SAND Overview

Completion of Arrangement: Sandstorm Gold Ltd. has completed a plan of arrangement with Royal Gold, Inc., resulting in Royal Gold acquiring all Sandstorm common shares, with shareholders receiving 0.0625 of a Royal Gold share for each Sandstorm share held.

Delisting and Deregistration: Following the arrangement, Sandstorm shares will be delisted from the Toronto Stock Exchange and New York Stock Exchange, and the company will apply to cease being a reporting issuer and deregister under U.S. securities laws.

Supreme Court Approval: The Supreme Court of British Columbia has approved Sandstorm Gold Ltd.'s plan of arrangement with Royal Gold Inc., allowing Royal Gold to acquire all Sandstorm shares at a rate of 0.0625 shares of Royal Gold for each Sandstorm share held.

Transaction Details: The transaction is expected to close on October 20, 2025, after fulfilling customary closing conditions, leading to Sandstorm's delisting from the Toronto and New York Stock Exchanges and its application to cease being a reporting issuer.

Shareholder Approval: Sandstorm Gold Ltd. shareholders approved a plan for Royal Gold, Inc. to acquire all issued common shares, with 98.68% of votes in favor at the Special Meeting held on October 9, 2025.

Transaction Details: The acquisition is expected to close on October 20, 2025, pending customary conditions, including court approval and regulatory compliance, after which Sandstorm plans to delist its shares from stock exchanges and cease being a reporting issuer.

Regulatory Approvals Received: Sandstorm Gold Ltd. announced that Royal Gold Inc. has obtained all necessary government regulatory approvals for the acquisition of Sandstorm, including approvals under the Investment Canada Act and the Competition Act.

Shareholder Meeting and Voting: Sandstorm shareholders are reminded of the upcoming special meeting on October 9, 2025, to vote on the acquisition plan, with a voting deadline of October 7, 2025, and are encouraged to vote online due to the Canada Post strike.

Shareholder Vote Recommendation: Sandstorm Gold Ltd. has received positive recommendations from Institutional Shareholder Services Inc. and other advisory firms for shareholders to vote in favor of a special resolution to approve an arrangement with Royal Gold Inc., where shareholders will receive shares of Royal Gold for their Sandstorm shares.

Meeting Details: The Special Meeting of Shareholders is scheduled for October 9, 2025, at 8:00 a.m. Vancouver time, where shareholders are encouraged to vote their shares by the proxy deadline of October 7, 2025.