CALGARY, April 28, 2015 /CNW/ - Gold Royalties
Corporation (TSX VENTURE:GRO) ("Gold Royalties")
is pleased to announce today the completion of the previously
announced plan of arrangement (the "Arrangement") under
Section 193 of the Business Corporations Act (Alberta) pursuant to which Sandstorm Gold Ltd.
("Sandstorm") acquired 100% of the outstanding common shares
(the "Gold Royalties Shares") of Gold Royalties, other than
the Gold Royalties Shares already owned by Sandstorm.
Under the Arrangement, Gold Royalties shareholders are entitled
to receive common shares of Sandstorm (the "Sandstorm
Shares") on the basis of 0.045 of a Sandstorm Share for each
Gold Royalties Share held by them. Each holder of warrants or
options of Gold Royalties outstanding immediately prior to the
effective time of the Arrangement are entitled to receive 0.045 of
a Sandstorm Share on subsequent exercise of such warrant or option,
as applicable, for the same aggregate consideration payable for
such warrant or option. Shareholders of Gold Royalties voted in
favour of the transaction at the special meeting of Gold Royalties
shareholders held on April 23, 2015
and Gold Royalties received final court approval on April 24, 2015. For further details of the
Arrangement, see Gold Royalties' press release dated February 18, 2015.
In connection with the Arrangement, Gold Royalties will apply to
delist the Gold Royalties Shares from the TSX Venture Exchange.
In order to receive Sandstorm Shares, registered holders of Gold
Royalties Shares must deliver a properly completed letter of
transmittal (the "Letter of Transmittal") and certificate(s)
representing their Gold Royalties Shares, along with any other
required documents, to Computershare Investor Services Inc.
("Computershare") at the address specified in the Letter of
Transmittal. The Letter of Transmittal was mailed to the registered
shareholders of Gold Royalties along with the management
information circular dated March 23,
2015 (the "Circular") and is also available under
Gold Royalties' profile on SEDAR at www.sedar.com or by contacting
Computershare directly. The Letter of Transmittal is for use by
registered holders of Gold Royalties Shares only and is not to be
used by non-registered beneficial holders of Gold Royalties Shares
(the "Beneficial Shareholders"). A Beneficial Shareholder
does not hold Gold Royalties Shares in its own name and such shares
are held by an intermediary. Beneficial Shareholders should contact
their intermediary for instructions and assistance in delivering
certificates representing Gold Royalties Shares and receiving
Sandstorm Shares for such Gold Royalties Shares.
ABOUT GOLD ROYALTIES CORPORATION
Gold Royalties Corporation is a growth-orientated gold royalty
business that acquires and holds gold royalty assets for investment
purposes.
For more information visit: www.GoldRoyalties.ca.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
This press release contains "forward-looking statements", within
the meaning of applicable Canadian securities legislation,
concerning the business, operations and financial performance and
condition of Gold Royalties Corporation ("Gold Royalties").
Forward-looking statements include, but are not limited to,
statements with respect to the future price of gold, the estimation
of mineral reserves and resources, realization of mineral reserve
estimates, and the timing and amount of estimated future
production. Forward-looking statements can generally be identified
by the use of forward-looking terminology such as "may", "will",
"expect", "intend", "estimate", "anticipate", "believe",
"continue", "plans", or similar terminology.
Forward-looking statements are made based upon certain
assumptions and other important factors that, if untrue, could
cause the actual results, performances or achievements of Gold
Royalties to be materially different from future results,
performances or achievements expressed or implied by such
statements. Such statements and information are based on numerous
assumptions regarding present and future business strategies and
the environment in which Gold Royalties will operate in the future,
including the price of gold and anticipated costs. Certain
important factors that could cause actual results, performances or
achievements to differ materially from those in the forward-looking
statements include, amongst others, gold price volatility,
discrepancies between actual and estimated production, mineral
reserves and resources and metallurgical recoveries, mining
operational and development risks relating to the parties which
produce the gold that Gold Royalties will purchase, regulatory
restrictions, activities by governmental authorities (including
changes in taxation), currency fluctuations, the global economic
climate, dilution, share price volatility and competition.
Forward-looking statements are subject to known and unknown
risks, uncertainties and other important factors that may cause the
actual results, level of activity, performance or achievements of
Gold Royalties to be materially different from those expressed or
implied by such forward-looking statements, including but not
limited to: the impact of general business and economic conditions,
the absence of control over mining operations from which Gold
Royalties will purchase gold and risks related to those mining
operations, including risks related to international operations,
government and environmental regulation, actual results of current
exploration activities, conclusions of economic evaluations and
changes in project parameters as plans continue to be refined,
risks in the marketability of minerals, fluctuations in the price
of gold, fluctuation in foreign exchange rates and interest rates,
stock market volatility. Although Gold Royalties has
attempted to identify important factors that could cause actual
results to differ materially from those contained in
forward-looking statements, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that such statements will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on forward-looking statements. Gold Royalties
does not undertake to update any forward looking statements that
are contained or incorporated by reference, except in accordance
with applicable securities laws.
SOURCE Gold Royalties Corporation