Sandstorm Gold Royalties Renews Normal Course Issuer Bid and Automatic Share Purchase Plan

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26/03/2025 14:11
Vancouver, BC | Sandstorm Gold Ltd. (“Sandstorm Gold Royalties”, “Sandstorm” or the “Company”) (NYSE: SAND, TSX: SSL) is pleased to announce the early renewal of the Company’s normal course issuer bid (“NCIB”) and its automatic share purchase plan (“ASPP”).

Normal Course Issuer Bid
Sandstorm is renewing its NCIB following the voluntary and early termination of the previous NCIB on March 24, 2025. The previous NCIB provided Sandstorm with the option to purchase up to 20.0 million of the Company’s common shares (“Common Shares”) from time to time when Sandstorm’s management believed that the Common Shares were undervalued by the market. Under the new NCIB, Sandstorm may purchase up to 20.0 million of its Common Shares, representing approximately 7% of the Company’s issued and outstanding Common Shares. As of March 13, 2025, the Company had 296,161,707 Common Shares issued and outstanding, 292,453,918 of which made up the “Public Float” (within the meaning of the rules of the Toronto Stock Exchange (the “TSX”)) and the 20.0 million Common Shares purchasable under the NCIB represents approximately 7% of the Company’s Public Float. Under TSX rules, the Company’s “Annual Limit” (within the meaning of the rules of the TSX) is 24,414,472 Common Shares, being the difference between 10% of the “Public Float” and the number of Common Shares purchased under the Company’s previous NCIB. The new NCIB also provides Sandstorm with the option to purchase its Common Shares from time to time when Sandstorm’s management believes that the Common Shares are undervalued by the market. The TSX has accepted the Company’s notice that it intends to proceed with a NCIB in accordance with TSX rules. Purchases under the new NCIB may commence on March 27, 2025, and will terminate on the earlier of March 26, 2026, the date that Sandstorm completes its purchases pursuant to the new NCIB as filed with the TSX, or the date of notice by Sandstorm of termination of the new NCIB. Notwithstanding the above, during the period from March 27, 2025 to May 6, 2025, being the original date of termination of the Company’s previous NCIB, the Company will not purchase more than 16,756,329 Common Shares, being the difference between the maximum number of Common Shares that the Company was permitted to acquire under the Company’s previous NCIB and the number of Common Shares purchased under the Company’s previous NCIB.

All purchases under the new NCIB will be executed on the open market through the facilities of the TSX or alternative Canadian trading systems and through the facilities of the NYSE or alternative trading systems in the United States of America. Purchases will be made at the market price of the Common Shares at the time of acquisition and may be funded by Sandstorm’s working capital. Any Common Shares acquired by the Company under the new NCIB will be cancelled. Sandstorm’s average daily trading volume on the TSX during the last six calendar months was 414,508 Common Shares. Subject to the Company’s ability to make block purchases, daily purchases on the TSX under the new NCIB will not exceed 73,110 Common Shares, being the daily limit from the previous NCIB. The maximum number of Common Shares which can be purchased per day on the NYSE will be 25% of the average daily trading volume for the four calendar weeks preceding the date of purchase, subject to certain exceptions for block purchases.

The actual number of Common Shares that may be purchased and the timing of such purchases will be determined by the Company. Decisions regarding purchases will be based on market conditions, share price, best use of available cash, and other factors.

From May 2024 up to and including March 21, 2025, the Company has purchased 4,830,919 Common Shares pursuant to its previous NCIB at a volume-weighted average price of approximately C$8.18 per common share on the TSX and alternative Canadian trading systems and approximately US$5.96 per common share on the NYSE and alternative US trading systems.

Automatic Share Purchase Plan
Coinciding with the commencement of the new NCIB, the Company has renewed its ASPP with its designated broker to facilitate the purchase of the Company’s Common Shares under the new NCIB. The new ASPP will facilitate purchases under the new NCIB at times when the Company would ordinarily not be permitted to make purchases, whether due to regulatory restriction or customary self-imposed blackout periods.

The Company believes that, at times, the market price of its Common Shares may not fully reflect their intrinsic value, and repurchasing Common Shares under the NCIB represents a strategic use of available capital compared to other investment opportunities. The Common Share purchases will be conducted by the Company’s broker in accordance with the terms of the new ASPP, at its sole discretion and based on pre-established parameters to be provided by the Company, including, but not limited to: the term, price, and volume of Common Shares to be purchased.

The new ASPP provides for the purchase of up to 15.0 million of the Common Shares and purchases made under the new ASPP must comply with TSX rules and will count towards the limit set by the new NCIB. The new ASPP has been pre-cleared by the TSX and purchases will take effect on March 27, 2025, and will remain active for the duration of the new NCIB unless terminated in accordance with the ASPP. The broker will not commence purchases under the ASPP until the Company provides pre-established parameters. In connection with the new ASPP, the Company terminated its existing ASPP. At the time of termination of the ASPP and currently, the Company is not in possession of any material undisclosed information in relation to the Company. All purchases under the new ASPP will be executed on the open market through the facilities of the TSX or alternative Canadian trading systems.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Contact Information
For more information about Sandstorm Gold Royalties, please visit our website at www.sandstormgold.com or email us at info@sandstormgold.com.

Nolan Watson
President & CEO


Mark Klausen



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