NEW YORK, Nov. 10, 2022 (GLOBE NEWSWIRE) — Elliott Investment Management announced that on November 9, 2022, Triple Flag Co-Invest Luxembourg Investment Company S.à rl and Triple Flag Mining Aggregator S.à rl (collectively, hand”shareholder”) concluded a voting rights agreement (“Support contract”) Triple Flag Precious Metals Corp. (“triple flag”) and Maverix Metals Inc. have, inter alia, acquired all of Triple Flag’s common stock (“common stock”) Maverix Metals Inc. (“Mavericks”) by triple flag based on the statutory arrangement plan Canadian Business Company Act (“transaction”). Under the terms of the contractual agreement entered into between Maverix and Triple Flag (“arrangement contract”), Mavericks shareholders may elect to receive either US$3.92 in cash or 0.360 shares for each share of Mavericks common stock, subject to pro rata distribution.
The Support Agreement may be terminated by shareholders in certain circumstances, such as when the Arrangement Agreement is terminated in accordance with its terms and when Maverix and Triple Flag amend the Arrangement Agreement in a manner that results in an increase in value. Modification in the form of consideration paid for shares of Mavericks common stock acquired pursuant to this transaction.
In connection with the transaction, shareholders have agreed to amend their Investor Rights Agreement with Triple Flag, effective May 26, 2021, whereby shareholders will retain 33% of Triple Flag’s board of directors (rounded up, but Based on the percentage reduction, the percentage of directors eligible for nomination may be reduced.
Shareholders are indirectly managed by certain investment funds advised by Elliott Investment Management LP and its affiliates.
This press release is issued pursuant to early warning requirements under applicable Canadian securities laws as a result of material factual changes set forth in previous reports. A copy of the required early warning report can be found with the Triple Flag documentation at www.sedar.com under System for Electronic Document Analysis and Retrieval.
For more information or to obtain a copy of the early warning report filed in connection with this press release, please visit www.sedar.com or contact us at:
Elliott Management Corporation
Jeffrey Blum
Phone: (212) 974-6000
Email: jblum@elliottmgmt.com
