Elemental Royalty (ELE) M&A announcement summary

Deal rationale and strategic fit

• Acquisition secures long-life royalty exposure to the Panuco silver-gold project, enhancing portfolio diversification, scale, and growth potential.

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

• Improves portfolio weighting to silver and precious metals, strengthening market positioning as a leading intermediate royalty peer.

• Provides Vizsla Royalties shareholders with immediate value realization and ongoing exposure to a diversified, cash-flowing royalty portfolio.

• The transaction is mutually beneficial, strengthening both companies and delivering compelling value 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) based on May 12 closing share price.

• Transaction delivers a 31% premium to Vizsla Royalties' closing price and 22% to its 20-day VWAP.

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

Synergies and expected cost savings

• The deal is highly accretive on a revenue basis, with Panuco representing 28% of pro forma revenue versus 11% dilution.

• Combination creates a platform of cash-flowing and near-term development royalties with long-term growth potential.

• Enhanced trading liquidity and capital markets profile, with dual NASDAQ and TSX listings and broader research coverage.