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Elemental Royalty Corporation completes US$933 million merger with EMX Royalty Corporation and concurrent US$100 million private placement financing

Fasken
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Overview

Client

Elemental Royalty Corporation

On November 13, 2025, Elemental Royalty Corporation, a Canadian mining royalty company, completed its US$933 million merger with EMX Royalty Corporation by way of a court-approved statutory plan of arrangement under the Business Corporations Act (British Columbia). Concurrently, the company completed a US$100 million private placement financing with Tether Investments S.A. de C.V. and changed its name from Elemental Altus Royalties Corp. to Elemental Royalty Corporation.

The transaction combined two established royalty businesses to create a larger, publicly traded mining royalty platform with an implied market capitalization of approximately US$933 million. Under the arrangement, former EMX shareholders received Elemental shares and became owners of approximately 49% of the combined company, while existing Elemental shareholders retained approximately 51%. The transaction was further distinguished by the concurrent strategic financing and enabled the combined company to become listed on Nasdaq in the United States and subsequently uplist to the Toronto Stock Exchange in Canada, strengthening its access to capital markets and positioning it for future growth.

Fasken advised Elemental Royalty Corporation with a team led by John Sabetti and Justine Connors and included Richard Steinberg, Martin Ferreira Pinho, Sarah Martin, Victoria Zed, Rohat Jumani, Kathryn McCoy, Anthony Foreshew, Huy Do, Henry Gray, Christopher Steeves, Rhys Godin, Aaron Stefan, Nathan Gates, Jordan Thompson, Matthew Allard and Mark Pontin.

Jurisdiction

  • Canada

Team

  • John M. Sabetti, Partner | Mergers & Acquisitions, Toronto, ON, +1 416 865 4455, [email protected]
  • Justine Connors, Partner | Mergers & Acquisitions, Toronto, ON, +1 416 868 7530, [email protected]
  • Richard J. Steinberg, Partner | M&A, Mining, Toronto, ON, +1 416 865 5443, [email protected]
  • Martin Ferreira Pinho, Partner | Mergers & Acquisitions, Vancouver, BC, +1 604 631 3187, [email protected]
  • Sarah Martin, Partner | Environmental, Vancouver, BC, +1 604 631 4713, [email protected]
  • Victoria Zed, Associate | Corporate/Commercial, Toronto, ON, +1 416 865 4384, [email protected]
  • Rohat Jumani, Associate | Mergers & Acquisitions, Toronto, ON, +1 416 865 4469, [email protected]
  • Kathryn McCoy, Associate | Corporate/Commercial, Toronto, ON, +1 416 868 7808, [email protected]
  • Anthony Foreshew, Associate | Mergers & Acquisitions, Toronto, ON, +1 416 865 4464, [email protected]
  • Huy Do, Partner | CO-LEADER, COMPETITION, MARKETING & FOREIGN INVESTMENT | LEADER, SOUTHEAST ASIA GROUP, Toronto, ON, +1 416 868 3505, [email protected]
John Sabetti Toronto Lawyer John M. Sabetti Partner | Mergers & Acquisitions Toronto, ON +1 416 865 4455
Justine Connors Toronto Lawyer Justine Connors Partner | Mergers & Acquisitions Toronto, ON +1 416 868 7530
Martin Ferreira Pinho, Partner | Mergers & Acquisitions Martin Ferreira Pinho Partner | Mergers & Acquisitions Vancouver, BC +1 604 631 3187
Sarah Martin, Partner | Environmental Sarah Martin Partner | Environmental Vancouver, BC +1 604 631 4713
Victoria Zed Toronto Lawyer Victoria Zed Associate | Corporate/Commercial Toronto, ON +1 416 865 4384
Rohat Jumani Toronto Articling Student Rohat Jumani Associate | Mergers & Acquisitions Toronto, ON +1 416 865 4469
Kathryn McCoy Toronto Lawyer Kathryn McCoy Associate | Corporate/Commercial Toronto, ON +1 416 868 7808
Anthony Foreshew Toronto Lawyer Anthony Foreshew Associate | Mergers & Acquisitions Toronto, ON +1 416 865 4464
Huy Do Toronto Lawyer Huy Do Partner | CO-LEADER, COMPETITION, MARKETING & FOREIGN INVESTMENT | LEADER, SOUTHEAST ASIA GROUP Toronto, ON +1 416 868 3505
Henry Gray Ottawa Articling Student Henry Gray Associate | Competition, Marketing & Foreign Investment Toronto, ON +1 416 865 4476
Christopher Steeves Toronto Lawyer Christopher Steeves Partner | Leader, Tax Law Toronto, ON +1 416 868 3401
Rhys Godin Toronto Lawyer Rhys Godin Associate | Tax Law Toronto, ON +1 416 865 4463
Aaron Stefan Toronto Lawyer Aaron J. Stefan Partner | Banking & Finance Toronto, ON +1 416 868 3514
Nathan Gates Toronto Lawyer Nathan L. Gates Partner | Banking & Finance Toronto, ON +1 416 865 5470
Jordan-Thompson-Vancouver-Lawyer Jordan Thompson Partner | Labour, Employment & Human Rights Surrey, BC Vancouver, BC +1 604 631 3277
Matthew-Allard-Vancouver-Lawyer Matthew Allard Associate | Labour, Employment & Human Rights Vancouver, BC +1 604 631 4779
Mark Pontin, Partner | Litigation and Dispute Resolution Mark Pontin Partner | Litigation and Dispute Resolution Vancouver, BC +1 604 631 4932