acquired Vizsla Royalties’ 2.0% to 3.5% net smelter returns royalties on Vizsla Silver Corp.’s Panuco silver-gold project in Mexico. The Panuco Royalties are life-of-mine interests with no caps, buybacks or step-downs and cover the entire existing resources at Panuco.
Elemental Chief Executive Officer, David M. Cole, commented: “Closing the acquisition of Vizsla Royalties is another major step in Elemental’s growth and adds one of the sector’s most compelling development royalties to our portfolio. The Panuco Royalties provide uncapped, life-of-mine exposure to a high-grade, large-scale silver-gold project with a clear path toward production and significant district-scale exploration potential. We are delighted to welcome former Vizsla Royalties shareholders to Elemental and look forward to partnering with the Vizsla Silver team as it advances Panuco and continues to unlock the broader district.”
Transaction
Under the terms of the Transaction, Vizsla Royalties shareholders were entitled to elect to receive, for each Vizsla Royalties common share, C$4.13 in cash, 0.15 of an Elemental common share, or a combination of cash and Elemental common shares, subject to rounding and proration based on a maximum aggregate cash consideration of approximately C$82 million.
Following the elections and proration, Elemental paid aggregate cash consideration of approximately C$82 million and issued approximately 8,107,478 Elemental common shares to former Vizsla Royalties shareholders, subject to rounding. Former Vizsla Royalties shareholders now own approximately 11.19% of the outstanding Elemental common shares.
All outstanding options and other securities of Vizsla Royalties were treated in accordance with the plan of arrangement. The Elemental common shares issued in the Transaction were issued in reliance on the exemption from the registration requirements of the United States Securities Act of 1933, as amended, provided by Section 3(a)(10) thereof.
Next Steps
The Vizsla Royalties common shares are expected to be delisted from the TSX Venture Exchange on or about the close of business on September 16, 2026 and to cease to be quoted on the OTCQX. Vizsla Royalties will also apply to the Canadian securities regulators to cease to be a reporting issuer in the applicable jurisdictions immediately following the delisting.
Further details of the Transaction are set out in the Arrangement Agreement dated May 13, 2026, and the management information circular of Vizsla Royalties dated June 9, 2026 prepared in connection with the Transaction, each of which is available under Vizsla Royalties’ profile on SEDAR+ at www.sedarplus.ca.
