VANCOUVER, BC, June 9, 2023
/PRNewswire/ - Sandstorm Gold Ltd. ("Sandstorm Gold
Royalties", "Sandstorm" or the "Company") (NYSE: SAND) (TSX: SSL)
is pleased to provide the voting results from the Company's Annual
General Meeting of Shareholders (the "Meeting") and announce the
renewal of the Company's at-the-market equity program.
VOTING RESULTS FROM ANNUAL GENERAL
MEETING OF SHAREHOLDERS
The Meeting was held today, June
9th in Vancouver,
British Columbia at which 61% of the issued common shares,
as of the record date for the Meeting, were represented.
Shareholders voted in favour of all resolutions presented,
including the re-election of all director nominees, namely
Nolan Watson, David Awram, David E. De
Witt, Andrew T. Swarthout,
John P.A. Budreski, Mary L. Little, and Vera
Kobalia and the election of new director, Elif Levesque. Detailed results of the vote for
directors are set out below:
Election of
Directors
|
Votes for
|
% for
|
Votes
Withheld
|
% Withheld
|
Nolan Watson
|
149,871,473
|
99.25 %
|
1,134,758
|
0.75 %
|
David Awram
|
142,372,889
|
94.28 %
|
8,633,342
|
5.72 %
|
David E. De
Witt
|
142,269,562
|
94.21 %
|
8,736,669
|
5.79 %
|
Andrew T.
Swarthout
|
144,900,106
|
95.96 %
|
6,106,124
|
4.04 %
|
John P.A.
Budreski
|
132,497,442
|
87.74 %
|
18,508,789
|
12.26 %
|
Mary L.
Little
|
139,221,170
|
92.20 %
|
11,785,061
|
7.80 %
|
Vera Kobalia
|
149,657,993
|
99.11 %
|
1,348,238
|
0.89 %
|
Elif
Levesque
|
142,192,072
|
94.16 %
|
8,814,158
|
5.84 %
|
Detailed voting results for all matters considered at the
Meeting will be available on SEDAR at www.sedar.com and on
EDGAR at www.sec.gov/edgar.shtml.
RENEWAL OF ATM EQUITY PROGRAM
Sandstorm has re-established an at-the-market equity program
(the "ATM Program") after the previous ATM Program expired on
May 20, 2022, and following certain
blackout periods pertaining to the Nomad Royalty Company and
BaseCore Transactions. The ATM Program allows the Company to issue
up to US$150 million (or the
equivalent in Canadian dollars) of common shares ("Common Shares")
from treasury to the public from time to time, at the Company's
discretion and subject to regulatory requirements. Sandstorm's
previous ATM Program expired with no shares being issued under the
program, and the Company does not currently have any plans to use
the ATM Program.
Any Common Shares sold in the ATM Program will be sold by way of
(i) ordinary brokers' transactions that meet the definition of an
"at-the-market offering" under the rules and regulations of the
Securities and Exchange Commission (the "SEC") under the
Securities Act of 1933, as amended, (ii) ordinary brokers'
transactions that constitute an "at-the-market distribution" as
described in Part 9 of National Instrument 44-102 – Shelf
Distributions, or (iii) such other sales of Common Shares by an
Agent (as defined herein) on behalf of the Company in its capacity
as agent of the Company as shall be agreed by the Company and the
applicable Agent in writing, at market prices prevailing at the
time of the sale or at prices related to the prevailing market
prices or at negotiated prices subject to certain minimum prices.
Since the Common Shares will be distributed at the prevailing
market prices at the time of the sale, prices may vary among
purchasers and during the period of distribution.
Sandstorm intends to use the net proceeds from the ATM Program,
if any, to finance future gold and other metal purchase agreements
and the purchase of royalties and/or for other general corporate
purposes, including the repayment of indebtedness.
Sales of Common Shares through the ATM Program will be made
pursuant to the terms of an equity distribution agreement dated
June 9, 2023 entered into among the
Company, BMO Nesbitt Burns Inc., Scotia Capital Inc., National Bank
Financial Inc., CIBC Capital Markets, RBC Dominion Securities Inc.,
and Raymond James Ltd. (the "Canadian Agents") and BMO Capital
Markets Corp., Scotia Capital (USA) Inc., National Bank of Canada Financial
Inc. and H.C. Wainwright & Co., LLC (the "US Agents" and,
together with the Canadian Agents, the "Agents"). The ATM Program
will be effective until the earliest of the date that all Common
Shares available for issue under the ATM Program have been issued,
October 22, 2024 or the ATM Program
is terminated prior to such date by the Company or the Agents.
The ATM Program is being established pursuant to a prospectus
supplement dated June 9, 2023 to the
Company's Canadian base shelf prospectus dated September 22, 2022 filed with the securities
commissions in each of the provinces and territories of
Canada, copies of which are
available for free from SEDAR at www.sedar.com, and pursuant to a
prospectus supplement dated June 9,
2023 to the Company's U.S. base shelf prospectus dated
September 22, 2022 included in its
registration statement on Form F-10 and filed with the SEC, copies
of which are available for free via EDGAR on the SEC website at
www.sec.gov. Before you invest, you should read these documents and
all other documents the Company has filed with the Canadian
securities regulatory authorities and the SEC, as applicable, for
more complete information about the Company and the ATM
Program.
Alternatively, copies of these documents may be obtained
upon request by contacting (i) in Canada: BMO Nesbitt Burns Inc. by mail at
Brampton Distribution Centre, 9195 Torbram Road, Brampton, Ontario, L6S 6H2, attn: The Data
Group of Companies, by email at torbramwarehouse@datagroup.ca or by
telephone at 905-791-3151 ext. 4312, or Scotia Capital Inc. by mail
at Scotia Plaza, 62nd Floor, 40 King Street West, Toronto, Ontario M5H 3Y2, attn: Equity Capital
Markets, by email at equityprospectus@scotiabank.com or by
telephone at 416-863-7704; and (ii) in the United States: BMO Capital Markets Corp.
by mail at 151 W 42nd Street, 32nd Floor,
New York, NY 10036, attn: Equity
Syndicate Department, by email at bmoprospectus@bmo.com or by
telephone at 800-414-3627, or Scotia Capital (USA) Inc. by mail at 250 Vesey Street, 24th
Floor, New York, New York, 10281,
attn: Equity Capital Markets, by email at
equityprospectus@scotiabank.com or by telephone at
212-225-6853.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy the Common Shares, nor shall there
be any sale of the Common Shares in any jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
SANDSTORM FILES EARLY WARNING
REPORT
Pursuant to National Instrument 62-103 - The Early Warning
System and Related Take Over Bid and Insider Reporting Issues, the
Company reports a change in its holdings of Aton Resources Inc.
("Aton"). On May 28, 2023, the
Company's 20,000,000 warrants that entitled it to purchase an
additional 2.0 million post-consolidation common shares of Aton for
a period of five years (the "Aton Warrants"), expired. As a result
of the expiration of these Aton Warrants, the Company's holdings in
Aton have decreased to less than 10%.
Sandstorm's early warning report, as required under National
Instrument 62-103, contains additional information with respect to
the foregoing matters and will be filed by Sandstorm on Aton's
SEDAR profile at www.sedar.com and may also be obtained by
contacting Sandstorm at 604-628-1164 or by email at
info@sandstormgold.com.
CONTACT INFORMATION
For more information about Sandstorm Gold Royalties, please
visit our website at www.sandstormgold.com or email us at
info@sandstormgold.com.
ABOUT SANDSTORM GOLD ROYALTIES
Sandstorm is a gold royalty company that provides upfront
financing to gold mining companies that are looking for capital and
in return, receives the right to a percentage of the gold produced
from a mine, for the life of the mine. Sandstorm holds a portfolio
of 250 royalties, of which 40 of the underlying mines are
producing. Sandstorm plans to grow and diversify its low cost
production profile through the acquisition of additional gold
royalties. For more information visit: www.sandstormgold.com.
CAUTIONARY STATEMENTS TO U.S. SECURITYHOLDERS
The financial information included or incorporated by reference
in this press release or the documents referenced herein has been
prepared in accordance with International Financial Reporting
Standards as issued by the International Accounting Standards
Board, which differs from US generally accepted accounting
principles ("US GAAP") in certain material respects, and thus are
not directly comparable to financial statements prepared in
accordance with US GAAP.
This press release and the documents incorporated by reference
herein, as applicable, have been prepared in accordance with
Canadian standards for the reporting of mineral resource and
mineral reserve estimates, which differ from the previous and
current standards of the United
States securities laws. In particular, and without limiting
the generality of the foregoing, the terms "mineral reserve",
"proven mineral reserve", "probable mineral reserve", "inferred
mineral resources,", "indicated mineral resources," "measured
mineral resources" and "mineral resources" used or referenced
herein and the documents incorporated by reference herein, as
applicable, are Canadian mineral disclosure terms as defined in
accordance with Canadian National Instrument 43-101 — Standards of
Disclosure for Mineral Projects ("NI 43-101") and the Canadian
Institute of Mining, Metallurgy and Petroleum (the "CIM") — CIM
Definition Standards on Mineral Resources and Mineral Reserves,
adopted by the CIM Council, as amended (the "CIM Definition
Standards").
For United States reporting
purposes, the United States Securities and Exchange Commission (the
"SEC") has adopted amendments to its disclosure rules (the "SEC
Modernization Rules") to modernize the mining property disclosure
requirements for issuers whose securities are registered with the
SEC under the Exchange Act, which became effective February 25, 2019. The SEC Modernization Rules
more closely align the SEC's disclosure requirements and policies
for mining properties with current industry and global regulatory
practices and standards, including NI 43-101, and replace the
historical property disclosure requirements for mining registrants
that were included in SEC Industry Guide 7. Issuers were required
to comply with the SEC Modernization Rules in their first fiscal
year beginning on or after January 1,
2021. As a foreign private issuer that is eligible to file
reports with the SEC pursuant to the multi-jurisdictional
disclosure system, the Corporation is not required to provide
disclosure on its mineral properties under the SEC Modernization
Rules and will continue to provide disclosure under NI 43-101 and
the CIM Definition Standards. Accordingly, mineral reserve and
mineral resource information contained or incorporated by reference
herein may not be comparable to similar information disclosed by
United States companies subject to
the United States federal
securities laws and the rules and regulations thereunder.
As a result of the adoption of the SEC Modernization Rules, the
SEC now recognizes estimates of "measured mineral resources",
"indicated mineral resources" and "inferred mineral resources." In
addition, the SEC has amended its definitions of "proven mineral
reserves" and "probable mineral reserves" to be "substantially
similar" to the corresponding CIM Definition Standards that are
required under NI 43-101. While the SEC will now recognize
"measured mineral resources", "indicated mineral resources" and
"inferred mineral resources", U.S. investors should not assume that
all or any part of the mineralization in these categories will be
converted into a higher category of mineral resources or into
mineral reserves without further work and analysis. Mineralization
described using these terms has a greater amount of uncertainty as
to its existence and feasibility than mineralization that has been
characterized as reserves. Accordingly, U.S. investors are
cautioned not to assume that all or any measured mineral resources,
indicated mineral resources, or inferred mineral resources that the
Company reports are or will be economically or legally mineable
without further work and analysis. Further, "inferred mineral
resources" have a greater amount of uncertainty and as to whether
they can be mined legally or economically. Therefore, U.S.
investors are also cautioned not to assume that all or any part of
inferred mineral resources will be upgraded to a higher category
without further work and analysis. Under Canadian securities laws,
estimates of "inferred mineral resources" may not form the basis of
feasibility or pre-feasibility studies, except in rare cases. While
the above terms are "substantially similar" to CIM Definitions,
there are differences in the definitions under the SEC
Modernization Rules and the CIM Definition Standards. Accordingly,
there is no assurance any mineral reserves or mineral resources
that the Company may report as "proven mineral reserves", "probable
mineral reserves", "measured mineral resources", "indicated mineral
resources" and "inferred mineral resources" under NI 43-101 would
be the same had the Company prepared the reserve or resource
estimates under the standards adopted under the SEC Modernization
Rules or under the prior standards of SEC Industry Guide 7.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
This press release contains "forward-looking statements", within
the meaning of the U.S. Securities Act of 1933, the U.S. Securities
Exchange Act of 1934, the Private Securities Litigation Reform Act
of 1995 and "forward-looking information" within the meaning of
applicable Canadian securities legislation, concerning the
business, operations and financial performance and condition of
Sandstorm Gold Royalties. Forward-looking statements include but
are not limited to the offer and sale of Common Shares under the
ATM Program, including the timing and amounts thereof, and the use
of any proceeds from the ATM Program; the future price of gold,
silver, copper, iron ore and other metals, 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 Sandstorm
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 Sandstorm Gold Royalties will operate in
the future, including the receipt of all required approvals, the
price of gold and copper 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, failure to receive necessary
approvals, changes in business plans and strategies, market
conditions, share price, best use of available cash, gold and other
commodity 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 or other commodity
the Company 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
the Company 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 the
Company will purchase gold, other commodities or receive royalties
from, 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 and
other commodities, fluctuation in foreign exchange rates and
interest rates, stock market volatility, as well as those factors
discussed in the section entitled "Risks to Sandstorm" in the
Company's annual report for the financial year ended December 31, 2022 and the section entitled "Risk
Factors" contained in the Company's annual information form dated
March 23, 2023 available at
www.sedar.com. Although the Company 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. The Company does not
undertake to update any forward-looking statements that are
contained or incorporated by reference, except in accordance with
applicable securities laws.
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SOURCE Sandstorm Gold Ltd.