SANDSTORM GOLD -- ehemals --Sandstorm Resources (Seite 36)
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ISIN: CA80013R2063 · WKN: A1JX9B · Symbol: SAND
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Sandstorm Gold Announces Agreement to Acquire Gold Royalties
Vancouver, British Columbia | February 18, 2015
Sandstorm Gold Ltd. (“Sandstorm”) (NYSE MKT:SAND, TSX:SSL) is pleased to announce that it has entered into an arrangement agreement (the “Arrangement Agreement”) with Gold Royalties Corporation (“Gold Royalties”) (TSX-V:GRO) pursuant to which Sandstorm will acquire 100% of the outstanding common shares in the capital of Gold Royalties (the “Gold Royalties Shares”) by way of a statutory plan of arrangement (the “Arrangement”).
Gold Royalties has approximately C$2 million in cash and a portfolio of 18 royalties on 13 mining projects located in Canada, including one royalty that is generating cash flow from gold production. Upon the closing of the Arrangement, Sandstorm will have a portfolio of 10 streams and 59 royalties.
— SUMMARY OF THE ARRANGEMENT
Gold Royalties shareholders will receive common shares of Sandstorm (the “Sandstorm Shares”) on the basis of 0.045 of a Sandstorm Share for each one Gold Royalties Share held. The Arrangement values the Gold Royalties Shares at approximately C$0.20 per Gold Royalties Share, which represents a premium of 70% to the 20-day volume weighted average trading price of the Gold Royalties Shares on the TSX Venture Exchange of approximately C$0.118. Based on Sandstorm’s closing share price on February 17, 2015, the total value of this transaction would be approximately C$5.7 million.
In accordance with the terms of the outstanding warrants to acquire Gold Royalties Shares (each, a “Gold Royalties Warrant”), each holder of a Gold Royalties Warrant outstanding immediately prior to the effective time of the Arrangement will receive on subsequent exercise of such holder’s Gold Royalties Warrant, in accordance with its terms, for the same aggregate consideration payable for such warrant, 0.045 of a Sandstorm Share.
In addition, in accordance with the terms of the outstanding options to acquire Gold Royalties Shares (each, a “Gold Royalties Option”), each holder of a Gold Royalties Option outstanding immediately prior to the effective time of the Arrangement will receive on subsequent exercise of such holder’s Gold Royalties Option, in accordance with its terms, for the same aggregate consideration payable for such option, 0.045 of a Sandstorm Share. As at the date of the completion of the Arrangement, all Gold Royalties Options held by directors and officers will be extended to the original expiry dates thereof, notwithstanding that any such directors and officers may cease to be eligible optionees under the Gold Royalties stock option plan.
The Arrangement is subject to the approval of at least two-thirds of the votes cast by Gold Royalties shareholders at a special meeting of Gold Royalties shareholders, which is expected to be held in April 2015 and, if applicable under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, the approval of a majority of the minority shareholders by reason of collateral benefits received by optionees as a result of the amendment to the terms of their options. Prior to executing the Arrangement Agreement, the Board of Directors of Gold Royalties obtained a fairness opinion from Evans & Evans Inc. The fairness opinion will be included in the management information circular to be mailed to shareholders of Gold Royalties. Completion of the Arrangement is also subject to the approval of the Court of Queen’s Bench of Alberta, the Toronto Stock Exchange, the NYSE MKT, the TSX Venture Exchange, the receipt of all other necessary regulatory and third party approvals, and other customary conditions. In the event that the Arrangement is not completed under certain circumstances, Gold Royalties has agreed to pay Sandstorm a termination fee of C$200,000. In addition, the Arrangement Agreement includes standard non-solicitation and superior proposal provisions and Gold Royalties has provided Sandstorm with certain other customary rights, including a right to match competing offers. Full details of the transaction will be included in the management information circular of Gold Royalties to be mailed to Gold Royalties shareholders in due course.
A copy of the Arrangement Agreement will be filed under each of Sandstorm’s and Gold Royalties’ profiles on SEDAR at www.sedar.com.
— VOTING SUPPORT AND BOARD APPROVAL
Prior to entering into the Arrangement Agreement, Sandstorm entered into support and voting agreements with the management and certain members of the Board of Directors of Gold Royalties (together, the “Locked-Up Shareholders”), collectively holding approximately 5.53% of the issued and outstanding shares of Gold Royalties, whereby the Locked-Up Shareholders have agreed to vote their Gold Royalties Shares in favour of the Arrangement at the special meeting of Gold Royalties shareholders.
The Board of Directors of Gold Royalties has unanimously approved the transaction and will unanimously recommend that Gold Royalties shareholders vote in favour of the Arrangement. Each director and senior officer of Gold Royalties has indicated that they intend to vote in favour of the Arrangement.
The Sandstorm Board of Directors has unanimously approved the transaction and Sandstorm does not require, and the transaction is not subject to, approval by the shareholders of Sandstorm. The issuance of the Sandstorm Shares, including those issuable on exercise of the Gold Royalties Warrants (and warrants into which some of these warrants may be exercisable) and the Gold Royalties Options on a post-closing basis, is subject to approval by the Toronto Stock Exchange.
Sandstorm’s legal counsel is Cassels Brock & Blackwell LLP. Gold Royalties’ legal counsel is Beadle Raven LLP and ProVenture Law LLP.
None of the securities to be issued pursuant to the Arrangement Agreement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and any securities issued pursuant to the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.
Vancouver, British Columbia | February 18, 2015
Sandstorm Gold Ltd. (“Sandstorm”) (NYSE MKT:SAND, TSX:SSL) is pleased to announce that it has entered into an arrangement agreement (the “Arrangement Agreement”) with Gold Royalties Corporation (“Gold Royalties”) (TSX-V:GRO) pursuant to which Sandstorm will acquire 100% of the outstanding common shares in the capital of Gold Royalties (the “Gold Royalties Shares”) by way of a statutory plan of arrangement (the “Arrangement”).
Gold Royalties has approximately C$2 million in cash and a portfolio of 18 royalties on 13 mining projects located in Canada, including one royalty that is generating cash flow from gold production. Upon the closing of the Arrangement, Sandstorm will have a portfolio of 10 streams and 59 royalties.
— SUMMARY OF THE ARRANGEMENT
Gold Royalties shareholders will receive common shares of Sandstorm (the “Sandstorm Shares”) on the basis of 0.045 of a Sandstorm Share for each one Gold Royalties Share held. The Arrangement values the Gold Royalties Shares at approximately C$0.20 per Gold Royalties Share, which represents a premium of 70% to the 20-day volume weighted average trading price of the Gold Royalties Shares on the TSX Venture Exchange of approximately C$0.118. Based on Sandstorm’s closing share price on February 17, 2015, the total value of this transaction would be approximately C$5.7 million.
In accordance with the terms of the outstanding warrants to acquire Gold Royalties Shares (each, a “Gold Royalties Warrant”), each holder of a Gold Royalties Warrant outstanding immediately prior to the effective time of the Arrangement will receive on subsequent exercise of such holder’s Gold Royalties Warrant, in accordance with its terms, for the same aggregate consideration payable for such warrant, 0.045 of a Sandstorm Share.
In addition, in accordance with the terms of the outstanding options to acquire Gold Royalties Shares (each, a “Gold Royalties Option”), each holder of a Gold Royalties Option outstanding immediately prior to the effective time of the Arrangement will receive on subsequent exercise of such holder’s Gold Royalties Option, in accordance with its terms, for the same aggregate consideration payable for such option, 0.045 of a Sandstorm Share. As at the date of the completion of the Arrangement, all Gold Royalties Options held by directors and officers will be extended to the original expiry dates thereof, notwithstanding that any such directors and officers may cease to be eligible optionees under the Gold Royalties stock option plan.
The Arrangement is subject to the approval of at least two-thirds of the votes cast by Gold Royalties shareholders at a special meeting of Gold Royalties shareholders, which is expected to be held in April 2015 and, if applicable under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, the approval of a majority of the minority shareholders by reason of collateral benefits received by optionees as a result of the amendment to the terms of their options. Prior to executing the Arrangement Agreement, the Board of Directors of Gold Royalties obtained a fairness opinion from Evans & Evans Inc. The fairness opinion will be included in the management information circular to be mailed to shareholders of Gold Royalties. Completion of the Arrangement is also subject to the approval of the Court of Queen’s Bench of Alberta, the Toronto Stock Exchange, the NYSE MKT, the TSX Venture Exchange, the receipt of all other necessary regulatory and third party approvals, and other customary conditions. In the event that the Arrangement is not completed under certain circumstances, Gold Royalties has agreed to pay Sandstorm a termination fee of C$200,000. In addition, the Arrangement Agreement includes standard non-solicitation and superior proposal provisions and Gold Royalties has provided Sandstorm with certain other customary rights, including a right to match competing offers. Full details of the transaction will be included in the management information circular of Gold Royalties to be mailed to Gold Royalties shareholders in due course.
A copy of the Arrangement Agreement will be filed under each of Sandstorm’s and Gold Royalties’ profiles on SEDAR at www.sedar.com.
— VOTING SUPPORT AND BOARD APPROVAL
Prior to entering into the Arrangement Agreement, Sandstorm entered into support and voting agreements with the management and certain members of the Board of Directors of Gold Royalties (together, the “Locked-Up Shareholders”), collectively holding approximately 5.53% of the issued and outstanding shares of Gold Royalties, whereby the Locked-Up Shareholders have agreed to vote their Gold Royalties Shares in favour of the Arrangement at the special meeting of Gold Royalties shareholders.
The Board of Directors of Gold Royalties has unanimously approved the transaction and will unanimously recommend that Gold Royalties shareholders vote in favour of the Arrangement. Each director and senior officer of Gold Royalties has indicated that they intend to vote in favour of the Arrangement.
The Sandstorm Board of Directors has unanimously approved the transaction and Sandstorm does not require, and the transaction is not subject to, approval by the shareholders of Sandstorm. The issuance of the Sandstorm Shares, including those issuable on exercise of the Gold Royalties Warrants (and warrants into which some of these warrants may be exercisable) and the Gold Royalties Options on a post-closing basis, is subject to approval by the Toronto Stock Exchange.
Sandstorm’s legal counsel is Cassels Brock & Blackwell LLP. Gold Royalties’ legal counsel is Beadle Raven LLP and ProVenture Law LLP.
None of the securities to be issued pursuant to the Arrangement Agreement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and any securities issued pursuant to the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.
Sandstorm Gold announces 10 new royalties - Jan 27, 2015
www.sandstormgold.com/news/2015/index.php?&content_id=425
www.sandstormgold.com/news/2015/index.php?&content_id=425
Scheinbar geht es wieder bergauf. Gibt es News zu den Anstiegen der letzten Tage?
Antwort auf Beitrag Nr.: 48.574.421 von KMST am 15.12.14 15:49:29Ziemlich sinnfreie Aktion. Damit werden sozusagen assets eingekauft, die zu Zeiten von hohen Goldpreisen zuvor eingekauft worden sind.
Geht Gold erneut auf Tauchstation sind die streams quasi wertlos.
Im Gegenzug müßte (theoretisch) im Streaming/Royalty Geschäft ein klarer Käufermarkt sein. Ergo sollten lieber royalties eingesackt werden, die u.U. im Falle einer Insolvenz des Produzenten weiter auf der Liegenschaft verbleiben.
Geht Gold erneut auf Tauchstation sind die streams quasi wertlos.
Im Gegenzug müßte (theoretisch) im Streaming/Royalty Geschäft ein klarer Käufermarkt sein. Ergo sollten lieber royalties eingesackt werden, die u.U. im Falle einer Insolvenz des Produzenten weiter auf der Liegenschaft verbleiben.
Sandstorm Gold Announces Normal Course Issuer Bid
Vancouver, British Columbia | December 15, 2014
Sandstorm Gold Ltd. (“Sandstorm” or the “Company”) (NYSE MKT: SAND, TSX: SSL) is pleased to announce that the Toronto Stock Exchange (“TSX”) has accepted the Company’s notice that it intends to proceed with a normal course issuer bid (“NCIB”) in accordance with TSX rules. Under the NCIB, Sandstorm may purchase up to 5,882,879 of its common shares, representing 5% of the Company’s issued and outstanding common shares of 117,657,587 as of December 11, 2014.
Purchases under the NCIB may commence on December 17, 2014 and will terminate on the earlier of December 16, 2015, the date that Sandstorm completes its purchases pursuant to the notice of intention to make the NCIB as filed with the TSX or the date of notice by Sandstorm of termination of the NCIB. All purchases under the NCIB will be executed on the open market through the facilities of the TSX or alternative Canadian trading platforms (if eligible) and will be made at the market price of the common shares at the time of acquisition. These purchases will be funded by Sandstorm’s working capital and any common shares acquired by the Company under the NCIB will be cancelled. Sandstorm’s average daily trading volume on the TSX during the last six calendar months was 307,783 common shares. Daily purchases will not exceed 76,945 common shares, subject to the Company’s ability to make block purchases under the rules of the TSX. No share purchases have been made by the Company pursuant to a NCIB in the last twelve months.
The NCIB provides Sandstorm with the option to purchase the Company’s common shares from time to time when Sandstorm’s management believes that the common shares are undervalued by the market.
Vancouver, British Columbia | December 15, 2014
Sandstorm Gold Ltd. (“Sandstorm” or the “Company”) (NYSE MKT: SAND, TSX: SSL) is pleased to announce that the Toronto Stock Exchange (“TSX”) has accepted the Company’s notice that it intends to proceed with a normal course issuer bid (“NCIB”) in accordance with TSX rules. Under the NCIB, Sandstorm may purchase up to 5,882,879 of its common shares, representing 5% of the Company’s issued and outstanding common shares of 117,657,587 as of December 11, 2014.
Purchases under the NCIB may commence on December 17, 2014 and will terminate on the earlier of December 16, 2015, the date that Sandstorm completes its purchases pursuant to the notice of intention to make the NCIB as filed with the TSX or the date of notice by Sandstorm of termination of the NCIB. All purchases under the NCIB will be executed on the open market through the facilities of the TSX or alternative Canadian trading platforms (if eligible) and will be made at the market price of the common shares at the time of acquisition. These purchases will be funded by Sandstorm’s working capital and any common shares acquired by the Company under the NCIB will be cancelled. Sandstorm’s average daily trading volume on the TSX during the last six calendar months was 307,783 common shares. Daily purchases will not exceed 76,945 common shares, subject to the Company’s ability to make block purchases under the rules of the TSX. No share purchases have been made by the Company pursuant to a NCIB in the last twelve months.
The NCIB provides Sandstorm with the option to purchase the Company’s common shares from time to time when Sandstorm’s management believes that the common shares are undervalued by the market.
Trading Spotlight
Antwort auf Beitrag Nr.: 48.312.808 von KMST am 13.11.14 17:51:52Bin auch Long gegangen: Warum habe ich
hier
http://seekingalpha.com/article/2631755-sandstorm-gold-a-wor…
und
hier
http://seekingalpha.com/article/2680785-update-q3-2014-earni…
erläutert.
Wenn Gold mir keinen Strich durch die rechnung macht, sollten 50%+ auf 12 monatssicht drinn sein. Wenn nicht eh vorher FNV, RGLD oder SLW eine offer macht
hier
http://seekingalpha.com/article/2631755-sandstorm-gold-a-wor…
und
hier
http://seekingalpha.com/article/2680785-update-q3-2014-earni…
erläutert.
Wenn Gold mir keinen Strich durch die rechnung macht, sollten 50%+ auf 12 monatssicht drinn sein. Wenn nicht eh vorher FNV, RGLD oder SLW eine offer macht
Antwort auf Beitrag Nr.: 48.310.558 von MONSIEURCB am 13.11.14 14:51:21genau...es handelt sich um keinen schreibfehler. wurde soeben im conference call bestätigt
gute zahlen, mehr als bescheidener ausblick falls es sich dabei nicht um einen schreibfehler handelt.
angeblich kein wachstum bis 2017 und weiterhin 45000oz produktion
angeblich kein wachstum bis 2017 und weiterhin 45000oz produktion
Antwort auf Beitrag Nr.: 48.147.896 von KMST am 28.10.14 08:34:04Hier sieht es ja aus wie bei Silver Wheaton anno 2008 als es von über 10 auf 1 ging. Danach war es die beste Story ever bis 2011/12. nächster Kauf heute oder morgen geplant, dann hab ich erstmal die 50% zielposition zusammen. Die andere Hälfte bei 1$ wäre natürlich ein Traum. Könnte in Panik und Änderungen am Luna Stream sogar passieren.
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