Financial Statement – Q4 Financial Statements & Management Discussion & Analysis Financial Statement

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# Financial Statement – Q4 Financial Statements & Management Discussion & Analysis Financial Statement

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# Financial Statement – Q4 Financial Statements & Management Discussion & Analysis Financial Statement
Elemental Royalty Corporation
(formerly Elemental Altus Royalties Corp.)
Consolidated Financial Statements
Year Ended December 31, 2025
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of Elemental Royalty Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial position of Elemental Royalty Corporation
and its subsidiaries (the Company) as of December 31, 2025 and 2024, and the related consolidated statements of
income (loss) and comprehensive income (loss), of shareholders’ equity and of cash flows for the years then ended,
including the related notes (collectively referred to as the consolidated financial statements). In our opinion, the
consolidated financial statements present fairly, in all material respects, the financial position of the Company as of
December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in conformity
with IFRS Accounting Standards as issued by the International Accounting Standards Board.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to
express an opinion on the Company’s consolidated financial statements based on our audits. We are a public
accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are
required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is
not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part
of our audits we are required to obtain an understanding of internal control over financial reporting but not for the
purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial
statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial
statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that
our audits provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Chartered Professional Accountants, Licensed Public Accountants
Toronto, Canada
March 23, 2026
We have served as the Company’s auditor since 2020.
PricewaterhouseCoopers LLP
PwC Tower, 18 York Street, Suite 2500
Toronto, Ontario, Canada M5J 0B2
T.: +1 416 863 1133, F.: +1 416 365 8215
Fax to mail: ca_toronto_18_york_fax@pwc.com
"PwC" refers to PricewaterhouseCooper LLP, an Ontario limited liability partnership
Consolidated Financial Statements
Expressed in thousands of US Dollars ($000)
Consolidated Statements of Financial Position
As at December 31,
2025 2024
Assets
Cash and cash equivalents (Note 5) $ 53,143 $ 4,454
Trade receivables and other assets (Note 6) 25,154 16,632
Investments (Note 7) 16,115 -
Total current assets 94,412 21,086
Trade receivables and other assets (Note 6) 2,043 4,031
Investments (Note 7) - 2,243
Investment in associates (Note 9) 1,000 41,087
Royalty interests (Note 8) 808,720 135,720
Property and equipment 1,141 -
Total non-current assets 812,904 183,081
Total Assets $ 907,316 $ 204,167
Liabilities
Accounts payable and accrued liabilities (Note 10) $ 6,664 $ 3,349
Warrant liability (Note 11) 7,684 -
Total current liabilities 14,348 3,349
Borrowings (Note 12) - 2,687
Deferred income tax liability (Note 13) 112,553 1,747
Total non-current liabilities 112,553 4,434
Total Liabilities 126,901 7,783
Shareholders' Equity
Share Capital (Note 14) 787,682 217,449
Contributed Surplus 17,481 6,535
Accumulated other comprehensive income ("AOCI") 1,503 1,416
Deficit (26,251) (29,016)
Total Shareholders' Equity 780,415 196,384
Total Liabilities and Shareholders' Equity $ 907,316 $ 204,167
Events subsequent to the reporting date (Note 23)
Approved on behalf of the Board of Directors on March 23, 2026
Signed: "David M Cole" Director Signed: "Sunny Lowe" Director
The accompanying notes are an integral part of these consolidated financial statements.
Consolidated Financial Statements
Expressed in U.S. Dollars ($000s), except per share amounts
Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
For the year ended December 31,
2025 2024
Revenue (Note 15) $ 43,643 $ 16,323
Depletion of royalty interests (Note 8) (16,334) (7,218)
Gross profit 27,309 9,105
General and administrative expenses (Note 16)1 (16,467) (7,396)
Royalty generation expenses, net (Note 17) (1,058) -
Share-based compensation expense (Note 14) (2,436) (1,388)
Share of profit of associates (Note 9) 2,203 2,036
Gains (losses) on disposals (Note 6, 9, and, 12) (2,253) 373
Impairment charges (Note 9) (2,017) (436)
Profit from operations 5,281 2,294
Other income and expenses
Interest income 731 198
Interest and finance expenses (Note 12) (478) (2,028)
Gain (loss) on revaluation of financial instruments (Note 7 and 11) 769 (5)
Foreign exchange loss (23) (54)
Other income - 604
Income before income taxes 6,280 1,009
Tax expense (Note 13) (4,508) (1,321)
Net income (loss) for the year of continuing operations 1,772 (312)
Net loss of discontinued operations - (52)
Total net income (loss) 1,772 (364)
Other comprehensive income
Gain on revaluation of digital currency (Note 7) 99 -
Foreign currency translation adjustment (12) 136
Other comprehensive income 87 136
Total comprehensive income (loss) $ 1,859 $ (228)
Income (loss) per share
Continuing operations - basic (Note 19) $ 0.06 $ (0.02)
Continuing operations - diluted (Note 19) $ 0.06 $ (0.02)
Discontinued operations - basic $ 0.00 $ 0.00
Discontinued operations - diluted $ 0.00 $ 0.00
Weighted average number of common shares outstanding - basic (Note 19) 29,975,215 20,429,742
Weighted average number of common shares outstanding - diluted (Note 19) 31,596,448 20,429,742
1
Certain comparative figures have been reclassified to general and administrative expenses to conform to current year presentation as illustrated in Note 16.
The accompanying notes are an integral part of these consolidated financial statements.
Consolidated Financial Statements
Expressed in U.S. Dollars ($000s)
Consolidated Statements of Cash Flows
For the year ended December 31,
2025 2024
Cash flows from operating activities
Income (loss) for the year $ 1,772 $ (364)
Adjustments for:
Depletion and depreciation 16,359 7,218
Impairment charge (Note 9) 2,017 436
Share-based compensation expense (Note 14) 2,436 1,388
Share of profit of associates (Note 9) (2,203) (2,036)
Loss (gain) on revaluation of financial instruments (769) 5
Interest and finance expenses (Note 12) 478 2,028
Tax expense (Note 13) 4,508 1,321
Other non-cash movements (Note 22) 3,245 (893)
Changes in non-cash working capital items:
Accounts receivable 5,598 (2,537)
Accounts payable and accrued liabilities 568 (479)
Total cash provided by operating activities before taxes 34,009 6,087
Taxes paid (3,198) (1,271)
Total cash provided by operating activities 30,811 4,816
Cash flows from investing activities
Distributions from SLM California (Note 9) 3,126 3,922
Acquisition of royalty interests (Note 8) (68,697) (3,241)
Net cash received from the purchase of EMX Royalty Corp. (Note 4) 3,097 -
Proceeds from royalty buy-back (Note 8) 1,913 -
Proceeds from the sale of investments 5,231 3,500
Purchase of Tether Gold cryptocurrency tokens (Note 7) (1,000) -
Other movements (Note 22) 5 333
Total cash provided by (used in) investing activities (56,325) 4,514
Cash flows from financing activities
Interest received 507 198
Interest paid (408) (1,979)
Loan repayments (Note 12) (28,000) (27,000)
Proceeds from private placement (Note 13 and 18) 100,000 12,763
Share issue costs (227) (91)
Proceeds from exercise of options and settlement of PSUs (Note 14) 2,674 -
Finance lease payments 10 -
Total cash provided by (used in) financing activities 74,556 (16,109)
Effect of exchange rate changes on cash and cash equivalents (353) (54)
Change in cash and cash equivalents 48,689 (6,833)
Cash and cash equivalents, beginning 4,454 11,287
Cash and cash equivalents, ending $ 53,143 $ 4,454
Supplemental disclosure with respect to cash flows (Note 22)
The accompanying notes are an integral part of these consolidated financial statements.
Consolidated Financial Statements
Expressed in U.S. Dollars ($000s), except per share amounts
Consolidated Statements of Shareholders' Equity
Number of
common Share Contributed
shares Capital Surplus AOCI Deficit Total
Balance as at December 31, 2023 19,599,041 $ 177,424 $ 5,664 $ 1,280 $ (29,169) $ 155,199
Issued during the year:
Shares issued for royalty interests 5,058,652 40,762 - - - 40,762
Less: share issuance costs - (91) - - - (91)
Share-based payments - - 1,388 - - 1,388
Share cancellation (81,432) (646) - - - (646)
Forfeit of share options - - (517) - 517 -
Net loss and comprehensive loss for
- - - 136 (364) (228)
the year
Balance as at December 31, 2024 24,576,261 $ 217,449 $ 6,535 $ 1,416 $ (29,016) $ 196,384
Issued during the year:
Acquisition of EMX Royalty Corp. 31,500,450 466,490 10,799 - - 477,289
Shares issued in private placement 7,502,502 100,000 - - - 100,000
Less: share issuance costs - (227) - - - (227)
Shares issued for exercise of share
242,282 3,908 (1,129) - - 2,779
options
Shares issued for settlement of PSUs 8,500 62 (167) - - (105)
Share-based payments - - 2,436 - - 2,436
Forfeit of share options - - (993) - 993 -
Net income and comprehensive
- - - 87 1,772 1,859
income for the year
Balance as at December 31, 2025 63,829,995 $ 787,682 $ 17,481 $ 1,503 $ (26,251) $ 780,415
The accompanying notes are an integral part of these consolidated financial statements.
Notes to the Consolidated Financial Statements
(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”), 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 registered office address is Suite 905, 815 West Hastings Street, Vancouver, British Columbia,
Canada and the Company's head office is 10001 W. Titan Road, Littleton, Colorado, USA. The Company’s common shares trade
on the TSX Venture Exchange under the ticker symbol “ELE” and effective November 25, 2025, the Nasdaq Exchange under the
trading symbol “ELE”.
During the year ended December 31, 2025 the Company closed an arrangement agreement whereby the Company acquired all
of the issued and outstanding shares of EMX Royalty Corporation ("EMX") (the "Transaction") (Note 4). In c

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