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Elemental Royalty (ELE) doubles H1 revenue and boosts cash with new royalties

Filing Impact
(Neutral)
Filing Sentiment
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Form Type
6-K

Rhea-AI Filing Summary

Elemental Royalty Corporation reported sharply improved results for the three and six months ended June 30, 2026, reflecting the first full periods after the EMX acquisition and contributions from new copper and gold royalties. Q2 revenue was $23.8 million versus $9.1 million a year earlier, driving Q2 net income of $3.6 million and H1 net income of $4.7 million. Key contributors included Caserones, Bonikro, Karlawinda, Timok and Leeville, while Korali-Sud produced no 2026 revenue as expected. Adjusted EBITDA reached $17.4 million in Q2 and $35.2 million in H1, with 10,231 GEOs sold year-to-date.

Elemental ended June 30, 2026 with $74.2 million in cash, working capital of $96.3 million, no outstanding borrowings and an upsized $150 million revolving credit facility plus a $50 million accordion. The company declared two quarterly dividends of $0.03 per share (annualized $0.12) and began a normal-course issuer bid, repurchasing 128,280 shares for $2.0 million. Growth initiatives include the ~$239 million Vizsla Royalties acquisition, a $25 million royalty and equity package at Chapi, and an A$10 million upgrade of the Western Queen royalty, all intended to expand long-life gold and copper exposure.

Positive

  • Q2 2026 revenue rose to $23.8 million and H1 revenue to $48.1 million, more than doubling the prior-year periods and reflecting strong contributions from new and existing royalties.
  • Adjusted EBITDA reached $17.4 million in Q2 and $35.2 million in H1, demonstrating strong cash-generating capacity from the expanded royalty portfolio.
  • Cash and cash equivalents increased to $74.2 million with working capital of $96.3 million and no loan balance outstanding, alongside a $150 million revolver and $50 million accordion for future growth.
  • The company is returning capital via quarterly dividends of $0.03 per share (annualized $0.12) and an NCIB under which 128,280 shares were repurchased for $2.0 million.
  • The planned ~$239 million Vizsla Royalties acquisition and a $25 million Quilla/Chapi package add significant silver and copper royalty exposure, broadening future cash flow sources.

Negative

  • Tax expense increased to $3.8 million in Q2 and $6.9 million in H1 2026, materially reducing net income relative to pretax earnings.
  • General and administrative expenses rose to $5.6 million in Q2 and $11.2 million in H1, with additional $2.5 million in H1 royalty generation expenses, indicating a higher cost base post-expansion.
  • Korali-Sud generated $0 royalty revenue in 2026 compared with $9.2 million in H1 2025, removing a prior revenue contributor from the near-term mix.
  • The Gediktepe oxide royalty rate was reduced from 10% to 2.25% effective January 1, 2026, lowering potential revenue per unit from that asset.
  • H1 2026 results include $0.7 million of impairment charges and a $1.0 million loss on warrant revaluation, highlighting some fair-value and asset risk in the portfolio.

Filing Explained

Western Queen now carries an uncapped 2.5% gold royalty; Chapi rose to 3.0%, while Vizsla remained pending closing conditions.

Elemental Royalty uses this Form 6-K to furnish interim information published in its home market, including unaudited financial statements and management commentary for the period ended June 30, 2026. The filing also records completed post-quarter transactions and identifies the separate Vizsla acquisition as not yet closed.

The Vizsla transaction received shareholder and court approval after quarter-end, but remains subject to regulatory and other customary closing conditions; its consideration may include Elemental shares, cash, or both, subject to proration and a maximum aggregate cash amount of approximately C$82 million.

Elemental completed the Western Queen royalty amendment, replacing the prior nominal per-ounce royalty with an uncapped 2.5% gold NSR royalty after paying total consideration of A$10.0 million. It also completed a $25.0 million Chapi package funded from cash, increasing the royalty over specified concessions to 3.0%, subject to a step-down to 2.0% in July 2034, and acquiring about a 9% Quilla equity interest.

After quarter-end, the company repurchased and cancelled another 17,749 common shares for $0.3 million. At June 30, 2,939,082 options and 1,075,780 warrants were outstanding; if exercised, additional shares would increase the share count and reduce existing holders' percentage ownership absent offsetting changes.

The next material milestone is the Vizsla closing, expected during the third quarter of 2026 but still conditional on the stated regulatory and customary approvals.

Q2 2026 Revenue $23,788 Revenue for the three months ended June 30, 2026 (thousands)
H1 2026 Revenue $48,110 Revenue for the six months ended June 30, 2026 (thousands)
Q2 2026 Net Income $3,598 Net income for the three months ended June 30, 2026 (thousands)
Cash and Cash Equivalents $74,221 Balance as at June 30, 2026 (thousands)
Adjusted EBITDA H1 2026 $35,178 Adjusted EBITDA for the six months ended June 30, 2026 (thousands)
GEOs Sold H1 2026 10,231 Total gold equivalent ounces sold in the six months ended June 30, 2026
Revolving Credit Facility $150.0 million Amended facility size with $50.0 million accordion
Quarterly Dividend per Share $0.03 Dividend declared per common share in March and June 2026
Net smelter return financial
"an uncapped 2.5% net smelter return royalty on gold produced"
Net smelter return is the percentage of revenue from selling a mineral or metal that a mining company or project owner receives after deducting costs like refining and transportation. It functions like a share of the profits from the mineral's sale, giving investors an idea of how much money the project generates. This measure helps investors assess the potential profitability of a mining asset.
Gold equivalent ounces financial
"GEOs sold | 5,248 | 3,184 | 10,231 | 7,790"
Gold equivalent ounces express the combined output or reserves of a mine by converting other metals (like silver, copper or zinc) into the amount of gold they would be worth at current market prices, so everything is shown as a single “gold” number. For investors this provides a common yardstick to compare production, value and growth across projects that produce multiple metals—like converting several currencies into one familiar money unit.
Normal course issuer bid financial
"announced a normal course issuer bid (“NCIB”), pursuant to which it may purchase"
A Normal Course Issuer Bid is when a company buys back its own shares from the stock market over time. This usually shows that the company believes its stock is undervalued and wants to support its price, which can be important for investors to watch.
Warrant liability financial
"As at June 30, 2026, the fair value of the warrant liability was $8.2 million"
Warrant liability is the financial obligation a company records when it grants warrants—special options giving the holder the right to buy company shares at a set price in the future. It matters to investors because changes in this liability can affect a company's reported earnings and overall financial health, similar to how a pending contract can influence a company's future value.
IFRS 3 - Business Combinations financial
"the Transaction met the definition of a business combination under IFRS 3 - Business Combinations"
Deferred share units financial
"Deferred share units are liability awards settled in cash and measured at the quoted market price"
Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Elemental Royalty (ELE) perform financially in Q2 2026?
Elemental Royalty generated $23.8 million of revenue and $3.6 million of net income in Q2 2026. Adjusted EBITDA was $17.4 million, supported by strong royalty revenue from Caserones, Bonikro, Karlawinda, Timok and Leeville.

What was Elemental Royalty’s cash and debt position at June 30, 2026?
At June 30, 2026 Elemental held $74.2 million in cash and cash equivalents and $96.3 million in working capital. The revolving credit facility was upsized to $150 million with a $50 million accordion, and the loan balance was $0.

What guidance did Elemental Royalty (ELE) provide for 2026 GEOs and revenue?
For 2026 Elemental guided to 17,000–21,000 GEOs sold and $76.5–$94.5 million of revenue. H1 2026 results were 10,231 GEOs and $48.1 million of revenue, and management stated the company remains on track.

What is the Vizsla Royalties acquisition and its value to Elemental Royalty (ELE)?
Elemental agreed to acquire Vizsla Royalties for approximately $239 million (C$327 million) on a fully diluted basis. The deal adds a life-of-mine 2.0%–3.5% NSR over the Panuco silver-gold project, intended as a cornerstone development-stage royalty.

What shareholder returns did Elemental Royalty (ELE) provide in H1 2026?
Elemental declared two quarterly dividends of $0.03 per share, for an annualized rate of $0.12 per share. It also launched an NCIB, repurchasing and cancelling 128,280 shares for $2.0 million during Q2 2026.

How diversified is Elemental Royalty’s (ELE) asset base after the EMX merger?
Elemental manages 256 royalty and mineral property interests across North America, South America, Europe, Africa and Australia. Key producing royalties include Caserones, Bonikro, Karlawinda, Timok and Leeville, complemented by numerous development and exploration-stage assets.

What did Elemental Royalty (ELE) invest in Western Queen and Chapi in 2026?
Elemental paid A$10.0 million to convert Western Queen into an uncapped 2.5% NSR gold royalty. It also completed a post-quarter $25.0 million package with Quilla at Chapi, raising its NSR to 3.0% on key concessions and acquiring about 9% of Quilla.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2026
Commission File Number: 001-42900
ELEMENTAL ROYALTY CORPORATION
(Translation of registrant’s name into English)
10001 W. Titan Road
Littleton, Colorado
United States of America 80125
Phone: +1 (303) 973-8585

(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
[   ] Form 20-F     [X] Form 40-F


SUBMITTED HEREWITH
Exhibits:
ExhibitDescription
99.1
Condensed Consolidated Interim Financial Statements for the period ended June 30, 2026
99.2
Management’s Discussion and Analysis for the period ended June 30, 2026
99.3
Form 52-109F2 - Certification of Interim Filings - Full Certificate - CEO
99.4
Form 52-109F2 - Certification of Interim Filings - Full Certificate - CFO


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
ELEMENTAL ROYALTY CORPORATION
(Registrant)
Date: August 11, 2026By:/s/ Rocio Echegaray
Name:Rocio Echegaray
Title:Corporate Secretary












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Elemental Royalty Corporation
(formerly Elemental Altus Royalties Corp.)
Condensed Consolidated Interim Financial Statements
(Unaudited)

June 30, 2026















Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s)
Condensed Consolidated Interim Statements of Financial Position

As at June 30,As at December 31,
20262025
Restated (Note 2)
Assets
Cash and cash equivalents (Note 4)
$74,221 $53,143 
Trade receivables and other assets (Note 5)
27,487 25,154 
Investments (Note 6)
16,052 16,115 
Total current assets117,760 94,412 
Trade receivables and other assets (Note 5)
3,626 2,043 
Investment in associate990 1,000 
Royalty interests (Note 7)
797,425 807,676 
Property and equipment2,539 2,610 
Total non-current assets804,580 813,329 
Total Assets$922,340 $907,741 
Liabilities
Accounts payable and accrued liabilities (Note 8)
$13,242 $6,664 
Warrant liability (Note 9)
8,233 7,684 
Total current liabilities21,475 14,348 
Deferred income tax liability114,233 112,978 
Total non-current liabilities114,233 112,978 
Total Liabilities135,708 127,326 
Shareholders' Equity
Share capital (Note 11)
794,648 787,682 
Contributed surplus16,307 17,481 
Accumulated other comprehensive income ("AOCI")1,085 1,503 
Deficit(25,408)(26,251)
Total Shareholders' Equity786,632 780,415 
Total Liabilities and Shareholders' Equity$922,340 $907,741 
Event subsequent to the reporting date (Note 19)


Approved on behalf of the Board of Directors on August 10, 2026
Signed:"David M Cole"DirectorSigned:"Sunny Lowe"Director

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except per share amounts
Condensed Consolidated Interim Statements of Income and Comprehensive Income

Three months ended June 30,Six months ended June 30,
2026 2025 2026 2025 
Revenue (Note 12)
$23,788 $9,094 $48,110 $20,733 
Depletion of royalty interests (Note 7)
(8,139)(3,629)(16,756)(9,003)
Gross profit15,649 5,465 31,354 11,730 
General and administrative expenses (Note 13)1
(5,603)(2,243)(11,189)(3,843)
Royalty generation expenses, net (Note 14)
(1,081)- (2,517)- 
Share-based compensation expense (Note 8 and 11)
(1,761)(556)(3,769)(1,313)
Share of profit (loss) from associate(6)607 (10)1,052 
Loss on disposals(213)(1,833)(243)(1,807)
Impairment charges(677)- (677)- 
Profit from operations6,308 1,440 12,949 5,819 
Other income and expenses
Interest income444 76 657 105 
Interest and finance expenses(381)(104)(560)(235)
Gain (loss) on revaluation of financial instruments (Note 6 and 9)
1,010 (205)(1,468)(26)
Foreign exchange gain (loss)34 112 (10)140 
Other income- 27 - 156 
Income before income taxes7,415 1,346 11,568 5,959 
Deferred tax expense(461)- (838)- 
Current tax expense(3,356)(1,186)(6,049)(2,351)
Total net income3,598 160 4,681 3,608 
Other comprehensive income
Loss on revaluation of digital currency (Note 6)
(533)- (428)- 
Foreign currency translation adjustment3 (8)10 (36)
Other comprehensive loss(530)(8)(418)(36)
Total comprehensive income$3,068 $152 $4,263 $3,572 
Earnings per share
Basic earnings per share (Note 16)
$0.06 $0.01 $0.07 $0.15 
Diluted earnings per share (Note 16)
$0.05 $0.01 $0.07 $0.15 
Weighted average number of common shares outstanding - basic (Note 16)
64,368,93824,576,25964,218,79524,576,259
Weighted average number of common shares outstanding - diluted (Note 16)
66,545,17824,576,25966,421,86924,744,102





1 Certain comparative figures have been reclassified to general and administrative expenses to conform to current year presentation as illustrated in Note 13.
The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s)
Condensed Consolidated Interim Statements of Cash Flows

Three months ended June 30,Six months ended June 30,
2026202520262025
Cash flows from operating activities
Income for the period$3,598 $160 $4,681 $3,608 
Adjustments for:
Depletion and depreciation 8,212 3,629 16,887 9,003 
Share-based compensation expense (Note 8 and 11)
1,761 556 3,769 1,313 
(Gain) loss on revaluation of financial instruments(1,010)205 1,468 26 
Interest and finance expenses381 104 560 235 
Impairment charges677 - 677 - 
Tax expense3,817 1,186 6,887 2,351 
Other(131)987 (401)289 
Changes in non-cash working capital items:
Accounts receivable(2,169)6,885 (1,823)1,017 
Accounts payable and accrued liabilities3,468 666 3,429 (916)
Total cash provided by operating activities before taxes18,604 14,378 36,134 16,926 
Taxes paid(3,072)(1,156)(6,108)(1,332)
Total cash provided by operating activities15,532 13,222 30,026 15,594 
Cash flows from investing activities
Acquisition of royalty interests (Note 7)
(7,182)- (7,182)- 
Distributions from SLM California- 1,188 - 2,110 
Proceeds from the sale of investments (Note 6)
456 5,123 1,032 5,218 
Purchase of marketable securities (Note 6)
- - (461)- 
Purchase of Tether Gold cryptocurrency tokens (Note 6)
- - (1,000)- 
Other(401)- (467)- 
Total cash provided by (used in) investing activities(7,127)6,311 (8,078)7,328 
Cash flows from financing activities
Interest received426 76 611 105 
Interest paid(103)(72)(183)(171)
Loan repayments (Note 10)
- - - (3,000)
Deferred financing costs (Note 10)
(474)- (1,608)- 
Proceeds from exercise of options (Note 11)
891 - 4,296 - 
Dividends paid(1,927)- (1,927)- 
Repurchase and cancellation of common shares (Note 11)
(1,993)- (1,993)- 
Finance lease payments(30)- (61)- 
Total cash provided by (used in) financing activities(3,210)4 (865)(3,066)
Effect of exchange rate changes on cash and cash equivalents(95)112 (5)140 
Change in cash and cash equivalents5,100 19,649 21,078 19,996 
Cash and cash equivalents, beginning69,121 4,801 53,143 4,454 
Cash and cash equivalents, ending$74,221 $24,450 $74,221 $24,450 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except per share amounts
Condensed Consolidated Interim Statements of Shareholders' Equity

Number of
common shares		Share CapitalContributed SurplusAOCIDeficitTotal
Balance as at December 31, 202563,829,995$787,682 $17,481 $1,503 $(26,251)$780,415 
Exercise of stock options542,660 8,264 (3,347)- - 4,917 
Settlement of restricted share units78,103 695 (1,316)- - (621)
Repurchase and cancellation of common shares(128,280)(1,993)- - - (1,993)
Share-based payments- - 3,507 - - 3,507 
Expiry of stock options- - (18)- 18 - 
Dividends declared- - - - (3,856)(3,856)
Net income and comprehensive income (loss) for the period- - - (418)4,681 4,263 
Balance as at June 30, 202664,322,478$794,648 $16,307 $1,085 $(25,408)$786,632 
Number of
common shares		Share CapitalContributed SurplusAOCIDeficitTotal
Balance as at December 31, 202424,576,259$217,449 $6,535 $1,416 $(29,016)$196,384 
Share-based payments- - 1,313 - - 1,313 
Expiry of stock options- - (232)- 232 - 
Net income and comprehensive income (loss) for the period- - - (36)3,608 3,572 
Balance as at June 30, 202524,576,259$217,449 $7,616 $1,380 $(25,176)$201,269 







The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 1 - Nature of Operations
Elemental Royalty Corporation (formerly Elemental Altus Royalties Corp.) (the “Company” or “Elemental”), was incorporated under the laws of the Province of British Columbia. The Company is primarily involved in the acquisition and generation of precious and base metal royalties. The Company's head office is 10001 W. Titan Road, Littleton, Colorado, USA and the registered office address is Suite 905, 815 West Hastings Street, Vancouver, British Columbia, Canada. The Company’s common shares trade on the Nasdaq Exchange under the trading symbol “ELE” and on the Toronto Stock Exchange ("TSX") under the ticker symbol “ELE”.
These condensed consolidated interim financial statements of the Company are presented in thousands of United States Dollars ("US Dollars" or "US$"), unless otherwise noted, which is the functional currency of the parent company. The notation “$” represents US dollars, “C$” represents Canadian dollars, and “A$” represents Australian dollars.

Note 2 - Basis of Presentation
Statement of Compliance
The condensed consolidated interim financial statements have been prepared in accordance with IFRS Accounting Standards applicable to the preparation of interim financial statements, under International Accounting Standard 34, Interim Financial Reporting, as issued by the International Accounting Standards Board ("IASB") (the “IFRS Accounting Standards”).
The condensed consolidated interim financial statements were approved by the board and authorized for issue on August 10, 2026.
Summary of Material Accounting Policies
The Company uses the same accounting policies and methods of computation as in the annual consolidated financial statements for the year ended December 31, 2025, except as described below. There was no material impact on the financial statements from new accounting standards or amendments to accounting standards, effective January 1, 2026.
New Accounting Policies
Amendments to IFRS 9 and IFRS 7 – Amendments to the Classification and Measurement of Financial Instruments
In May 2024, the International Accounting Standards Board issued amendments to IFRS 7 Financial Instruments: Disclosures and IFRS 9 Financial Instruments relating to settling financial liabilities using electronic payment systems and assessing contractual cash flow characteristics of financial assets. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs, and amended disclosures relating to equity instruments designated at fair value through other comprehensive income.
The amendments were effective for periods beginning on or after January 1, 2026, and adoption of these amendments did not have a material effect on our condensed consolidated interim financial statements. For financial liabilities settled in cash using an electronic payment system, we applied the election to deem these financial liabilities to be discharged before the settlement date. The amendments have been applied retrospectively with no restatement of comparative information, in accordance with transition requirements on initial application of IFRS 9.
Deferred Share Units ("DSUs")
Share-based payment arrangements related to deferred share units are measured at fair value. Deferred share units are liability awards settled in cash and measured at the quoted market price at the grant date and the corresponding liability is adjusted for changes in fair value at each subsequent reporting date until the awards are settled.

TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
6

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 2 - Basis of Presentation (continued)
New Accounting Policies Issued But Not Yet Effective
Certain pronouncements have been issued by the IASB or the International Financial Reporting Interpretations Committee ("IFRIC") that are not mandatory for the current period and have not been early adopted. The Company has reviewed these updates and the amendment that is applicable to the Company is discussed below:
IFRS 18 Presentation and Disclosure in Financial Statements
IFRS 18 Presentation and Disclosure in Financial Statements, which will replace IAS 1, Presentation of Financial Statements aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss, in particular additional defined subtotals, disclosures about management-defined performance measures and new principles for aggregation of information. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from January 1, 2027. Companies are permitted to apply IFRS 18 before that date. The Company is currently assessing the impact of the new standard.
Restatement of Prior Year's Comparatives
During the period ended June 30, 2026 the Company recorded measurement period adjustments related to the acquisition of EMX Royalty Corp. ("EMX") completed on November 13, 2025. Comparative information has been revised retrospectively to reflect these adjustments in accordance with IFRS 3, Business Combinations. Refer to Note 3 for further details.
The effects of the restatement on the individual line items within the Company's consolidated statement of financial position as at December 31, 2025 are as follows:
As previously reported ReclassificationRestated
Royalty interests (Note 7)
$808,720 $(1,044)$807,676 
Property and equipment1,141 1,469 2,610 
Deferred tax liability$112,553 $425 $112,978 
Critical Accounting Estimates and Judgments
These condensed consolidated interim financial statements follow the same critical accounting estimates and judgments as the Company's most recent annual financial statements and should be read in conjunction with the annual audited consolidated financial statements of the Company for the year ended December 31, 2025.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
7

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Basis of Consolidation
These condensed consolidated interim financial statements include the accounts of the Company and its subsidiaries. Material subsidiaries are listed in the following table:
Ownership Percentage
NamePlace of IncorporationFunctional Currency20262025
Altus Royalties LimitedEngland & WalesUS Dollar100%100%
Altus Strategies LimitedEngland & WalesUS Dollar100%100%
Bullion Monarch Mining, Inc.United States of AmericaUS Dollar100%100%
Elemental One LimitedBVIUS Dollar100%100%
Elemental Resources LimitedEngland & WalesPound Sterling100%100%
Elemental Royalties (Australia) Pty Ltd.AustraliaUS Dollar100%100%
Elemental Royalties DelawareUnited States of AmericaUS Dollar100%100%
EMX (USA) Services Corp.United States of AmericaUS Dollar100%100%
EMX Chile SpAChileUS Dollar100%100%
EMX Royalty CorporationCanadaUS Dollar100%100%
Eurasia Madencilik Ltd. SirketiTurkeyUS Dollar100%100%
Minera Tercero SpAChileUS Dollar100%100%

Note 3 - Acquisitions

Acquisition of EMX Royalty Corp.
On November 13, 2025, the Company closed an arrangement agreement whereby the Company acquired all of the issued and outstanding shares of EMX (the "Transaction"). Pursuant to the terms and conditions of the arrangement agreement between the Company and EMX dated September 4, 2025 (the "Arrangement Agreement"), EMX shareholders received 0.2822 of a common share for each EMX common share held prior to the Transaction, for a total of 31,500,450 common shares issued. In accordance with the Arrangement Agreement, each EMX share option was replaced with a fully vested replacement Elemental share option and each EMX warrant was replaced with a replacement Elemental warrant. The fair value of the replacement options and warrants was estimated using the Black-Scholes option pricing model with the following weighted average assumptions:
OptionsWarrants
Risk free interest rate (%)2.47 2.45 
Expected life (years)2.41.4
Expected volatility (%)44.4 45.3 
Dividend yield (%)- - 
For accounting purposes, the Company determined that the Transaction met the definition of a business combination under IFRS 3 - Business Combinations and applied the acquisition method of accounting. The closing date of the Transaction was determined to be November 13, 2025 and Elemental was determined to be the acquiring company. Upon completion of the acquisition of EMX, Elemental and EMX shareholders owned 51% and 49% of the Company, respectively.



TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
8

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 3 - Acquisitions (continued)
In the Company's consolidated financial statements for the year ended December 31, 2025, the Company determined the fair value of the assets acquired and liabilities assumed in the EMX acquisition based on management's preliminary best estimate of their fair values, taking into account all relevant information available at the time. The Company has not yet finalized the assessment of the estimated fair value of assets acquired and liabilities assumed, which the Company expects to finalize by the one-year anniversary of the acquisition date, at the latest. During the six months ended June 30, 2026, the Company obtained additional information regarding the facts and circumstances that existed as of the acquisition date relating to certain royalty interests acquired. As a result of this new information, the Company recorded measurement period adjustments to the provisional amounts previously recognized in accordance with IFRS 3, Business Combinations. These adjustments have been recognized retrospectively as of the acquisition date, with comparative information revised accordingly. The table below presents the purchase consideration transferred and the revised provisional fair values of the identifiable assets acquired and liabilities assumed as of the acquisition date, reflecting the measurement period adjustments recognized during the six months ended June 30, 2026.
Consideration
Number of Elemental shares issued to EMX shareholders31,500,450
Closing price of an Elemental share on November 12, 2025 (C$)$20.74 
C$/US$ exchange rate on November 12, 20251.4005 
Fair value of Elemental share consideration$466,490 
Fair value of EMX share options replaced with Elemental share options10,799 
Purchase consideration$477,289 
Assets and Liabilities Acquired
Cash and cash equivalents$15,941 
Trade receivables and other assets11,338 
Investments9,084 
Equity investment in associate (SLM California)104,405 
Royalty interests489,094 
Property and equipment2,631 
Accounts payable and accrued liabilities(13,335)
Warrant liability(5,507)
Loan payable(24,714)
Deferred tax liability(111,648)
Total assets acquired, net of liabilities assumed$477,289 

Acquisition of Vizsla Royalties Corp.
On May 13, 2026 the Company announced that it had entered into a definitive agreement pursuant to which Elemental would acquire all of the issued and outstanding common shares of Vizsla Royalties Corp. ("Vizsla") by way of a court-approved plan of arrangement (the "Plan of Arrangement") for total consideration of approximately $239.0 million or C$4.13 per share of Vizsla on a fully-diluted basis. Subsequent to period end, Vizsla announced that it had received shareholder and court approval for the Plan of Arrangement. As at June 30, 2026 the Company had incurred costs totaling $1.1 million (Note 5) in connection with the acquisition.



TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
9

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 4 - Cash and Cash Equivalents
At June 30, 2026, and December 31, 2025, the Company had the following cash and cash equivalents:
June 30,December 31,
20262025
Cash$73,903 $52,684 
Demand deposits318 459 
Total cash and cash equivalents$74,221 $53,143 
The Company had demand deposits held by wholly-owned subsidiaries of the Company, which the full amount is for use and credit to the Company's exploration venture partners in the United States of America and Eastern Europe pursuant to expenditure requirements for ongoing property agreements.

Note 5 - Trade Receivables and Other Assets
The Company's trade receivables and other assets are primarily related to royalty revenue receivable, deferred compensation and milestone payments, refundable taxes from government taxation authorities, recoveries of royalty generation costs from project partners, prepaid expenses and reclamation bonds.
As at June 30, 2026, and December 31, 2025, trade receivables and other assets were as follows:
June 30,December 31,
20262025
Trade and accrued royalties receivable$19,929 $20,992 
Deferred milestone payments2,329 2,779 
Refundable taxes1,786 806 
Prepayments1,538 1,501 
Deferred financing costs1,554 178 
Deferred acquisition costs (Note 3 and 19)
1,357 - 
Recoverable royalty generation expenditures and advances2,163 506 
Reclamation bonds, deposits and other457 435 
Total receivables and other assets31,113 27,197 
Less: current portion(27,487)(25,154)
Non-current portion$3,626 $2,043 
Non-current trade receivables and other assets include certain deferred production-based milestones from the Korali-Sud royalty, deferred acquisition costs and the long-term portion of the unamortized deferred financing costs.

TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
10

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 6 - Investments
As at June 30, 2026, and December 31, 2025, the Company had the following changes to investments:
June 30,December 31,
2026 2025 
Opening balance$16,115 $2,243 
Additions1,574 16,221 
Disposals(1,032)(5,231)
Revaluation gains (losses)(605)2,882 
Ending balance$16,052 $16,115 

During the period, the Company purchased $1.0 million in Tether Gold XAU₮ cryptocurrency tokens (Note 15). The fair value of the Tether Gold XAU₮ cryptocurrency tokens as at June 30, 2026 was $1.7 million (December 31, 2025 - $1.1 million).

Note 7 - Royalty Interests
As at and for the six months ended June 30, 2026:
CostAccumulated Depletion
Opening (Restated (Note 2))AdditionsDisposals/ImpairmentEndingOpening Depletion Disposals/ImpairmentEndingCarrying Amount
Royalty Interests
Ballarat, Australia
$9,896 $- $- $9,896 $3,067 $742 $- $3,809 $6,087 
Balya, Türkiye25,702 - - 25,702 258 1,147 - 1,405 24,297 
Bonikro, Cote d'Ivoire
31,800 - - 31,800 7,194 4,202 - 11,396 20,404 
Cactus, U.S.A
7,922 - - 7,922 - - - - 7,922 
Caserones, Chile
132,496 - - 132,496 1,079 3,828 - 4,907 127,589 
Chapi, Peru
19,722 - - 19,722 - 88 - 88 19,634 
Diablillos, Argentina
31,682 - - 31,682 - - - - 31,682 
Dugbe, Liberia
16,505 - - 16,505 - - - - 16,505 
Gediktepe, Türkiye25,807 - - 25,807 216 939 - 1,155 24,652 
Karlawinda, Australia
37,166 - - 37,166 11,278 1,183 - 12,461 24,705 
Korali-Sud, Mali
11,196 - - 11,196 5,126 - - 5,126 6,070 
Laverton, Australia
64,263 - - 64,263 - - - - 64,263 
Leeville, U.S.A.
32,731 - - 32,731 904 1,898 - 2,802 29,929 
Timok, Serbia
194,600 - - 194,600 524 2,135 - 2,659 191,941 
Vittangi, Sweden
35,353 - - 35,353 - - - - 35,353 
Wahgnion, Burkina Faso
12,379 - - 12,379 6,227 - - 6,227 6,152 
Yenipazar, Turkey39,445 - - 39,445 - - - - 39,445 
Other Producing Royalties11,784 250 - 12,034 1,633 594 - 2,227 9,807 
Other Royalty Interests*104,733 6,932 (677)110,988 - - - - 110,988 
Total$845,182 $7,182 $(677)$851,687 $37,506 $16,756 $- $54,262 $797,425 

*Included in Other Royalty Interests is $91.2 million of exploration and evaluation assets as defined by IFRS 6.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
11

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 7 - Royalty Interests
Western Queen Royalty Conversion
During the period, the Company completed an amendment and restatement of its existing royalty agreement over the Western Queen gold project in Western Australia, owned by Rumble Resources Limited. Under the amended royalty agreement, the Company’s existing nominal per-ounce gold royalty was replaced with an uncapped 2.5% net smelter return royalty on gold produced from the applicable Western Queen royalty area. As consideration for the amendment, the Company paid Rumble Resources Limited A$5.0 million on closing and, following the satisfaction of certain milestone conditions relating to the execution of qualifying toll treatment arrangements for gold produced from the Western Queen project, paid a further A$5.0 million during the period.

Note 8 - Accounts Payable & Accrued Liabilities
June 30,December 31,
2026 2025 
Trade payables and accrued liabilities$8,152 $3,892 
Taxes payable2,013 1,901 
Dividends payable1,930 -
Other1,147 871 
Total$13,242 $6,664 
During the six months ended June 30, 2026, the Company granted 14,919 DSUs to independent directors of the Company. These DSUs are cash-settled and only redeemable upon the retirement, resignation or replacement of the director. During the three and six months ended June 30, 2026, the Company recorded $0.0 million (2025 - $Nil) and $0.3 million (2025 - $Nil) respectively of share-based compensation related to DSUs which was included in other payables.
The following table summarizes information about the DSUs which were outstanding at June 30, 2026:
Number of DSUs
Balance as at December 31, 2025- 
Granted14,919 
Balance as at June 30, 2026
14,919 

Note 9 - Warrant Liability
During the year ended December 31, 2025, the Company issued replacement warrants as part of the acquisition of EMX. The terms of the warrants match the outstanding warrants EMX had at the closing of the transaction. These warrants are considered a derivative liability due to the exercise price being denominated in Canadian dollars compared to a US Dollar functional and presentation currency. As at June 30, 2026, the fair value of the warrant liability was $8.2 million (December 31, 2025 - $7.7 million). During the six months ended June 30, 2026, the Company recognized a loss of $1.0 million (2025 - $Nil) on revaluation of the warrant liability, which was included in the revaluation of financial instruments.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
12

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 9 - Warrant Liability (continued)
The fair value of the warrant liability was estimated using the Black-Scholes pricing model with weighted average assumptions as follows:
June 30,December 31,
20262025
Risk free interest rate (%)2.74 2.58 
Expected life (years)0.79 1.28 
Expected volatility (%)70.7 48.2 
Dividend yield (%)0.57 -
During the six months ended June 30, 2026, there were no changes in the number of warrants outstanding.
The following table summarizes information about the warrants which were outstanding as at June 30, 2026:
Date IssuedNumber of WarrantsExercisableExercise Price (C$)Expiry Date
November 12, 20251,075,7801,075,78015.77 April 14, 2027
Total1,075,7801,075,780

Note 10 - Borrowings
Credit Facility
As at December 31, 2025 the Company had a $50.0 million revolving credit facility with National Bank of Canada ("NBC"), Canadian Imperial Bank of Commerce ("CIBC") and Royal Bank of Canada ("RBC"). On February 26, 2026, the Company signed an amendment to the existing credit facility agreement to upsize the existing credit facility to $150.0 million with a $50.0 million accordion feature (the "Amended Facility") with the Bank of Nova Scotia ("BNS") replacing RBC as a lender. Depending on the Company's leverage ratio, amounts drawn on the Amended Facility are subject to interest at SOFR plus 2.25% - 3.50% per annum, and the undrawn portion is subject to a standby fee of 0.50% - 0.78% per annum. The Amended Facility has a term of three years, extendable through mutual agreement between the Company and the lenders. In connection with the execution of the Amended Facility, the Company capitalized transaction costs of $1.6 million to be amortized over the term of the Amended Facility. As at June 30, 2026, $1.6 million of unamortized transaction costs remained outstanding (Note 5).
The Amended Facility includes a number of financial covenants including maintenance of an interest coverage ratio above 3.00:1.00, maintenance of a net leverage ratio below 3.50:1.00 and maintenance of a net worth relative to that at the date of the Amended Facility plus cumulative net income thereafter. The financial covenants are measured on a quarterly basis. As at June 30, 2026 and December 31, 2025, the Company certified that it was in compliance with the terms of the covenants.
The following table summarizes the changes to the Company's loan payable during the six months ended June 30, 2026:
June 30,December 31,
20262025
Opening balance$- $2,687 
Assumed debt on acquisition of EMX- 25,000 
Repayments- (28,000)
Amortization of transaction costs- 129 
Transaction costs reclassified to other assets (Note 5)
- 184 
Ending balance$- $- 
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
13

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 10 - Borrowings (continued)
For the six months ended June 30, 2026, the Company recognized interest expense of $0.3 million (2025 - $0.2 million) on the credit facility which was included in interest and finance expenses.

Note 11 - Shareholders' Equity
Authorized
As at June 30, 2026, the authorized share capital of the Company was an unlimited number of common shares without par value.
On March 20, 2026, the Company declared a quarterly dividend of $0.03 per common share, amounting to $1.9 million, which was paid in April 2026. On June 18, 2026, the Company declared a second quarterly dividend of $0.03 per common share, amounting to $1.9 million. As at June 30, 2026, the second quarterly dividend was included in accounts payable and accrued liabilities (Note 8) and was subsequently paid. The quarterly dividend rate represents an annualized dividend of $0.12 per common share.
On June 14, 2026 the Company initiated a new Normal-Course Issuer Bid ("NCIB"). Under the new NCIB Elemental may purchase for cancellation up to 3,222,537 common shares in the capital of the Company over a twelve month period. During the period ended June 30, 2026, 128,280 common shares were repurchased and cancelled for a total cost of $2.0 million.
Stock Options
The Company maintains an incentive compensation plan for stock options, restricted share units ("RSUs") and DSUs. The maximum number of shares reserved for issue under the plan shall not exceed 10% of the outstanding common shares of the Company, as at the date of the grant. The maximum number of common shares reserved for issue to any one person under the plan cannot exceed 5% of the issued and outstanding number of common shares at the date of the grant and the maximum number of common shares reserved for issue to a consultant or a person engaged in investor relations activities cannot exceed 2% of the issued and outstanding number of common shares at the date of the grant. The exercise price of each option granted under the plan may not be less than the Discounted Market Price (as that term is defined in the policies of the TSX).
The vesting terms of the awards are in the sole discretion of the Board of Directors. Options may be granted for a maximum term of ten years from the date of the grant, are non-transferable and expire within 90 days of termination of employment, consulting agreement or holding office as a director or officer of the Company.
During the six months ended June 30, 2026, the change in stock options outstanding was as follows:
NumberWeighted Average
Exercise Price (C$)		Weighted Average
Life
Balance as at December 31, 20252,817,625$12.18 2.66 
Granted675,98423.56 
Exercised(542,660)12.38 
Forfeited(11,867)13.25 
Balance as at June 30, 20262,939,082$14.76 3.27 
Exercisable as at June 30, 20262,130,469$12.02 2.20 
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
14

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 11 - Shareholders' Equity (continued)
The following table summarizes information about the stock options which were outstanding at June 30, 2026:
Year of expiryNumber of stock optionsWeighted average exercise price (C$)
202656,440 13.52 
2027900,337 13.14 
2028218,418 9.58 
2029509,218 10.75 
2030578,685 12.59 
2033675,984 23.56 
The fair value of stock options granted was estimated using the Black-Scholes option pricing model with weighted average assumptions as follows:
Six months ended June 30,
20262025
Risk free interest rate (%)3.07 2.70 
Expected life (years)4.0 5.0 
Expected volatility (%)43.5 39.0 
Dividend yield (%)0.01-
During the three and six months ended June 30, 2026, the Company recorded $1.27 million (2025 - $0.4 million) and $2.6 million (2025 - $1.0 million) respectively of share-based compensation expense related to stock options.
Restricted Share Units
The Company has established a RSU plan whereby RSUs will be issued to eligible employees or directors. RSUs give the holder the right to receive a specified number of common shares at the specified vesting date. RSUs vest over a period of three years from the grant date. RSU expense is recognized over the vesting period based upon the fair value of the Company’s common shares on the grant date and the awards that are expected to vest. The fair value is calculated with reference to the closing price of the Company’s common shares on the date of grant.
The following table summarizes information about the RSUs which were outstanding at June 30, 2026:
Number of RSUsWeighted Average Life (years)
Balance as at December 31, 2025247,100 3.65 
Granted158,473 
Exercised(108,190)
Forfeited(18,425)
Balance as at June 30, 2026
278,958 2.91 
Exercisable as at June 30, 2026
- 
During the three and six months ended June 30, 2026, the Company recorded $0.5 million (2025 - $0.2 million) and $0.9 million (2025 - $0.4 million) respectively of share-based compensation related to RSUs.

TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
15

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 12 - Revenue
During the three and six months ended June 30, 2026 and 2025 the Company had the following sources of revenue and other income:
Three months ended June 30,Six months ended June 30,
2026202520262025
Royalty revenue$23,434 $9,094 $47,291 $20,733 
Option, property and other revenue354 - 819 - 
Total$23,788 $9,094 $48,110 $20,733 
The Company has a number of exploration stage royalties and royalty generation properties being advanced by the Company and within partnered agreements. Many of these projects include staged or conditional payments owed to the Company payable in cash or partner equity pursuant to individual agreements. The Company may also earn conditional payments on producing royalties.
During the three and six months ended June 30, 2026 and 2025 the Company had the following sources of royalty revenue:
Three months ended June 30,Six months ended June 30,
2026 2025 2026 2025 
Ballarat$799 $613 $1,765 $1,087 
Bonikro5,009 3,229 11,159 5,422 
Caserones6,653 - 13,490 - 
Gediktepe610 - 1,694 - 
Karlawinda3,097 2,184 5,918 4,027 
Korali-Sud- 2,513 - 9,161 
Leeville2,121 - 4,186 - 
Timok2,227 - 4,469 - 
Other producing royalties2,829 555 4,442 1,036 
Advanced royalty payments89 - 168 - 
Total$23,434 $9,094 $47,291 $20,733 

Note 13 - General and Administrative Expenses
During the three and six months ended June 30, 2026 and 2025 the Company had the following sources of general and administrative expenses:
Three months ended June 30,Six months ended June 30,
2026 2025 2026 2025 
Salaries, fees and employee benefits$3,035 $1,007 $6,116 $2,057 
Professional fees and consulting fees1,082 308 2,215 602 
Marketing and promotion196 94 284 173 
Listing and filing fees266 52 393 78 
Corporate administration780 362 1,495 497 
Project evaluation and transaction related expenses244 420 686 436 
Total$5,603 $2,243 $11,189 $3,843 
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
16

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 13 - General and Administrative Expenses (continued)
Certain comparative figures have been reclassified to general and administrative expenses to conform to current year presentation as shown in the tables below:
For the three months ended June 30As previously reported
June 30, 2025		ReclassificationReclassified June 30, 2025
General and administrative expenses$1,823 $420 $2,243 
Project evaluation$420 $(420)$- 
For the six months ended June 30As previously reported
June 30, 2025		ReclassificationReclassified June 30, 2025
General and administrative expenses$3,407 $436 $3,843 
Project evaluation$436 $(436)$- 

Note 14 - Royalty Generation Expenses
The Company incurs expenditures to originate and evaluate mineral projects, partner with major and junior mining companies, and selectively retain royalty interests. During the three and six months ended June 30, 2026 and 2025 the Company had the following royalty generation costs:
Three months ended June 30,Six months ended June 30,
2026 2025 2026 2025 
Administrative costs$241 $- $483 $- 
Drilling, technical, and support costs364 - 506 - 
Personnel 741 - 1,610 - 
Property costs490 - 972 - 
Professional fees43 - 88 - 
Total Expenditures1,879 - 3,659 - 
Recoveries from partners(798)- (1,142)- 
Net Expenditures$1,081 $- $2,517 $- 

Note 15 - Related Party Transactions
The aggregate value of transactions and outstanding balances relating to key management personnel for the three and six months ended June 30, 2026 and 2025 were as follows:
Three months ended June 30,Six months ended June 30,
2026202520262025
Salaries, fees, benefits and professional fees$1,629 $391 $3,157 $1,002 
Share-based compensation1,285 360 2,873 864 
Total$2,914 $751 $6,030 $1,866 
As at June 30, 2026 the Company held $1.7 million (December 31, 2025 - $1.1 million) in Tether Gold XAU₮ cryptocurrency tokens. As at June 30, 2026, $0.2 million (December 31, 2025 - $0.1 million) was due to related parties.

TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
17

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 16 - Earnings per Share
Three months ended June 30,Six months ended June 30,
2026202520262025
Net income$3,598 $160 $4,681 $3,608 
Weighted average number of common shares outstanding - basic64,368,93824,576,25964,218,79524,576,259
Dilutive effect of stock options and warrants2,176,240-2,203,074167,843
Weighted average number of common shares outstanding - diluted66,545,17824,576,25966,421,86924,744,102
Basic earnings per share$0.06 $0.01 $0.07 $0.15 
Diluted earnings per share$0.05 $0.01 $0.07 $0.15 

Note 17 - Segmented Information
The Company’s business is organized into one single operating segment, consisting of acquiring, managing and generating royalties. The Company’s chief operating decision-maker, the CEO, makes capital allocation decisions, reviews operating results and assesses performance.
As at June 30, 2026 and December 31, 2025, the Company had royalty interests located geographically as follows:
North AmericaSouth AmericaEuropeAustraliaAfricaTotal
Royalty interests
As at June 30, 2026$73,918 $197,935 $351,357 $118,930 $55,285 $797,425 
As at December 31, 2025
(Restated (Note 2))
$75,850 $201,851 $355,812 $114,229 $59,934 $807,676 

Note 18 - Financial Instruments
Management of Capital
Management monitors the Company’s financial risk management policies and exposures and approves financial transactions.
The Company’s objectives when managing capital are to provide shareholder returns through maximization of the profitable growth of the business and to maintain a degree of financial flexibility relevant to the underlying operating and metal price risks while safeguarding the Company’s ability to continue as a going concern. The Company manages the capital structure and makes adjustments in the light of changes in economic conditions and risk characteristics of the underlying assets. In order to maintain or adjust the capital structure the Company may issue new shares, acquire debt, or sell assets. Management regularly reviews cash flow forecasts to determine whether the Company has sufficient cash reserves to meet future working capital requirements and to take advantage of business opportunities.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
18

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 18 - Financial Instruments (continued)
The Company was not subject to any externally imposed capital requirements with the exception of complying with certain covenants under the Company's credit facility. The Company was in compliance with the debt covenants in force as at June 30, 2026. Details of these covenants are included in Note 10. There were no changes in the Company's approach to capital management for the period presented.
Fair Value of Financial Instruments
Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy based on the degree to which the inputs used to determine the fair value are observable. The three levels of the fair value hierarchy are:
Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.
Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 – Unobservable inputs which are supported by little or no market activity.
The levels in the fair value hierarchy into which our financial assets and liabilities that are measured and recognized in the consolidated statement of financial position at fair value on a recurring basis were categorized as follows:
Fair value as at June 30, 2026
Recurring MeasurementsLevel 1Level 2Level 3Total
Investments$6,203 $9,849 $- $16,052 
Warrant liability- (8,233)- (8,233)
Total$6,203 $1,616 $- $7,819 
Fair value as at December 31, 2025
Recurring MeasurementsLevel 1Level 2Level 3Total
Investments$6,839 $9,276 $- $16,115 
Warrant liability- (7,684)- (7,684)
Total$6,839 $1,592 $- $8,431 
The carrying value of cash and cash equivalents, current trade receivables and other assets and accounts payable and accrued liabilities, approximate their fair value because of the short-term nature of these instruments.
The Company holds warrants exercisable into common shares of public companies and has issued warrants exercisable into common shares of the Company. These warrants do not trade on an exchange and are restricted in their transfer. The fair value of the warrants was determined using the Black-Scholes pricing model using observable market information and thereby classified within Level 2 of the fair value hierarchy.
The Company's financial instruments are exposed to certain financial risks, including credit risk, interest rate risk, market risk, liquidity risk and currency risk.
Credit Risk
Credit risk is the risk of loss associated with a counterparty’s inability to fulfil its payment obligations. The Company’s maximum exposure to credit risk is attributable to cash and cash equivalents and accounts receivable relating to royalty revenues and milestone payments. The credit risk on cash is limited because the Company invests its cash in deposits with well capitalized financial institutions. The Company’s accounts receivable is subject to the credit risk of the counterparties who own and operate the mines underlying the royalty portfolio. In order to mitigate its exposure to credit risk, the Company closely monitors its financial assets.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
19

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 18 - Financial Instruments (continued)
Interest Rate Risk
Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate due to changes in market interest rates. Interest rate risk arises from interest bearing financial assets and liabilities that the Company uses. Treasury activities take place under procedures and policies approved and monitored by the Board to minimize the financial risk faced by the Company. Interest-bearing assets comprise cash and cash equivalents which are considered to be short-term liquid assets, and interest-bearing liabilities which comprise the loan from NBC, CIBC and BNS. Depending on the Company's leverage ratio, amounts drawn on the facility are subject to interest at SOFR plus 2.25% - 3.50% per annum, and the undrawn portion is subject to a standby fee of 0.50% - 0.78% per annum. An increase in the overall interest by 100 basis points would have increased the interest expense and decreased net income by $Nil during the period.
Market Risk
Market risks are the risks that change in market factors, such as commodity prices, foreign exchange rates or interest rates, will affect the value of the Company’s financial instruments. The Company manages market risks by either accepting it or mitigating it through the use of economic strategies.
Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk by continuing to monitor forecasted and actual cash flows. The Company has in place a planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its development plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from royalty interests, its holdings in cash and its committed liabilities.
Commodity Price Risk
The Company’s royalties are subject to fluctuations from changes in market prices of the underlying commodities. The market prices of gold and copper are the drivers of the Company’s profitability. All of the Company’s future revenue is not hedged in order to provide shareholders with full exposure to changes in the market prices of these commodities.
Foreign Currency Risk
Foreign currency risk is the risk that the fair value of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company’s transactions are carried out in a variety of currencies, including Pound Sterling, Australian Dollar, Canadian Dollar and US Dollar and it is exposed to movements in the US Dollar against these other currencies. The Company has not hedged its exposure to currency fluctuations.
Sensitivity analysis has been performed to indicate how the profit or loss would have been affected by changes in the exchange rate between the US Dollar and each of these currencies. The analysis is based on a weakening and strengthening of these currencies by 10% against the US Dollar in which the Company has assets and liabilities at the end of each respective period. A movement of 10% reflects a reasonably possible sensitivity when compared to historical movements over a three-to-five-year timeframe. Based on the Company’s US Dollars denominated monetary assets and liabilities at June 30, 2026, a 10% strengthening in CAD, GBP and AUD relative to the US Dollar would not result in material impact in the Company’s net income. A 10% increase (decrease) of the value of other currencies relative to the US Dollar does not have a material impact on net income.





TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
20

Notes to the Condensed Consolidated Interim Financial Statements
Unaudited - Expressed in U.S. Dollars ($000s), except where indicated
Note 19 - Event Subsequent to the Reporting Date

The Company entered into a $25.0 million investment package with Quilla Resources Inc. ("Quilla") and its subsidiary Minera Pampa de Cobre S.A.C. by subscribing to 104,000 common shares of Quilla for $20.0 million and acquiring an additional uncapped 1.0% NSR royalty over the Pampa Negra and Candelaria concessions on the Chapi project, thereby increasing the Company's total royalty interest over the Pampa Negra and Candelaria concessions to a total of 3.0% NSR, with the Candelaria royalty stepping down to 2.0% NSR in July 2034.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
21














er_logoxcolour1a.jpg
Elemental Royalty Corporation
(formerly Elemental Altus Royalties Corp.)
Management's Discussion and Analysis

Three and Six Months Ended June 30, 2026


Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
General
This Management's Discussion and Analysis ("MD&A") for Elemental Royalty Corporation (formerly Elemental Altus Royalties Corp.) (the "Company", or "Elemental") has been prepared based on information known to management as of August 10, 2026. This MD&A is intended to help the reader understand the consolidated financial statements and should be read in conjunction with the condensed consolidated interim financial statements of the Company for the three and six months ended June 30, 2026 together with the audited consolidated financial statements for the year ended December 31, 2025. The condensed consolidated interim financial statements have been prepared in accordance with IFRS Accounting Standards applicable to the preparation of interim financial statements, under International Accounting Standard 34, Interim Financial Reporting, as issued by the International Accounting Standards Board ("IASB"). All amounts are expressed in United States dollars unless otherwise noted.
Readers are cautioned that the MD&A contains forward-looking statements and that actual events may vary from management's expectations. Readers are encouraged to read the "Forward-Looking Statements" at the end of this MD&A. Additional information related to the Company, including our Annual Information Form ("AIF") and Form 40-F, are available on SEDAR+ at www.sedarplus.ca, and on EDGAR at www.sec.gov, respectively. These documents contain descriptions of certain of Elemental's producing royalties as well as summaries of the Company's advanced royalties, exploration royalties and royalty generation assets. For additional information, please see our website at www.elementalroyalty.com.
Table of Contents

General
2
Description of the Business
3
Strategy
3
Highlights
3
Revenue and GEO Performance
5
Corporate Updates for Q2 2026
7
Key Producing Royalty Updates
8
Development Royalty Updates
10
Royalty Generation Updates
11
Results of Operations
12
Liquidity and Capital Resources
16
Quarterly Information
18
Risk and Capital Management: Financial Instruments
20
Non-IFRS Financial Measures
24
Abbreviated Definitions
Periods under review
"Q4"The three-month period ended December 31
"Q3"The three-month period ended September 30
"Q2"The three-month period ended June 30
"Q1"The three-month period ended March 31
"H1"The six-month period ended June 30
Measurement
"GEO"Gold equivalent ounces
"oz"Ounce
"t"Tonne
"lb"Pound
"Kt"Thousand tonnes
"Mlbs"Million pounds
"Tsol"Total soluble
Interest types
"NSR"Net smelter return
"GSR"Gross smelter return
"GRR"Gross revenue royalty
"NPI"Net profits interest
"AMR"Advance minimum royalty
"AAR"Annual advance royalty
Places and currencies
"U.S."United States
"$" or "USD"United States dollars
"C$" or "CAD"Canadian dollars
"A$" or "AUD"Australian dollars
Other
"FS"Feasibility study
"IRR"Internal rate of return
"LOM"Life of mine
"NPV"Net present value
"PEA"Preliminary Economic Assessment
"PFS"Pre-feasibility study
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
2

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Description of the Business
Elemental is in the business of acquisition and management of royalties and organically generating royalties derived from a portfolio of mineral property interests. Elemental's royalty and mineral property portfolio consists of 256 assets across North America, South America, Europe, Africa, and Australia.
The Company's common shares are listed on the Nasdaq Exchange ("NASDAQ") and on the Toronto Stock Exchange ("TSX") under the ticker symbol "ELE".
Strategy
Elemental’s strategy is to advance a disciplined growth strategy focused on building a diversified portfolio of high-quality royalty and streaming interests across both precious and base metals. The Company focuses on acquiring and creating high-quality royalty and streaming interests, making strategic investments, and selectively generating royalties, with a balanced exposure to precious and base metals and an emphasis on precious metals. The key components of Elemental’s business strategy are summarized as follows:
Royalty and Streaming Acquisitions and Financing
Elemental seeks to acquire and finance royalty and streaming interests across a spectrum of asset stages, ranging from producing operations to advanced development projects. The Company targets opportunities in the precious metals, base metals, and battery metals sectors, and will also consider other cash-flowing royalty and streaming opportunities, including within the energy sector. Through disciplined capital allocation and transaction structuring, Elemental aims to build a portfolio that delivers near-term cash flow, long-term optionality and exposure to commodity price upside.
Royalty Generation
Royalty generation is a complementary component of Elemental’s broader acquisition, financing, and investment strategy. The Company leverages in-country geological expertise to originate and evaluate mineral projects, partner with major and junior companies, and selectively retain royalty interests. These activities can result in royalties, advance royalty payments, milestone payments, and occasional equity consideration, providing modest early-stage cash flows and long-term upside optionality with limited capital deployment.
Elemental’s diversified portfolio of producing, development-stage, and exploration royalties provides exposure to near-term cash flow and long-term discovery upside. By integrating acquisitions and financing, strategic investments, and selective royalty generation, the Company has established a resilient platform for long-term shareholder value.
Highlights
Q2 2026 continued with a strong performance across Elemental’s expanded portfolio, supported by favorable commodity prices and solid contributions from key producing assets, including Karlawinda, Bonikro, Caserones, Timok, and Leeville. The quarter further demonstrated the benefits of the Company’s enhanced scale and diversification following the merger with EMX Royalty Corporation ("EMX"), with a broad base of cash-flowing assets supporting a resilient and growing revenue profile.
A key highlight of the quarter was the proposed acquisition of Vizsla Royalties, which will add a significant royalty over the high-grade Panuco silver-gold project in Mexico. The transaction will further enhance the scale and quality of Elemental’s portfolio, increase the Company’s exposure to silver and add a cornerstone development-stage asset with the potential to generate meaningful future cash flow. The acquisition will also provide additional exploration and mine-life extension optionality as Panuco continues to advance. Following a successful shareholder vote and court approval, the transaction remains subject to regulatory and other customary closing conditions and is expected to close during the third quarter of 2026.
Subsequent to quarter-end, Elemental also increased its royalty interest in the Chapi copper mine and completed a strategic investment in Quilla Resources, owner of the Chapi mine. Together, these investments further expand the Company’s copper exposure and add long-term development and exploration optionality to the portfolio.
Elemental continued to return capital to shareholders through purchases under its normal course issuer bid and the declaration of a second quarterly dividend of $0.03 per share. Supported by strong operating performance, disciplined capital allocation and continued portfolio growth, Elemental remains well positioned to deliver long-term shareholder value.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
3

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Summary of Financial Highlights for the Three and Six Months Ended June 30, 2026 and 2025:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars, except GEOs)2026 2025 2026 2025 
Statement of Income
Revenue$23,788 $9,094 $48,110 $20,733 
General and administrative costs5,603 2,243 11,189 3,843 
Royalty generation expenses, net1,081 - 2,517 - 
Income from operations6,308 1,440 12,949 5,819 
Net income$3,598 $160 $4,681 $3,608 
Statement of Cash Flows
Cash flows from operating activities$15,532 $13,222 $30,026 $15,594 
Cash flows from investing activities(7,127)6,311 (8,078)7,328 
Cash flows from financing activities$(3,210)$4 $(865)$(3,066)
Non-IFRS Financial Measures1
Revenue plus attributable share of Caserones$23,788 $10,497 $48,110 $23,758 
Adjusted cash flows from operating activities$15,532 $14,410 $30,026 $17,704 
Adjusted EBITDA$17,437 $8,784 $35,178 $20,255 
GEOs sold5,248 3,184 10,231 7,790 
Average gold price ($/oz)$4,533 $3,297 $4,702 $3,050 
June 30,December 31,
Statement of Financial Position20262025
Cash and cash equivalents $74,221 $53,143 
Working capital$96,285 $80,064 
Non-IFRS Financial Measures1:
The Company had revenue plus attributable share of Caserones, and adjusted EBITDA of the following:
chart-bc3e540582dc4845bd8a.jpgchart-251a71fc6e62498ea0ba.jpg
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
4

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Revenue and GEO1 Performance
The following table summarizes the Company’s revenue from royalty interests during the three and six months ended June 30, 2026 and 2025:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Ballarat$799 $613 $1,765 $1,087 
Bonikro5,009 3,229 11,159 5,422 
Caserones26,653 - 13,490 - 
Gediktepe610 - 1,694 - 
Karlawinda3,097 2,184 5,918 4,027 
Korali-Sud- 2,513 - 9,161 
Leeville2,121 - 4,186 - 
Timok2,227 - 4,469 - 
Other producing royalties2,829 555 4,442 1,036 
Advanced royalty payments89 - 168 - 
Total royalty revenue$23,434 $9,094 $47,291 $20,733 
Option, property and other revenue354 - 819 - 
Caserones (before reclassification)2
- 1,403 - 3,025 
Revenue plus attributable share of Caserones1
$23,788 $10,497 $48,110 $23,758 
The following table summarizes the Company’s GEOs1 during the three and six months ended June 30, 2026 and 2025:
Three months ended June 30,Six months ended June 30,
2026 2025 2026 2025 
Ballarat176 186 374 351 
Bonikro1,105 979 2,365 1,741 
Caserones2
1,468 - 2,869 - 
Gediktepe135 - 357 - 
Karlawinda683 662 1,261 1,302 
Korali-Sud- 762 - 3,071 
Leeville468 - 891 - 
Timok491 - 950 - 
Other producing royalties624 169 955 336 
Advanced royalty payments20 - 36 - 
Total GEOs from royalty interests5,170 2,758 10,058 6,801 
Option, property and other revenue78 - 173 - 
Caserones (before reclassification)2
- 426 - 989 
Total GEOs5,248 3,184 10,231 7,790 
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
2 The Caserones royalty is held by Sociedad Legal Minera California Una de la Sierra Peña Negra (“SLM California”) in which the Company held an effective 67.1% equity interest as at June 30, 2026. Effective November 13, 2025, the Company discontinued accounting for SLM California as an investment in associate and began recognizing its proportionate share of assets, liabilities, revenues and expenses of the entity.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
5

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Guidance
Please see our “Forward-Looking Statements” below for more details on our guidance.
2026 GuidanceH1 2026 Results
GEO Sales117,000 to 21,000
10,231
Revenue$76.5 to $94.5 million
$48.1 million
Based on performance during the first half of 2026 and current expectations for the underlying assets, the Company remains on track to achieve its 2026 GEO sales guidance. The Company's guidance for 2026 assumes a commodity price of $4,500/oz gold and $5.50/lb copper. The recent decline in gold prices has been partially offset by the increase in copper prices in 2026, which has positively impacted GEOs for Elemental's copper royalties, including Caserones and Timok.
Guidance in 2026 is based on public forecasts, other disclosure by the owners and operators of our assets, historical performance, and management’s understanding of the underlying producing assets.

Portfolio Growth
Elemental continues to advance a disciplined growth strategy focused on building a globally diversified portfolio of high-quality royalty and streaming interests, with a core emphasis on gold and precious metals. The Company’s portfolio provides exposure to a range of assets throughout the development and production pipeline, including cornerstone interests such as Karlawinda, Laverton, and Leeville. This gold-focused approach is complemented by selective exposure to large-scale base metals assets such as Caserones and Timok, with diversification across commodities, jurisdictions, and operators supporting stable cash flow generation while preserving meaningful upside to exploration success and mine life extensions.
The proposed acquisition of Vizsla Royalties represents a significant advancement of this strategy. The transaction would add a substantial royalty interest over the high-grade Panuco silver-gold project in Mexico, further increasing the scale and quality of Elemental’s portfolio and enhancing its exposure to silver. Panuco would represent a cornerstone development-stage asset with the potential to generate meaningful future royalty revenue as the project advances towards production, while also providing substantial exploration and mine life extension optionality.
Near to medium-term portfolio growth is expected to be supported by continued development, optimization, and exploration activities at several key assets. At Timok, ongoing advancement of both the Upper and Lower Zone projects provides exposure to a world-class copper-gold system with significant scale potential. In addition, recent exploration success in the broader Timok district, including the Malka Golaja discovery, highlights the prospectivity of the regional land package and reinforces the long-term optionality of Elemental’s royalty interest. While the ultimate impact of such discoveries remains subject to further delineation and development by the operator, management views these results as encouraging indicators of the district’s geological potential.
Elemental’s exposure to precious metals growth is anchored by assets such as Karlawinda, a long-life gold operation in Western Australia. During the first half of 2026, construction of the Karlawinda processing plant expansion continued to advance, with completion expected in the third quarter of 2026. The expansion is expected to increase processing capacity to approximately 6.5 million tonnes per annum, supporting increased production capacity and royalty revenue potential. Ongoing mining activities and regional exploration at Karlawinda offer the potential to support stable production and incremental upside over time. Post quarter end, Capricorn announced a 32% increase in the Probable Mineral Reserve estimate to 76.4 million tonnes at 0.6 g/t gold, containing 1.57 million ounces of gold.
The Laverton royalty, acquired in two parts, one in February 2021 and again in September 2025, further enhances the Company’s exposure to a highly prospective gold district in Western Australia. The operator has increased exploration activity and continues to evaluate an expansion of the Laverton processing plant, while Beasley Creek, covered by both royalties, has been identified as a potential future source of baseload mill feed. The acquisition of the Dugbe royalty in Liberia adds additional development-stage gold optionality. Together, these assets support the near- to medium-term pipeline of exploration-driven growth potential and reinforce Elemental’s strategy of acquiring royalties over large land packages in established mining camps with high-quality operators.
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
6

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
In addition to its core precious metals weighting, Elemental benefits from exposure to established and operating base metal assets such as Caserones, a large-scale copper mine where continued operational optimization and exploration efforts may contribute to sustained production and potential mine life extension. Subsequent to the end of the second quarter, the Company also increased its royalty interest in the Chapi project in Peru and participated in a private placement in Quilla Resources, an owner of the Chapi Mine. These investments provide additional copper exposure and long-term development optionality.
Elemental remains well positioned to pursue additional accretive royalty and streaming opportunities across its targeted commodities. Management continues to evaluate a robust pipeline of potential transactions, reflecting sustained interest from mining companies seeking non-dilutive sources of capital. The Company’s strong balance sheet, recently amended $150.0 million revolving credit facility with a $50.0 million accordion feature and scalable business model provide enhanced financial flexibility to support disciplined capital deployment.
Management believes Elemental’s gold-focused, diversified asset base, strengthened liquidity position, disciplined growth strategy, and aligned shareholder support provide a solid foundation for long-term value creation.
Corporate Updates for Q2 2026
Quarterly Dividend Declared
During the period, the Company paid the quarterly dividend of $0.03 per common share, totaling $1.9 million, that was declared on March 20, 2026. On June 18, 2026, the Company declared a second quarterly dividend of $0.03 per common share, also totaling $1.9 million, which was accrued as at June 30, 2026 and subsequently paid. Shareholders who made a valid election were able to receive their dividend in the form of Tether Gold XAU₮ tokens in lieu of cash.
Vizsla Royalties Acquisition
On May 13, 2026, the Company entered into a definitive arrangement agreement to acquire all of the issued and outstanding common shares of Vizsla Royalties Corp. by way of a court-approved plan of arrangement. As at the date of announcement, the transaction values Vizsla Royalties at approximately C$327 million ($239 million) on a fully diluted basis, or C$4.13 per share. Vizsla Royalties shareholders may elect to receive 0.15 common shares of the Company, C$4.13 in cash, or a combination thereof for each Vizsla Royalties share, subject to proration and a maximum aggregate cash consideration of approximately C$82 million.
The acquisition will provide the Company with a life-of-mine 2.0%–3.5% NSR royalty over the Panuco silver-gold project in Mexico, an advanced development-stage project expected to become a cornerstone asset within the Company’s portfolio. The transaction remains subject to regulatory and other customary closing conditions as at June 30, 2026 and is expected to close during the third quarter of 2026.
NCIB Repurchase Program
The Company believes that there is significant value inherent in its assets and development pipeline which is not reflected in the share price, as such, on June 11, 2026, the Company announced a normal course issuer bid (“NCIB”), pursuant to which it may purchase for cancellation up to 3,222,537 common shares, representing approximately 5% of the Company’s issued and outstanding common shares as at June 4, 2026. The NCIB commenced on June 15, 2026 and will remain in effect until June 14, 2027, unless completed or terminated earlier. During the three months ended June 30, 2026, the Company repurchased and cancelled 128,280 common shares under the NCIB, for a total cost of $2.0 million. Subsequent to the end of the period, the Company repurchased an additional 17,749 common shares for a total cost of $0.3 million.
Russell 3000, Russell 2000, and S&P/TSX Global Gold Index Inclusions
During the period, the Company was added to the S&P/TSX Global Gold Index, effective June 22, 2026, and to the Russell 3000 and Russell 2000 Indexes, effective following the close of U.S. markets on June 26, 2026. The index inclusions are expected to enhance the Company’s visibility among Canadian and U.S. institutional investors and index-oriented investment funds and bolster trading liquidity.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
7

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Western Queen Royalty Investment
The Company completed an amendment and restatement of its existing royalty agreement over the Western Queen gold project in Western Australia, owned by Rumble Resources Limited. Under the amended royalty agreement, the Company’s existing nominal per-ounce gold royalty was replaced with an uncapped 2.5% NSR royalty on gold produced from the enlarged Western Queen royalty area. As consideration for the amendment, the Company paid Rumble Resources Limited A$5.0 million on closing and, following the satisfaction of certain milestone conditions relating to the execution of qualifying toll treatment arrangements for gold produced from the Western Queen project, paid a further A$5.0 million during the period. Accordingly, total consideration of A$10.0 million was paid during the period.
Quilla Resources Investment Package
Subsequent to June 30, 2026, the Company completed a strategic $25.0 million royalty and equity investment package with Quilla Resources Inc. and its subsidiary, Minera Pampa de Cobre S.A.C., in relation to the producing Chapi copper project in Peru. The Company acquired an additional perpetual, uncapped 1.0% NSR royalty over the Pampa Negra and Candelaria concessions, increasing its royalty interest over these areas to 3.0%, subject to the Candelaria royalty stepping down to 2.0% in July 2034. The Company also acquired an approximately 9% equity interest in Quilla. The investment was funded from cash on hand and is intended to support exploration and the planned expansion of Chapi’s copper cathode production capacity.
Key Producing Royalty Updates
Caserones, Chile - Copper and Molybdenum - Effective 1.304% NSR                 Lundin Mining Corporation
For the three and six months ended June 30, 2026, the Company’s effective share of the royalty revenue in Caserones totaled $6.7 million and $13.5 million, respectively (2025 - $1.4 million and $3.0 million, respectively). The Company's realized revenue in 2025 on the interest acquired from the EMX acquisition only relates to revenue after November 13, 2025, the closing date of the EMX acquisition. Had the merger taken place on January 1, 2025, for the three and six months ended June 30, 2025, the Company would have generated royalty revenue of $3.9 million and $8.5 million, respectively.
Caserones produced 33,964 tonnes of copper in Q2 2026 compared to 29,290 tonnes in Q2 2025. During the quarter, mining activities were primarily focused on Phase 6, with some contribution from Phase 7. Copper concentrate production continued to benefit from high grades in Phase 6 and strong throughput as a result of initiatives under the Full Potential program, which focuses on achieving sustainable operational efficiencies and financial savings. Additional irrigated area in the dump leach continues to benefit copper cathode production.
During the period, Lundin Mining Corporation (TSX: LUN) (“Lundin”) announced that it maintained 2026 production guidance of 130,000 to 140,000 tonnes of copper for Caserones and outlined further brownfield growth opportunities under its Full Potential program. The program is primarily focused on increasing copper cathode production, with Phase 1 targeting full utilization of the existing 35,000-tonne-per-annum nominal capacity and Phase 2 contemplating a low-capital repowering to increase capacity to approximately 40,000 tonnes per annum.
Subsequent to quarter end, severe winter storms in Chile’s Atacama region resulted in regional flooding and significant snowfall. At Caserones, operations were temporarily suspended for thirteen days as heavy snowfall restricted site access and disrupted the power supply. Power has since been restored, and the restart of operations is underway. As a result of the temporary suspension, the Company now expects Caserones’ annual copper production to be in the lower half of its guidance range.
Karlawinda, Australia - Gold - 2% NSR                                 Capricorn Metals Ltd.
For the three and six months ended June 30, 2026, Elemental earned royalty revenue of $3.1 million and $5.9 million, respectively, from the Karlawinda royalty (2025 - $2.2 million and $4.0 million, respectively). The variances period over period are substantially related to increases in realized gold prices. Gold production for the three and six months ended June 30, 2026 was 30,437 ounces and 60,795 ounces, respectively, compared to 32,216 ounces and 62,815 ounces in the comparative periods. The decreases are mainly attributed to slight decreases in grade.
Capricorn Metals Ltd. (ASX: CMM) (“Capricorn”) continued to advance the Karlawinda Expansion Project, which is expected to increase processing capacity to 6.5 million tonnes per annum and annual gold production to approximately 150,000 ounces. Commissioning and first gold production from the expanded plant remain targeted for the first quarter of fiscal 2027, corresponding to the third quarter of calendar 2026.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
8

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Subsequent to the end of the period, Capricorn announced a 32% increase in Mineral Reserves at Karlawinda, supporting an approximately 10-year mine life at the expanded processing capacity. Refer to Elemental’s July 29, 2026 news release for further details.
Timok (Čukaru Peki), Serbia - Copper and Gold - 0.3625% NSR                     Zijin Mining Corporation
For the three and six months ended June 30, 2026, Elemental earned royalty revenue of $2.2 million and $4.5 million, respectively, from the Timok royalty (2025 - $Nil and $Nil, respectively). The Company's realized revenue in 2025 only relates to revenue after November 13, 2025, the closing date of the EMX acquisition. Had the merger taken place on January 1, 2025, for the three and six months ended June 30, 2025, the Company would have generated royalty revenue of $1.6 million and $3.2 million, respectively.
Expansions and optimizations continue at the Upper Zone with ongoing advancement of multi-level mining; Phase 1 of the Lower Zone is progressing with key works including shafts and conveyor declines on track. At the Malka Golaja Project, exploration drilling is progressing as planed with preliminary work and infrastructure implementation underway.
Bonikro, Cote d'Ivoire - Gold - Up to 4.5% NSR, capped at 560,000 ounces                  Allied Gold Corp.
For the three and six months ended June 30, 2026, Elemental earned royalty revenue of $5.0 million and $11.2 million, respectively from the Bonikro royalty (2025 - $3.2 million and $5.4 million, respectively). The significant increase in revenue in both periods was due to strong metal prices, and increases in applicable ounces sold due to higher grade processed. For the three and six months ended June 30, 2026, Bonikro produced 29,011 and 60,482 ounces of gold, respectively, compared to 25,775 and 45,446 ounces of gold in the comparative periods.
As at the end of the period, there were 285,732 ounces remaining on the Bonikro capped royalty.
Korali-Sud (Diba), Mali - Gold - 1% NSR                                   Allied Gold Corp.
For the three and six months ended June 30, 2026, Elemental earned no royalty revenue from Korali-Sud (2025 - $2.5 million and $9.2 million, respectively).
In 2025, Allied Gold Corp. (TSX: AAUC) (“Allied”) noted that Korali-Sud is expected to be developed in a staged manner alongside Sadiola, with certain work programs being streamlined and wound down following completion of key approval milestones. The recognition of no revenue in 2026 compared to 2025 is expected and in line with Allied's public statements.
Leeville, USA - Gold - 1.0% GSR                                      Nevada Gold Mines
For the three and six months ended June 30, 2026, Elemental earned royalty revenue of $2.1 million and $4.2 million from Leeville (2025 - $Nil and $Nil, respectively). The Company's realized revenue only relates to revenue after November 13, 2025, the closing date of the EMX acquisition. Had the merger taken place on January 1, 2025, for the three and six months ended June 30, 2025, the Company would have generated royalty revenue of $1.4 million and $2.3 million, respectively. These increases period over period are a result of a 10% and 19% increase in ounces sold over the three and six month periods, respectively, combined with significantly higher realized gold prices. For the three and six months ended June 30, 2026, Leeville sold 47,347 and 89,131 ounces of gold, respectively, compared to 42,962 and 74,992 ounces in the comparative periods.
Gediktepe, Türkiye - Gold and Polymetallic - 2.25% NSR                      ACG Metals Corporation
For the three and six months ended June 30, 2026, Elemental earned royalty revenue of $0.6 million and $1.7 million, respectively from the Gediktepe mine (2025 - $Nil and $Nil). The Company's realized revenue only relates to revenue after November 13, 2025, the closing date of the EMX acquisition. Additionally, effective January 1, 2026, the Company's royalty rate on Gediktepe Oxide sales was reduced from 10% to 2.25%. Had the merger taken place on January 1, 2025, for the three and six months ended June 30, 2025, the Company would have generated royalty revenue of $1.9 million and $6.2 million, respectively.
ACG Metals Corporation (LSE: ACG) (“ACG”) reported first-half 2026 production of 18,487 gold equivalent ounces from the Gediktepe oxide operation, exceeding its full-year oxide production target of 17,500 gold equivalent ounces. ACG Metals reiterated its 2026 consolidated production guidance of 20,000 to 22,000 tonnes of copper equivalent. Construction of the Gediktepe Sulphide Expansion Project continued on schedule and within budget, with first copper and zinc concentrate production expected in August 2026.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
9

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Other Producing Royalties
For information related to the other royalty properties see the "Results from Operations" section below.
Development Royalty Updates
Laverton, Australia - Gold - 2.0% - 4.0% GRR - Resource Development                  Genesis Minerals Limited
Genesis Minerals Limited (ASX: GMD) (“Genesis”) continued to advance growth opportunities across the Laverton district, including increased exploration activity, evaluation of Beasley Creek as a potential future source of baseload feed for the Laverton mill and studies examining a staged expansion of the processing plant.
Subsequent to the period, Genesis entered into a binding agreement to merge with Vault Minerals Limited, the owner of the Mount Monger operations. The proposed transaction is expected to increase operational flexibility and create opportunities to optimize ore sources and processing capacity across the combined portfolio, including assets over which the Company holds royalties.
Diablillos, Argentina - Silver and Gold - 1.0% NSR - Feasibility Study                 AbraSilver Resource Corp.
At Diablillos, AbraSilver Resources Corp. (TSX: ABRA) (“AbraSilver”) reported an updated Mineral Resource Estimate for the Diablillos silver-gold project and completed a Definitive Feasibility Study outlining a 9,000-tonne-per-day operation with a 25-year mine life, an after-tax NPV of C$4.2 billion and an internal rate of return of approximately 42%.
During the quarter, the project also received its final provincial environmental approval from Catamarca, complementing the approval previously received from Salta and completing the principal environmental permitting required to advance the project toward construction.
Subsequent to the period, AbraSilver announced a C$45.0 million bought-deal public offering, with the net proceeds intended to fund early works, procurement of long-lead equipment and other development activities at Diablillos.
Dugbe, Liberia - Gold - 2.0% - 2.5% NSR - Feasibility Study                       Mansa Resources Limited
On April 21, 2026, Mansa Resources Limited ("Mansa") completed its acquisition of Pasofino Gold Limited (TSX-V: VEIN) ("Pasofino"), resulting in Pasofino becoming an indirect wholly owned subsidiary of Mansa. Through Pasofino, Mansa now controls the Dugbe Gold Project in Liberia, providing consolidated ownership and funding support for the continued advancement of the project.
Cactus & Parks/Salyer, USA - Copper - 0.50% - 0.54% NSR - Pre-Feasibility Study      Arizona Sonoran Copper Company Inc.
On June 24, 2026, Hudbay Minerals Inc. (NYSE: HBM) ("Hudbay") completed its acquisition of Arizona Sonoran Copper Company Inc. ("Arizona Sonoran"), resulting in Arizona Sonoran becoming a wholly owned subsidiary of Hudbay. The acquisition adds the Cactus project, including Parks/Salyer, to Hudbay’s existing Arizona portfolio and is expected to create opportunities for regional operating and infrastructure synergies with the Copper World project.
Hudbay expects to spend approximately $30 million at Cactus in the second half of 2026 to advance an updated PFS, perform site de-risking activities, conduct exploration activities and for other ongoing site costs. The updated Cactus PFS is expected to be completed in the second half of 2027.
Mactung, Canada - Tungsten - 4.0% NSR - Resource Development                  Fireweed Metals Corp.
At Mactung, Fireweed Metals (TSX-V: FWZ) (“Fireweed”) commenced its 2026 field program, including up to 2,000 meters of drilling at Mactung to support resource conversion, geotechnical studies and continued project development. A feasibility study is underway and is expected to be completed in the first quarter of 2027.
During the quarter, Fireweed also completed a C$61.5 million private placement to fund exploration and development activities across its northern Canadian project portfolio, including Mactung.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
10

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Jasper Hills, Australia - Gold - 2.0% GRR - Mine Construction                       Brightstar Resources Ltd.
Brightstar Resources Ltd. (ASX: BTR) approved the Final Investment Decision for development of its Goldfields Project, including construction of a new standalone 1.5-million-tonne-per-annum processing plant at Laverton. Construction commenced during the quarter, with first gold production targeted for the second quarter of 2027. Ore from the Jasper Hills deposits, including Lord Byron and Fish, is expected to contribute to the processing plant’s future feed supply.
Western Queen, Australia - Gold - 2.5% NSR; and 2.0% GSR on other metals - Resource Development Rumble Resources Limited
As noted above under Corporate Updates, during the quarter the Company completed an amendment and restatement of its royalty agreement over the Western Queen gold project. Following completion of the transaction, Rumble Resources Limited (ASX: RTR) ("Rumble") executed a five-year toll milling and blending agreement covering forecast production from Western Queen, triggering the second A$5.0 million payment by the Company.
Rumble also reported an updated Mineral Resource Estimate for Western Queen. The updated resource will support the ongoing Definitive Feasibility Study, which is targeted for completion in the third quarter of 2026, with production remaining targeted to commence in 2027.
Other Development Royalties
See www.elementalroyalty.com for information on the other development royalty properties.
Royalty Generation Updates
In Q2 2026, the Company's royalty generation business was active in North America, Europe, and Türkiye. The Company incurred $1.1 million in net royalty generation costs in Q2 2026 compared to $Nil in Q2 2025. These expenses include exploration related activities, project marketing, and legal costs.
Subsequent to the acquisition of EMX in 2025, the Company’s royalty generation business focused on the early-stage acquisition and advancement of mineral properties with the objective of creating future royalty interests through partner-funded option and exploration agreements. The strategy centers on identifying prospective targets, enhancing project value through geological work, and structuring agreements that transfer development responsibility to qualified operators while retaining long-term royalty exposure.
During the quarter, the Company’s wholly owned subsidiary, Bronco Creek Exploration Inc., entered into an exploration and option agreement with a subsidiary of KGHM Polska Miedź S.A. covering the Royston, Big E, Tango and Whiskey porphyry copper projects in Nevada. Under the agreement, KGHM may earn a 100% interest in each project by funding up to $5.0 million of exploration expenditures per project and making execution and option payments over a six-year earn-in period. Upon exercise of an option, the Company will retain a 2% NSR royalty and will be entitled to annual advance royalty and milestone payments as each project advances.
For additional details on Elemental's royalty and royalty generation portfolio, including specifics on the royalty terms, refer to the Company's website, www.elementalroyalty.com.
Qualified Persons
Michael P. Sheehan, CPG, a Qualified Person as defined by NI 43-101 and employee of the Company, has reviewed, verified, and approved the above technical disclosure.

TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
11

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Results of Operations
Three months ended June 30,Six months ended June 30,
(In thousands of dollars, except GEOs)2026 2025 2026 2025 
Financial results
Revenue$23,788 $9,094 $48,110 $20,733 
Depletion of royalty interests(8,139)(3,629)(16,756)(9,003)
General and administrative expenses(5,603)(2,243)(11,189)(3,843)
Royalty generation expenses, net(1,081)- (2,517)- 
Share-based payments(1,761)(556)(3,769)(1,313)
Share of (loss) profit from associates(6)607 (10)1,052 
Losses on disposals(213)(1,833)(243)(1,807)
Impairment charges(677)- (677)- 
Income from operations$6,308 $1,440 $12,949 $5,819 
Gains (losses) from other items1,107 (94)(1,381)140 
Tax expense(3,817)(1,186)(6,887)(2,351)
Net income from continuing operations$3,598 $160 $4,681 $3,608 
Non-IFRS Financial Measures1
Revenue plus attributable share of Caserones$23,788 $10,497 $48,110 $23,758 
Adjusted cash flows from operating activities$15,532 $14,410 $30,026 $17,704 
Adjusted EBITDA$17,437 $8,784 $35,178 $20,255 
GEOs sold5,248 3,184 10,231 7,790 
Average gold price ($/oz)$4,533 $3,297 $4,702 $3,050 
Revenue
The Company earns various sources of revenue including royalty revenue and option revenue earned from mineral property agreements such as execution payments, staged option payments, and operator and management fees.
During the three and six months ended June 30, 2026 and 2025, the Company had the following sources of revenue:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026202520262025
Royalty revenue$23,434 $9,094 $47,291 $20,733 
Option, property and other revenue354 - 819 - 
Total$23,788 $9,094 $48,110 $20,733 
Non-IFRS Financial Measures1
Revenue plus attributable share of Caserones$23,788 $10,497 $48,110 $23,758 
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
12

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
During the three and six months ended June 30, 2026 and 2025, the Company had revenue plus attributable share of Caserones1 from the following sources:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Ballarat$799 $613 $1,765 $1,087 
Bonikro5,009 3,229 11,159 5,422 
Caserones26,653 - 13,490 - 
Gediktepe610 - 1,694 - 
Karlawinda3,097 2,184 5,918 4,027 
Korali-Sud- 2,513 - 9,161 
Leeville2,121 - 4,186 - 
Timok2,227 - 4,469 - 
Other producing royalties2,829 555 4,442 1,036 
Advanced royalty payments89 - 168 - 
Total royalty revenue$23,434 $9,094 $47,291 $20,733 
Option, property and other revenue354 - 819 - 
Caserones (before reclassification)2
- 1,403 - 3,025 
Revenue plus attributable share of Caserones1
$23,788 $10,497 $48,110 $23,758 
For the three months ended June 30, 2026 and 2025:
Royalty revenue for the three months ended June 30, 2026 increased by $14.3 million or 158% when compared to Q2 2025. Revenue increased primarily due to another quarter of recognition of producing royalty assets acquired through the EMX acquisition in Q4 2025. Additionally, there was continued strong production from both Karlawinda and Bonikro. These were partially offset by a decrease at Korali-Sud where the operator has begun to shift focus away from the project, as noted in the discussion above.
Revenue plus attributable share of Caserones increased by $13.3 million or 127% when compared to Q2 2025.
For the six months ended June 30, 2026 and 2025:
Royalty revenue for the six months ended June 30, 2026 increased by $26.6 million or 128% when compared to 2025. Revenue increased primarily due to 2026 including the recognition of producing royalty assets acquired through the EMX acquisition. The significant contributors included Caserones, Leeville and Timok.
Additionally, there was strong production from both Karlawinda and Bonikro. Bonikro has also benefited from approximately 8koz of additional sales of inventory carried over from Q4 2025. This was partially offset by a significant decrease at Korali-Sud where the operator has begun to shift focus away from the project, as noted in the discussion above.
Revenue plus attributable share of Caserones increased by $24.4 million or 103% when compared to 2025.
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
2 The Caserones royalty is held by Sociedad Legal Minera California Una de la Sierra Peña Negra (“SLM California”) in which the Company held an effective 67.1% equity interest as at June 30, 2026. Effective November 13, 2025, the Company discontinued accounting for SLM California as an investment in associate and began recognizing its proportionate share of assets, liabilities, revenues and expenses of the entity.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
13

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
The breakdown of the Company's revenue plus attributable share of Caserones2 over the past eight quarters and the revenue allocation by metal group for 2026 are as follows:
chart-45c9fafe9ec240b59caa.jpgchart-5cbcdf054c6046ae977a.jpg
Option, property and other revenue will fluctuate based on deal flow and the structure of property agreements, including execution payments, staged option payments, and operator or management fees. Execution payments may consist of cash and the fair value of equity interests received in partners.
General and Administrative Expenses
General and administrative ("G&A") expenses for the three and six months ended June 30, 2026 and 2025, comprised of the following:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Salaries, fees and employee benefits$3,035 $1,007 $6,116 $2,057 
Professional fees and consulting fees1,082 308 2,215 602 
Marketing and promotion196 94 284 173 
Listing and filing fees266 52 393 78 
Corporate administration780 362 1,495 497 
Project evaluation and transaction related expenses244 420 686 436 
Total$5,603 $2,243 $11,189 $3,843 
For the three months ended June 30, 2026 and 2025:
G&A costs of $5.6 million were incurred for the three months ended June 30, 2026 compared to $2.2 million in Q2 2025. G&A expenditures will fluctuate from period to period depending on the level of activity and deal flow. Some of the changes in 2026 compared to 2025 are related to:
•The $2.0 million increase in salaries, fees and employee benefits primarily reflects the higher corporate headcount following the merger with EMX in the fourth quarter of 2025.
•The $0.8 million increase in professional fees primarily reflects increased regulatory and compliance costs, and tax planning initiatives, which will lead to future cost savings.
•The $0.4 million increase in administrative costs primarily reflects incremental IT and office-related costs, higher corporate insurance premiums, and increased travel expenditures associated with company-wide integration activities.
•The increase in project evaluation and transaction related expenses coincides with increased due diligence activities performed by the Company during the period compared to that of Q2 2025.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
14

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
For the six months ended June 30, 2026 and 2025:
G&A costs of $11.2 million were incurred for the six months ended June 30, 2026 compared to $3.8 million in 2025. G&A expenditures will fluctuate from period to period depending on the level of activity and deal flow. Some of the changes in 2026 compared to 2025 are related to:
•The $4.1 million increase in salaries, fees and employee benefits primarily reflects the higher corporate headcount following the merger with EMX in the fourth quarter of 2025.
•The $1.6 million increase in professional fees primarily reflects increased audit, regulatory and compliance costs, legal costs associated with the declaration and implementation of the Company’s inaugural dividend, and tax planning initiatives.
•The $1.0 million increase in administrative costs primarily reflects incremental IT and office-related costs, higher corporate insurance premiums, and increased travel expenditures associated with company-wide integration activities.
•The increase in project evaluation and transaction related expenses coincides with increased due diligence activities performed by the Company during the period compared to that of 2025.
Royalty Generation Expenses, Net of Recoveries
For the three months ended June 30, 2026 and 2025:
Net royalty generation costs increased to $1.1 million in Q2 2026 from $Nil in Q2 2025 which was the result of the acquisition of EMX in Q4 2025 as Elemental did not previously operate a royalty generation business. Royalty generation costs include exploration related activities, project marketing, and land and legal costs.
Included in the net cost of $1.1 million was $1.9 million in expenditures primarily related to personnel, property costs and drilling, technical and support costs. This was partially offset by $0.8 million in recoveries from partners.
For the six months ended June 30, 2026 and 2025:
Net royalty generation costs increased to $2.5 million in 2026 from $Nil in 2025 which was the result of the acquisition of EMX in Q4 2025 as Elemental did not previously operate a royalty generation business. Royalty generation costs include exploration related activities, project marketing, and land and legal costs.
Included in the net cost of $2.5 million was $3.6 million in expenditures primarily related to personnel, property costs and drilling, technical and support costs. This was partially offset by $1.1 million in recoveries from partners.
Depletion
For the three months ended June 30, 2026 and 2025:
The Company recognized depletion of $8.1 million for Q2 2026 (Q2 2025 - $3.6 million). The increase was primarily attributable to the inclusion of producing royalties acquired through the merger with EMX. Additionally, depletion was higher due to the reclassification of Caserones from an investment in associate to a royalty interest in Q4 2025. These inclusions were partially offset by a decrease in production at Korali-Sud compared to Q2 2025.
For the six months ended June 30, 2026 and 2025:
The Company recognized depletion of $16.8 million for the six months ended June 30, 2026 (2025 - $9.0 million). The increase was primarily attributable to the inclusion of producing royalties acquired through the merger with EMX. Additionally, depletion was higher due to the reclassification of Caserones from an investment in associate to a royalty interest in Q4 2025. These inclusions were partially offset by a substantial decrease in production at Korali-Sud compared to 2025.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
15

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Share-based Payments
During the three and six months ended June 30, 2026 the Company recorded a total of $1.8 million and $3.8 million, respectively in aggregate share-based payments compared to $0.6 million and $1.3 million, respectively, for the comparative period in 2025. The aggregate share-based payments related to the annual equity grant and vesting of stock options, restricted share units and deferred share units. The increase in share-based payments was mainly due to the increase in head count as a result of the merger with EMX.
Other
During the three months ended June 30, 2026, the Company had an unrealized gain of $1.0 million (Q2 2025 - $0.2 million) related to the revaluation of financial instruments. The unrealized gain in the current period was primarily attributed to the revaluation of the warrant liability. Due to the decrease in the Company's share price in Q2 2026, the Company recognized a gain of $1.2 million on the revaluation of the warrant liability. The remaining unrealized loss on revaluation of financial instruments relates to revaluation of marketable securities and outstanding deferred consideration.
During the six months ended June 30, 2026, the Company had an unrealized loss of $1.5 million (2025 - $0.0 million) related to the revaluation of financial instruments. The unrealized loss in 2026 was primarily attributed to the revaluation of the warrant liability. Due to the increase in the Company's share price in 2026, the Company has recognized a loss of $1.0 million on the revaluation of the warrant liability. The remaining unrealized loss on revaluation of financial instruments relates to revaluation of marketable securities and outstanding deferred consideration.
During the three and six months ended June 30, 2026, the Company recognized $0.7 million in impairment charges (2025 - $Nil) to certain insignificant royalty assets. The impairments were recognized as the Company determined that the likelihood of realizing future economic benefits from these royalties was remote.
Taxes
During the three and six months ended June 30, 2026, the Company recorded a tax expense of $3.8 million and $6.9 million, respectively (2025 - $1.2 million and $2.4 million, respectively). The increase is a result of additional withholding taxes paid on increased royalty revenue, as well as the reclassification of the Caserones royalty from an investment in associate to royalty interest. Due to this reclassification, the income tax related to Caserones is now classified as income tax rather than being included in equity income from investment in associated entities.
Liquidity and Capital Resources
The Company considers items included in shareholders' equity as capital. The Company's objective when managing capital is to safeguard the Company's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders.
The condensed consolidated interim financial statements have been prepared using IFRS Accounting Standards applicable to a going concern, which assumes that the Company will be able to realize its assets, discharge its liabilities and continue in operation for the following twelve months. As at June 30, 2026, the Company had working capital surplus (current assets less current liabilities) of $96.3 million (December 31, 2025 - $80.1 million).
The Company has continuing royalty revenue that will vary depending on royalty ounces received and the price of minerals, and other pre-production income. The Company also receives additional cash inflows from the recovery of expenditures from project partners and sales of investments. The Company manages the capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through public and/or private placements, sell assets, renegotiate terms of debt, or return capital to shareholders.
The Company is not subject to externally imposed capital requirements other than as disclosed for the revolving credit facility. As at June 30, 2026, the Company had no outstanding debt and an available credit facility of $150.0 million with a $50.0 million accordion feature.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
16

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Operating Activities
Cash provided by operating activities for the three and six months ended June 30, 2026 was $15.5 million and $30.0 million, respectively (2025 - $13.2 million and $15.6 million, respectively), and adjusted cash provided by operating activities1 for the period was $15.5 million and $30.0 million, respectively (2025 - $14.4 million and $17.7 million, respectively) and represents royalty income received in the period, offset by expenditures primarily on general and administrative expenses and royalty generation. There is no adjustment to cash flows from operating activities in 2026 due to the reclassification of the Caserones royalty from an investment in associated entity to a royalty interest on November 13, 2025. Adjusted cash flows from operating activities1 is adjusted by $1.2 million and $2.1 million in 2025 due to royalty distributions received from the Company's effective royalty interest in Caserones.
Investing Activities
The total cash used in investing activities during the three months ended June 30, 2026 was $7.1 million compared to $6.3 million provided by investing activities for the comparative period. The net outflow in the current period related primarily to the amendment and restatement of the Western Queen Royalty, which totaled $7.2 million.
In the comparative period, the Company received $5.1 million from the sale of equity investments and $1.2 million in after-tax dividend distributions related to the Caserones royalty. After November 13, 2025, the revenue and taxes related to Caserones were considered operating activities as a result of the reclassification of Caserones to a royalty interest.
The total cash used in investing activities during the six months ended June 30, 2026 was $8.1 million compared to $7.3 million provided by investing activities for the comparative period. The net outflow in the current period related primarily to the amendment and restatement of the Western Queen Royalty, which totaled $7.2 million and the $1.0 million spent on the purchase of Tether Gold cryptocurrency tokens. This was partially offset by proceeds received from the sale of equity investments totaling $1.0 million for the period.
In the comparative period, the Company received $5.2 million from the sale of equity investments and $2.1 million in after-tax dividend distributions related to the Caserones royalty.
Financing Activities
The total cash used in financing activities for the three months ended June 30, 2026 was $3.2 million compared to $0.0 million for the comparative period. The net proceeds paid in the current period primarily related to $0.5 million spent on deferred financing costs related to the upsized credit facility agreement signed in Q1 2026, $2.0 million spent on the new NCIB program and $1.9 million spent on the inaugural dividend payment. This was partially offset by $0.9 million (2025 - $Nil) in net proceeds from exercise of stock options.
The total cash used in financing activities for the six months ended June 30, 2026 was $0.9 million compared to $3.1 million for the comparative period. The net proceeds paid in the current period primarily related to $1.6 million spent on deferred financing costs related to the upsized credit facility agreement signed in Q1 2026, $2.0 million spent on the new NCIB program and $1.9 million spent on the inaugural dividend payment. This was partially offset by $4.3 million (2025 - $Nil) in net proceeds from exercise of stock options. In the prior period the Company made $3.0 million in debt repayments towards the outstanding principal balance on the credit facility. As at June 30, 2026, the Company had no outstanding debt.
Contractual Obligations and Commitments
The following table outlines the Company’s contractual obligations and commitments as at June 30, 2026, reflecting fixed and determinable payment obligations under existing agreements. The table does not include contingent or variable payments, including milestone or production-based payments, where the timing or likelihood of occurrence cannot be reasonably estimated.
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
17

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)

(in thousands of dollars)
Payments Due by Period
TotalLess than 1 year1 - 3 years4 - 5 yearsAfter 5 years
Lease Obligations$665 $288 $244 $134 $- 
Total Contractual Obligations$665 $288 $244 $134 $- 
Related Party Transactions
The aggregate value of transactions and outstanding balances relating to key management personnel and directors for the six months ended June 30, 2026 and 2025 was as follows:
Three months ended June 30,Six months ended June 30,
2026202520262025
Salaries, fees, benefits and professional fees$1,629 $391 $3,157 $1,002 
Share-based compensation1,285 360 2,873 864 
Total$2,914 $751 $6,030 $1,866 
As at June 30, 2026 the Company held $1.7 million (December 31, 2025 - $1.1 million) in Tether Gold XAU₮ cryptocurrency tokens. As at June 30, 2026 a net $0.2 million (December 31, 2025 - $0.1 million) was due to related parties.
Quarterly Information
(In thousands of dollars, except per share amounts)June 30,
2026		March 31,
2026		December 31,
2025		September 30,
2025
Financial results
Revenue$23,788 $24,322 $16,047 $6,863 
Revenue plus attributable share of Caserones123,788 24,322 17,226 8,216 
Net income (loss)3,598 1,083 (3,209)1,373 
Basic earnings (loss) per share0.06 0.02 (0.07)0.06 
Diluted earnings (loss) per share0.05 0.02 (0.07)0.06 
Total assets$922,340 $916,098 $907,316 $209,573 
(In thousands of dollars, except per share amounts)June 30,
2025		March 31,
2025		December 31,
2024		September 30,
2024
Financial results
Revenue$9,094 $11,639 $5,519 $3,725 
Revenue plus attributable share of Caserones1
10,497 13,261 6,827 4,825 
Net income 160 3,448 134 630 
Basic earnings per share0.01 0.14 0.01 0.03 
Diluted earnings per share0.01 0.14 0.01 0.03 
Total assets$206,467 $205,064 $204,167 $179,159 

Off-Balance Sheet Arrangements
As of the date of this MD&A, the Company does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the results of operations or financial condition of the Company, including, and without limitation, such considerations as liquidity and capital resources.
1 Refer to the "Non-IFRS Financial Measures" section on page 24 of this MD&A for more information on each non-IFRS financial measure.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
18

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
New Accounting Pronouncements
New Accounting Policies
Amendments to IFRS 9 and IFRS 7 – Amendments to the Classification and Measurement of Financial Instruments
In May 2024, the International Accounting Standards Board issued amendments to IFRS 7 Financial Instruments: Disclosures and IFRS 9 Financial Instruments relating to settling financial liabilities using electronic payment systems and assessing contractual cash flow characteristics of financial assets. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs, and amended disclosures relating to equity instruments designated at fair value through other comprehensive income.
The amendments were effective for periods beginning on or after January 1, 2026, and adoption of these amendments did not have a material effect on our condensed interim consolidated financial statements. For financial liabilities settled in cash using an electronic payment system, we applied the election to deem these financial liabilities to be discharged before the settlement date. The amendments have been applied retrospectively with no restatement of comparative information, in accordance with transition requirements on initial application of IFRS 9.
Deferred Share Units ("DSUs")
Share-based payment arrangements related to deferred share units are measured at fair value. Deferred share units are liability awards settled in cash and measured at the quoted market price at the grant date and the corresponding liability is adjusted for changes in fair value at each subsequent reporting date until the awards are settled.

New Accounting Policies Issued But Not Yet Effective
Certain pronouncements have been issued by the IASB or the International Financial Reporting Interpretations Committee ("IFRIC") that are not mandatory for the current period and have not been early adopted. The Company has reviewed these updates and the amendment that is applicable to the Company is discussed below:
IFRS 18 Presentation and Disclosure in Financial Statements
IFRS 18 Presentation and Disclosure in Financial Statements, which will replace IAS 1, Presentation of Financial Statements aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss, in particular additional defined subtotals, disclosures about management-defined performance measures and new principles for aggregation of information. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from January 1, 2027. Companies are permitted to apply IFRS 18 before that date. The Company is currently assessing the impact of the new standard.
Risks and Uncertainties
Investment in the common shares of the Company involves a significant degree of risk and should be considered speculative due to the nature of Elemental's business and the present stage of its development. Prospective investors should carefully review the risk and uncertainties contained in Elemental's AIF for the year ended December 31, 2025 together with other information contained in this MD&A before making an investment decision.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
19

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Risk and Capital Management: Financial Instruments
Fair Value of Financial Instruments
Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy based on the degree to which the inputs used to determine the fair value are observable. The three levels of the fair value hierarchy are:
Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.
Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 – Unobservable inputs which are supported by little or no market activity.
The Company has investments and a warrant liability which are classified as Level 1 and Level 2 of the fair value hierarchy. The Company also holds warrants exercisable into common shares of public companies and has issued warrants exercisable into common shares of the Company. These warrants do not trade on an exchange and are restricted in their transfer. The fair value of the warrants was determined using the Black-Scholes pricing model using observable market information and thereby classified within Level 2 of the fair value hierarchy.
The carrying value of cash and cash equivalents, current trade receivables and other assets and accounts payable and accrued liabilities, approximate their fair value because of the short-term nature of these instruments.
The Company's financial instruments are exposed to certain financial risks, including credit risk, interest rate risk, market risk, liquidity risk and currency risk.
Credit Risk
Credit risk is the risk of loss associated with a counterparty’s inability to fulfil its payment obligations. The Company’s maximum exposure to credit risk is attributable to cash and cash equivalents and accounts receivable relating to royalty revenues and milestone payments. The credit risk on cash is limited because the Company invests its cash in deposits with well capitalized financial institutions. The Company’s accounts receivable is subject to the credit risk of the counterparties who own and operate the mines underlying the royalty portfolio. In order to mitigate its exposure to credit risk, the Company closely monitors its financial assets.
Interest Rate Risk
Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate due to changes in market interest rates. Interest rate risk arises from interest bearing financial assets and liabilities that the Company uses. Treasury activities take place under procedures and policies approved and monitored by the Board to minimize the financial risk faced by the Company. Interest-bearing assets comprise cash and cash equivalents which are considered to be short-term liquid assets, and interest-bearing liabilities which comprise the loan from NBC, CIBC and BNS. Depending on the Company's leverage ratio, amounts drawn on the facility are subject to interest at SOFR plus 2.25% - 3.50% per annum, and the undrawn portion is subject to a standby fee of 0.50% - 0.78% per annum. An increase in the overall interest by 100 basis points would have increased the interest expense and decreased net income by $Nil during the period.
Market Risk
Market risks are the risks that change in market factors, such as commodity prices, foreign exchange rates or interest rates, will affect the value of the Company’s financial instruments. The Company manages market risks by mitigating it through the use of economic strategies.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
20

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk by continuing to monitor forecasted and actual cash flows. The Company has in place a planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its development plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from royalty interests, its holdings in cash and its committed liabilities.
Commodity Price Risk
The Company’s royalties are subject to fluctuations from changes in market prices of the underlying commodities. The market prices of gold and copper are the drivers of the Company’s profitability. All of the Company’s future revenue is not hedged in order to provide shareholders with full exposure to changes in the market prices of these commodities.
Foreign Currency Risk
Foreign currency risk is the risk that the fair value of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company’s transactions are carried out in a variety of currencies, including Pound Sterling, Australian Dollar, Canadian Dollar and US Dollar and it is exposed to movements in the US Dollar against these other currencies. The Company has not hedged its exposure to currency fluctuations.
Sensitivity analysis has been performed to indicate how the profit or loss would have been affected by changes in the exchange rate between the US Dollar and each of these currencies. The analysis is based on a weakening and strengthening of these currencies by 10% against the US Dollar in which the Company has assets and liabilities at the end of each respective period. A movement of 10% reflects a reasonably possible sensitivity when compared to historical movements over a three-to-five-year timeframe. Based on the Company’s US Dollars denominated monetary assets and liabilities at June 30, 2026, a 10% strengthening in CAD, GBP and AUD relative to the US Dollar would not result in material impact in the Company’s net income. A 10% increase (decrease) of the value of other currencies relative to the US Dollar does not have a material impact on net income.
Management of Capital
Management monitors the Company’s financial risk management policies and exposures and approves financial transactions.
The Company’s objectives when managing capital are to provide shareholder returns through maximization of the profitable growth of the business and to maintain a degree of financial flexibility relevant to the underlying operating and metal price risks while safeguarding the Company’s ability to continue as a going concern. The Company manages the capital structure and makes adjustments in the light of changes in economic conditions and risk characteristics of the underlying assets. In order to maintain or adjust the capital structure the Company may issue new shares, acquire debt, or sell assets. Management regularly reviews cash flow forecasts to determine whether the Company has sufficient cash reserves to meet future working capital requirements and to take advantage of business opportunities.
Critical Accounting Judgments and Significant Estimates and Uncertainties
Please refer to the audited consolidated financial statements for the year ended December 31, 2025 on www.sedarplus.ca.
Disclosure Controls and Internal Control Over Financial Reporting
Disclosure Controls and Procedures
The Company’s Disclosure Controls and Procedures (“DCP”) are designed to ensure that information required to be disclosed in reports filed or submitted by the Company under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms and include, without limitation, controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted by the Company under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate to allow timely decisions regarding required disclosure.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
21

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Internal Control over Financial Reporting
Management of the Company, with participation of the CEO and CFO, is responsible for establishing and maintaining adequate Internal Control over Financial Reporting (“ICFR”). Management has used the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") to evaluate the effectiveness of the Company's ICFR.
The Company’s ICFR includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.
It should be noted that a control system, no matter how well conceived or operated, can only provide reasonable assurance, not absolute assurance, that the objectives of the control system are met. There are inherent limitations in all control systems, which include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls and projections of any evaluation of effectiveness to future periods may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
Changes in Internal Control over Financial Reporting
On November 13, 2025, the Company completed the acquisition of EMX Royalty Corporation, which significantly expanded the Company's operations. As a result of the acquisition, the Company's internal control over financial reporting changed to incorporate the controls and processes of EMX. Management is in the process of integrating EMX's internal controls with those of the Company. Other than the foregoing, during the three and six months ended June 30, 2026, there were no changes in the Company's ICFR that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
Outstanding Share Data
As at August 10, 2026, the Company had 64,306,108 common shares issued and outstanding. There were also 2,986,478 stock options outstanding with expiry dates ranging from August 19, 2026 to April 15, 2033, 278,958 restricted share units outstanding and 1,075,780 warrants outstanding with an expiry date of April 14, 2027.
Forward-Looking Statements
This MD&A contains forward-looking statements and forward-looking information (within the meaning of applicable Canadian securities laws) (collectively, “forward-looking statements”). All statements and information, other than statements and information of historical fact, constitute “forward-looking statements” and include any information that addresses activities, events or developments that the Company believes, expects or anticipates will or may occur in the future including the Company’s strategy, plans or future financial or operating performance and other statements that express management’s expectations or estimates of future performance.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
22

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Forward-looking statements are generally identifiable by the use of the words “may”, “would”, “could”, “will”, “anticipate”, “believe”, “plan”, “expect”, “intend”, “estimate” and similar expressions (including negative and grammatical variations) have been used to identify these forward-looking statements. These statements reflect management’s current beliefs with respect to future events and are based on information currently available to management. Forward-looking statements involve significant risks, uncertainties and assumptions and in this MD&A include, but are not limited to: statements with respect to the Company’s financial guidance and outlook; the completion of mine expansion under construction phases, and the results of exploration and timing thereof at the mines or properties that the Company holds an interest in; and future royalty payments relating to royalties and streams the Company holds an interest in. Many factors could cause the actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, without limitation, those listed in the “Risk Factors” section of the Company’s annual information form for the year ended December 31, 2025, available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance or achievements may vary materially from those expressed or implied by the forward-looking statements contained in this MD&A. These factors should be considered carefully and prospective investors should not place undue reliance on the forward-looking statements.
Although the forward-looking statements contained in this MD&A are based upon what management currently believes to be reasonable assumptions, the Company cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward-looking statements. The forward-looking statements contained in this MD&A have been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company’s control, including without limitation: the impact of general business and economic conditions; the absence of control over mining operations from which it will receive royalty payments and risks related to those mining operations, including risks related to international operations, government and environmental regulation, delays in mine construction and operations, actual results of mining and current exploration activities, conclusions of economic evaluations and changes in project parameters as plans are refined; problems related to the ability to market precious metals or other minerals; industry conditions, including inflation, commodity price fluctuations; interest and exchange rate fluctuations; regulatory, political or economic developments in any of the countries where properties underlying the royalty, stream interests or exploration assets are located or through which they are held; risks related to the operators of the properties underlying royalty or other interest, including changes in the ownership and control of such operators; risks related to geopolitics and conflict; title, permit or license disputes related to interests on any of the properties in which a royalty or other interest is held; loss of key employees; regulatory restrictions; litigation; and other factors, many of which are beyond the control of the Company. The Company assumes no responsibility to update forward-looking statements, other than as may be required by applicable securities laws. The factors identified above are not intended to represent a complete list of the factors that could affect the Company.
Financial Outlook
This MD&A may contain "future-oriented financial information" and/or information that is "financial outlook" each within the meaning of Canadian securities legislation (collectively, "Financial Outlook"), about prospective financial performance, results of operations, financial position, GEOs and anticipated royalty payments based on assumptions about future economic conditions and courses of action. The Financial Outlook has been prepared by management to provide an outlook of the Company’s activities and results and has been prepared based on a number of assumptions including the assumptions discussed under the headings above entitled “Portfolio Growth” and “Forward-Looking Statements” and assumptions with respect to future metal prices, the estimation of mineral reserves and mineral resources, realization of mineral reserve estimates and the timing and amount of estimated future production, or other financial assumptions which may have been used to prepare the Financial Outlook. Management does not have, or may not have had at the relevant date, any assurance that such financial performance or operating results will be achieved and, accordingly, the complete financial effects are not, or may not have been at the relevant date of the Financial Outlook, objectively determinable.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
23

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
Importantly, the Financial Outlook contained in this MD&A are, or may be, based upon certain additional assumptions that management believes to be reasonable based on the information currently available to management, including, but not limited to, assumptions about: (i) the future pricing of metals, (ii) the future market demand and trends within the jurisdictions in which the Company or the mining operators operate, and (iii) the operating cost and effect on the production of the Company’s royalty partners. The Financial Outlook contained in this MD&A does not purport to present the Company’s financial performance, results of operations and financial condition in accordance with IFRS, and there can be no assurance that the assumptions made in preparing the Financial Outlook will prove accurate. The actual financial performance, results of operations and financial condition of the Company will likely vary from the amounts set forth in the analysis presented in this MD&A, and such variation may be material (including due to the occurrence of unforeseen events occurring subsequent to the preparation of the Financial Outlook). The Company and management believe that the Financial Outlook has been prepared on a reasonable basis, reflecting management’s best estimates and judgments as at the applicable date. However, because this information is highly subjective and subject to numerous risks, Financial Outlook within this MD&A should not be relied on as necessarily indicative of future results.
Cautionary Note to Investors Concerning Estimates of Inferred, Indicated and Measured Resources
The Company is subject to the reporting requirements of the applicable Canadian securities laws, and as a result, reports its mineral resources and reserves according to Canadian standards. Unless otherwise indicated, all mineral resource and mineral reserve estimates included in this MD&A have been prepared by the owners or operators of the relevant properties (as and to the extent indicated by them) in accordance with NI43-101 and the Canadian Institute of Mining and Metallurgy Classification System based on information prepared by the current or previous owners or operators of the relevant properties (as and to the extent indicated by them). Investors are cautioned that Inferred resources have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. Geological evidence is sufficient to imply, but not verify, geological and grade continuity of inferred mineral resources. It is reasonably expected that the majority of Inferred resources could be upgraded to Indicated resources with continued exploration. Under Canadian rules, estimates of inferred mineral resources may not be converted to a mineral reserve, or form the basis of economic analysis, production schedule, or estimated mine life in publicly disclosed pre-feasibility or feasibility studies, or in the life of mine plans and cash flow models of developed mines. Inferred mineral resources can only be used in economic studies as provided under NI 43-101. U.S. investors are cautioned not to assume that part or all of an Inferred resource exists, or is economically or legally mineable. U.S. investors are further cautioned not to assume that any part or all of a mineral resource in the ‘measured’ and ‘indicated’ categories will ever be converted into reserves.
Non-IFRS Financial Measures
The Company has included performance measures which are non-IFRS and are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The non-IFRS measures do not have any standard meaning under IFRS Accounting Standards and other companies may calculate measures differently.
Caserones Reclassification
Effective November 13, 2025, the shareholders of SLM California executed an amendment to the entity's shareholder agreement, resulting in the Company reassessing the classification of its interest in SLM California, which holds the Company’s Caserones royalty. As a result of the amendment to the shareholder agreement, the Company determined that the revised arrangement constituted a joint operation in accordance with IFRS 11 Joint Arrangements. Consequently, on November 13, 2025, the Company discontinued equity accounting under IAS 28 Investments in Associates and Joint Ventures and began recognizing its proportionate share of the assets, liabilities, revenues, and expenses of SLM California as a joint operation. As a result, there are no adjustments in the current period for revenue plus attributable share of Caserones, depletion plus attributable share of Caserones or tax expense plus attributable share of Caserones.
Reconciliation of Adjusted EBITDA:
Adjusted EBITDA excludes the effects of certain other income/expenses and unusual non-recurring items. Adjusted EBITDA is comprised of earnings before interest, taxes, depletion, including depletion and taxes relating to share of profit from associate, and share-based compensation. Management believes that this is a useful measure of the Company’s performance because it adjusts for items which may not relate to underlying operating performance of the Company and/or are not necessarily indicative of future operating results.
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
24

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
The following is the reconciliation of adjusted EBITDA:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026202520262025
Net income for the period$3,598 $160 $4,681 $3,608 
Project evaluation and transaction related expenses244 420 686 436 
Interest Income(444)(76)(657)(105)
Interest and finance expenses381 104 560 235 
Tax expense plus attributable share of Caserones3,817 1,565 6,887 3,168 
Depletion plus attributable share of Caserones8,139 4,017 16,756 9,767 
Depreciation 61 - 108 - 
(Gains) losses on revaluation of financial instruments(1,010)205 1,468 26 
Share-based compensation1,761 556 3,769 1,313 
Losses on disposals213 1,833 243 1,807 
Impairment charges677 - 677 - 
Adjusted EBITDA$17,437 $8,784 $35,178 $20,255 
The presentation of this non-IFRS measure is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. Other companies may calculate these non-IFRS measures differently.
Reconciliation of Revenue, Depletion and Tax expense plus Attributable Share of Caserones:
Revenue plus attributable share of Caserones is a non-IFRS financial measure, which is defined as including gross royalty revenue from associated entities holding royalty interests related to Elemental’s effective royalty on the Caserones copper mine. Management uses revenue plus attributable share of Caserones to evaluate the underlying operating performance of the Company for the reporting periods presented, to assist with the planning and forecasting of future operating results, and to supplement information in its financial statements. Management believes that in addition to measures prepared in accordance with IFRS Accounting Standards such as revenue, investors may use revenue plus attributable share of Caserones to evaluate the results of the underlying business, particularly as the revenue plus attributable share of Caserones may not typically be included in operating results. Management believes that revenue plus attributable share of Caserones is a useful measure of the Company performance because it adjusts for items which management believes reflect the Company’s core operating results from period to period. Revenue plus attributable share of Caserones is intended to provide additional information to investors and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. It does not have any standardized meaning under IFRS Accounting Standards and may not be comparable to similar measures presented by other issuers.
Depletion plus attributable share of Caserones and tax expense plus attributable share of Caserones are non-IFRS measures which include depletion and tax expense from the Caserones royalty asset respectively, consistent with the recognition of revenue plus attributable share of Caserones as described above.
The following is the reconciliation of revenue plus attributable share of Caserones:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Revenue$23,788 $9,094 $48,110 $20,733 
The Company's share of royalty revenue from Caserones- 1,403 - 3,025 
Revenue plus attributable share of Caserones$23,788 $10,497 $48,110 $23,758 
TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
25

Management's Discussion & Analysis
(Expressed in U.S. Dollars, except where indicated)
The following is the reconciliation of depletion plus attributable share of Caserones:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Depletion of royalties$(8,139)$(3,629)$(16,756)$(9,003)
Depletion of Caserones- (388)- (764)
Depletion plus attributable share of Caserones$(8,139)$(4,017)$(16,756)$(9,767)
The following is the reconciliation of tax expense plus attributable share of Caserones:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Tax expense$(3,817)$(1,186)$(6,887)$(2,351)
Tax expense related to Caserones- (379)- (817)
Tax expense plus attributable share of Caserones$(3,817)$(1,565)$(6,887)$(3,168)
Reconciliation of Adjusted Cash Flows from Operating Activities:
Adjusted cash flows from operating activities is a non-IFRS measure which includes dividends from the Caserones royalty asset.
The following is the reconciliation of adjusted cash flows from operating activities:
Three months ended June 30,Six months ended June 30,
(In thousands of dollars)2026 2025 2026 2025 
Cash provided by operating activities$15,532 $13,222 $30,026 $15,594 
Caserones royalty distributions- 1,188 - 2,110 
Adjusted cash flows from operating activities$15,532 $14,410 $30,026 $17,704 
Reconciliation of Gold Equivalent Ounces Sold
Elemental's revenue plus attributable share of Caserones is converted to an attributable gold equivalent ounce, or GEO, basis by dividing the royalty and other revenue from associates in a period by the average gold price for the same respective period. The average gold price for the period is sourced from S&P Capital IQ. The presentation of this non-IFRS measure is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. Other companies may calculate these non-IFRS measures differently.
The following is the reconciliation of gold equivalent ounces sold:
Three months ended June 30,Six months ended June 30,
2026 2025 2026 2025 
Revenue plus attributable share of Caserones (in $000s)
$23,788 $10,497 $48,110 $23,758 
Average gold price$4,533 $3,297 $4,702 $3,050 
Total GEOs5,248 3,184 10,231 7,790 

TSX: ELE / NASDAQ: ELEElemental Royalty Corporation
26

Form 52-109F2
Certification of Interim Filings
Full Certificate
I, David M. Cole, Chief Executive Officer of Elemental Royalty Corporation, certify the following:
1.Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Elemental Royalty Corporation (the "issuer") for the interim period ended June 30, 2026.
2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
4.Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.
5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings
a.designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
i.material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
ii.information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
b.designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.
5.1    Control framework: The control framework the issuer's other certifying officer(s) and I used to design the issuer's ICFR is Internal Control Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.
5.2    ICFR - material weakness relating to design: N/A
5.3    Limitation on scope of design: N/A
6.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on April 1, 2026 and ended on June 30, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: August 11, 2026
/s/ David M. Cole
David M. Cole
Chief Executive Officer
1

Form 52-109F2
Certification of Interim Filings
Full Certificate
I, Stefan L. Wenger, Chief Financial Officer of Elemental Royalty Corporation, certify the following:
1.Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Elemental Royalty Corporation (the "issuer") for the interim period ended June 30, 2026.
2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
4.Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.
5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings
a.designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
i.material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
ii.information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
b.designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.
5.1    Control framework: The control framework the issuer's other certifying officer(s) and I used to design the issuer's ICFR is Internal Control Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.
5.2    ICFR - material weakness relating to design: N/A
5.3    Limitation on scope of design: N/A
6.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on April 1, 2026 and ended on June 30, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: August 11, 2026
/s/ Stefan L. Wenger
Stefan L. Wenger
Chief Financial Officer
1

Source: View Original Filing on SEC EDGAR

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