Elemental Royalty Closes the Sale of Its Nordic Business Unit to Goldsky Resources

Rhea-AI Summary

Elemental Royalty (TSXV: ELE; NASDAQ: ELE) closed the sale of its Nordic operational platform to Goldsky Resources on February 19, 2026. Elemental retains its Nordic royalty portfolio, mineral properties and permits and receives a 1% NSR on newly generated Goldsky projects for five years plus staged cash and share payments totalling 3,247,000 SEK (~US$360,000) over two years.

The transaction transfers regional infrastructure, exploration equipment and employees to Goldsky while preserving Elemental’s royalty exposure and upside in Sweden and Finland.

Positive

• 1% NSR on new Goldsky projects for five years
• Staged consideration of 3,247,000 SEK (~US$360,000) over two years
• Elemental retains existing Nordic royalty portfolio, properties, permits
• Transfer of operations reduces Elemental operating footprint in Nordics

Negative

• Elemental relinquished Nordic operational infrastructure and exploration staff
• Consideration partly paid in Goldsky shares, creating exposure to share price
• Future NSR limited to projects Goldsky generates within five years

News Market Reaction – ELE

+5.28%

5 alerts

+5.28% News Effect

+$69M Valuation Impact

$1.38B Market Cap

0.2x Rel. Volume

On the day this news was published, ELE gained 5.28%, reflecting a notable positive market reaction. Our momentum scanner triggered 5 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $69M to the company's valuation, bringing the market cap to $1.38B at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

NSR royalty rate: 1% NSR royalty Total staged payments: 3,247,000 SEK Initial payment: 1,052,000 SEK +5 more

8 metrics

NSR royalty rate 1% NSR royalty On new projects organically generated by Goldsky in Sweden and Finland within five years

Total staged payments 3,247,000 SEK Aggregate consideration over two years for sale of Nordic operations

Initial payment 1,052,000 SEK Paid following TSXV approval at closing

First anniversary payment 1,195,000 SEK Due one year after closing in cash and Goldsky shares

Second anniversary payment 1,000,000 SEK Due two years after closing in cash and Goldsky shares

Goldsky shares issued 20,138 shares Issued to Elemental as part of initial consideration

Deemed share price C$3.98 per share Used to value Goldsky shares in initial payment

Initial cash component C$80,215 Cash portion of initial consideration from Goldsky

Market Reality Check

Price: $23.13 Vol: Volume 213,660 is below t...

low vol

$23.13 Last Close

Volume Volume 213,660 is below the 20-day average of 403,960 ahead of this divestment news. low

Technical Price 20.46 is trading above the 200-day MA of 5.1 before the announcement.

Historical Context

5 past events · Latest: Feb 17 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 17	Dividend announcement	Positive	-7.8%	Introduced inaugural US$0.12 annual dividend with optional Tether Gold payment.
Jan 19	Investor roadshow	Neutral	+1.9%	Participation in Renmark virtual non-deal roadshow with management Q&A.
Jan 16	Royalty/option deal	Positive	-1.0%	Option and earn-in agreement with BHP on three Serbian exploration licenses.
Jan 09	Equity compensation	Neutral	+1.8%	Grant of stock options, RSUs, and DSUs under equity incentive plan.
Dec 04	Project option sale	Positive	-2.1%	Option agreement to sell Hachita project while retaining a 3% NSR royalty.

Pattern Detected

Recent strategic and royalty transactions have shown mixed reactions, with several positive royalty/option deals followed by negative price moves, while routine corporate updates saw modest gains.

Recent Company History

Over the last few months, Elemental Royalty announced multiple transactions strengthening its royalty model, including Serbian licenses optioned to BHP with a retained 2% NSR and the Hachita option retaining a 3% NSR. It also introduced an inaugural dividend of US$0.12 per share annually and granted new equity incentives. Despite economically positive deals, past reactions were sometimes negative (e.g., dividend day at -7.79%), suggesting investor sensitivity to capital allocation and deal structures. Today’s Nordic divestment continues the portfolio-streamlining trend while keeping regional royalty exposure.

Market Pulse Summary

The stock moved +5.3% in the session following this news. A strong positive reaction aligns with Ele...

Analysis

The stock moved +5.3% in the session following this news. A strong positive reaction aligns with Elemental’s pattern of executing royalty-focused transactions, such as today’s Nordic divestment with a retained 1% NSR and staged payments of 3,247,000 SEK. Historically, some economically favorable deals saw muted or even negative moves, like the dividend announcement at -7.79%, so any large gain could reflect changing sentiment toward capital recycling and royalty optionality rather than a shift in fundamentals alone.

Key Terms

net smelter return ("NSR"), tsx venture exchange, volume weighted average price, non-arm's length transaction, +3 more

7 terms

net smelter return ("NSR") financial

"receive a 1% net smelter return ("NSR") royalty on the proceeds from production"

A net smelter return (NSR) is a royalty paid as a percentage of the revenue from the sale of mined metals after they have been smelted and refined, paid to a landowner or royalty holder. It matters to investors because an NSR acts like a persistent toll on every sale, reducing the portion of revenue a mining company keeps and therefore affecting project profitability, cash flow and asset valuation.

tsx venture exchange regulatory

"paid following TSX Venture Exchange ("TSXV") approval"

A junior stock exchange in Canada where smaller, early-stage companies list shares to raise capital and gain public visibility. Think of it as a farmers’ market for young businesses: it offers investors a chance to buy into fast-growing but higher-risk ventures, with looser listing rules and typically lower liquidity than major exchanges. It matters because performance and financing on this exchange can signal growth prospects or risk for investors.

volume weighted average price financial

"the volume weighted average price of the Goldsky shares on the TSXV"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

non-arm's length transaction regulatory

"the transaction was a non-arm's length transaction as a result of the parties"

A non-arm's length transaction is a deal between parties that have a close relationship—such as family, common ownership, or other ties—so they may not act as independent buyers and sellers. Investors care because such deals can hide favorable terms, shift value between insiders and the company, or distort reported finances; like buying a car from a relative at a friendly price instead of the going market rate, it can affect fairness, transparency, and valuation.

statutory four month and one day hold regulatory

"subject to a statutory four month and one day hold, in accordance with"

A statutory four month and one day hold is a legally required period during which newly issued securities sold in a private placement cannot be resold for four months plus one day after issuance. It matters to investors because it delays when those shares can enter the market, affecting liquidity and the potential supply of shares once the restriction lifts—think of it as a temporary lock on selling newly received stock that investors must plan around.

isin regulatory

"TSXV: ELE | NASDAQ: ELE | ISIN: CA28620K1066 | CUSIP: 28620K"

A 12-character International Securities Identification Number (ISIN) is a unique code that acts like a passport for a specific stock, bond or other tradable security so it can be identified worldwide. Investors and systems use it to ensure they are buying, selling and tracking the exact same instrument across exchanges and data feeds, which prevents costly mix-ups and makes portfolio reporting, settlement and regulatory checks simpler and more reliable.

cusip regulatory

"TSXV: ELE | NASDAQ: ELE | ISIN: CA28620K1066 | CUSIP: 28620K"

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

AI-generated analysis. Not financial advice.

Denver, Colorado--(Newsfile Corp. - February 19, 2026) - Elemental Royalty Corporation (TSXV: ELE) (NASDAQ: ELE) ("Elemental" or "the Company") is pleased to announce the closing of the previously announced sale of its Nordic operational platform to Goldsky Resources Corp. (TSXV: GSKR) ("Goldsky") (see the EMX Royalty News Release dated June 2, 2025). Goldsky, formerly known as First Nordic Metals Corp., is a longstanding partner and operator on multiple Elemental royalty properties in Sweden and Finland.

This strategic divestment includes Elemental's regional infrastructure, exploration equipment, and employees across the Nordic countries. Importantly, the transaction does not include the transfer of any Elemental mineral properties, exploration permits/licenses, or Elemental's existing royalty portfolio in the region.

Highlights

• Completion of the sale of Nordic operations to Goldsky

• Elemental to retain existing royalty portfolio, mineral properties and exploration permits in the region

• Elemental will receive a 1% NSR royalty on any projects generated by Goldsky over the next five years, thereby retaining exposure to discovery upside across the Nordic countries

Strategic Rationale and Long-Term Benefits

The completion of this transaction is part of Elemental's broader initiative to streamline global operations while retaining royalty upside exposure to future exploration success. The Company has conducted generative exploration in the Nordic region for more than 15 years and throughout this period, has built a broad portfolio of royalties, all of which will remain in the Elemental portfolio. Additionally, as a key consideration for the sale, Elemental will receive a 1% net smelter return ("NSR") royalty on the proceeds from production on any newly generated projects in Sweden and Finland by Goldsky, or its affiliates, over the next five years, ensuring continued participation in the region's exploration upside. This provides Elemental shareholders with additional exposure to discovery optionality in the Nordic countries at no additional cost to the Company.

Transaction Terms

As further consideration for the sale, Elemental will receive staged payments totalling 3,247,000 SEK (approximately US$360,000) over two years. Payments will be made as follows:

• 1,052,000 SEK (~US$117,000) has now been paid following TSX Venture Exchange ("TSXV") approval, satisfied by the issuance of 20,138 shares of Goldsky (at a deemed price per Goldsky share of C$3.98) and a payment of C$80,215 in cash;

• 1,195,000 SEK (~US$132,000) will be paid (597,500 SEK to be paid in cash and 597,500 SEK to be satisfied through the issuance of Goldsky shares) on the first anniversary of closing; and

• 1,000,000 SEK (~US$111,000) will be paid (500,000 SEK to be paid in cash and 500,000 SEK to be satisfied through the issuance of Goldsky shares) on the second anniversary of closing.

The deemed issue price of the Goldsky shares issued pursuant to the Agreement shall be the greater of: (i) C$1.26; and (ii) the volume weighted average price of the Goldsky shares on the TSXV over the 10 consecutive trading days preceding their date of issue.

Elemental will retain a 1% NSR royalty on any new projects organically generated (i.e. newly staked) by Goldsky in Sweden and Finland within five years.

For purposes of the policies of the TSX Venture Exchange ("TSX-V"), at the time the Agreement was entered into, the transaction was a non-arm's length transaction as a result of the parties (at the time Goldsky and EMX Royalty) having a director in common and was therefore subject to acceptance of the TSX-V, which has since been obtained. All shares issued in connection with the transaction will be subject to a statutory four month and one day hold, in accordance with applicable Canadian securities laws from their respective date of issue.

No finder's fee has been paid in connection with the transaction.

For further information contact:

David M. Cole
CEO and Director

For more information, please contact:
	David M. Cole	Tara Vivian-Neal
	CEO info@elementalroyalty.com	Investor Relations investor@elementalroyalty.com
www.elementalroyalty.com Phone: +1 (604) 688-6390

   
TSXV: ELE | NASDAQ: ELE | ISIN: CA28620K1066 | CUSIP: 28620K

About Elemental Royalty Corporation.

Elemental Royalty is a new mid-tier, gold-focused streaming and royalty company with a globally diversified portfolio of 16 producing assets and more than 200 royalties, anchored by cornerstone assets and operated by world-class mining partners. Formed through the merger of Elemental Altus and EMX, the Company combines Elemental Altus's track record of accretive royalty acquisitions with EMX's strengths in royalty generation and disciplined growth. This complementary strategy delivers both immediate cash flow and long-term value creation, supported by a best-in-class asset base, diversified production, and sector-leading management expertise.

Elemental Royalty trades on the TSX Venture Exchange and on NASDAQ under the ticker symbol "ELE".

Cautionary note regarding forward-looking statements and financial outlook

This news release contains certain "forward looking statements" and certain "forward-looking information" as defined under applicable United States and Canadian securities laws. Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as "may", "will", "should", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology (including negative and grammatical variations thereof).

Forward-looking statements and information include, but are not limited to, statements regarding future royalties and future consideration payments or issuances of shares, or other statements that are not statements of fact. Forward-looking statements and information are based on forecasts of future results, estimates of amounts not yet determinable and assumptions that, while believed by management to be reasonable, are inherently subject to significant business, economic and competitive uncertainties and contingencies.

Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of Elemental to control or predict, that may cause Elemental's actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein, including but not limited to: the impact of general business and economic conditions, the absence of control over the mining operations from which Elemental will receive royalties, risks related to international operations, government relations and environmental regulation, the inherent risks involved in the exploration and development of mineral properties; the uncertainties involved in interpreting exploration data; the potential for delays in exploration or development activities; the geology, grade and continuity of mineral deposits; the possibility that future exploration, development or mining results will not be consistent with Elemental's expectations; accidents, equipment breakdowns, title matters, labour disputes or other unanticipated difficulties or interruptions in operations; fluctuating metal prices; unanticipated costs and expenses; uncertainties relating to the availability and costs of financing needed in the future; the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses, commodity price fluctuations; currency fluctuations; regulatory restrictions, including environmental regulatory restrictions; liability, competition, loss of key employees and other related risks and uncertainties. For a discussion of important factors which could cause actual results to differ from forward-looking statements, refer to the annual information form of Elemental for the year ended December 31, 2024. Elemental undertakes no obligation to update forward-looking statements and information except as required by applicable law. Such forward-looking statements and information represent management's best judgment based on information currently available. No forward-looking statement or information can be guaranteed, and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.

Neither the TSX-V, its Regulation Service Provider (as that term is defined in the policies of the TSX-V) or the Nasdaq Stock Market LLC accepts responsibility for the adequacy or accuracy of this press release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/284412

FAQ

What did Elemental Royalty (ELE) sell to Goldsky on February 19, 2026?

Elemental sold its Nordic operational platform, including infrastructure, equipment and employees. According to the company, the sale transfers regional operations while Elemental keeps its mineral properties, exploration permits and existing royalty portfolio in Sweden and Finland.

How much will Elemental receive from the Nordic sale to Goldsky (ELE)?

Elemental will receive staged payments totalling 3,247,000 SEK (about US$360,000) over two years. According to the company, payments combine cash and Goldsky share issuances, with initial consideration already satisfied by shares and C$80,215 cash.

What royalty interest did Elemental retain after the sale to Goldsky (ELE)?

Elemental retained a 1% net smelter return (NSR) on any new projects Goldsky generates in Sweden and Finland for five years. According to the company, this preserves upside exposure to discovery without retaining operations.

Will Elemental keep its existing Nordic mineral royalties after the sale (ELE)?

Yes. Elemental will retain its entire existing Nordic royalty portfolio, mineral properties and exploration permits. According to the company, only operational assets and staff were transferred to Goldsky, not Elemental’s royalty interests.

Were any regulatory approvals required for the Elemental–Goldsky transaction (ELE)?

Yes. The transaction required and received TSX Venture Exchange acceptance due to a prior non-arm’s-length relationship. According to the company, TSX-V approval was obtained and issued shares carry a four-month-and-one-day statutory hold period.

How are Goldsky share payments priced for Elemental under the sale (ELE)?

Goldsky shares issued to Elemental are deemed at the greater of C$1.26 or the 10-day VWAP before issue. According to the company, this pricing mechanism applies to staged share issuances on the anniversary payments.