Altius Announces Definitive Agreement to Acquire Lithium Royalty Corp.

St. John’s, Newfoundland, Dec 23 –– Altius Minerals Corporation (TSX: ALS) (OTCQX: ATUSF) (“Altius”) and Lithium Royalty Corp. (TSX: LIRC) (“LRC”) announce that they have entered into a definitive agreement (the “Agreement”) in which Altius will acquire all of the issued common shares and convertible common shares of LRC (together, the “LRC Shares”) pursuant to a plan of arrangement (the “Transaction”) for total consideration of approximately C$520 million, being C$9.50 per LRC equity share (the “Agreed Price”). The Agreed Price is payable by Altius at the shareholders’ election as C$9.50 in cash or 0.240 of a common share of Altius (the “Altius Shares”), subject to proration to ensure the aggregate cash consideration represents no more than 1/3 of the aggregate consideration and the share consideration represents no more than 11,500,000 Altius Shares. LRC shareholders who do not elect cash or Altius Shares (subject to proration) will receive default consideration of C$3.16 per LRC Share in cash and 0.16 Altius Shares per LRC Share.

In aggregate, the consideration consists of approximately C$173 million in cash and approximately C$347 million in Altius Shares. Altius holds an effective pre-existing approximate 8% gross ownership interest in LRC flowing from its holding of units of certain limited partnerships that hold LRC equity share conversion rights.

Benefits to Altius Shareholders

Large portfolio of royalties relating to a rapidly progressing pipeline of operating to exploration stage projects

37 new royalties (no streams) with the majority featuring long to ultra-long implied resource lives – a fundamental long-term optionality consideration for Altius.
4 producing stage royalties (3 commissioned in 2025) – each of which are currently ramping up and/or under expansion.
12 advanced stage projects with completed economic studies (Feasibility Study (7), Preliminary Economic Assessment (5)).
3-5 additional projects planning to start operations between 2026 and 2030.
Low geopolitical risk profile with vast majority of assets located in Canada, Australia and South America.
Well diversified by production method including both brine and hard rock based.
Total expected acquisition-based royalty revenue contribution ramping steadily to C$40-$60 million by end of decade (at current spot prices) – adding to Altius’s sector leading percentage revenue growth trajectory.
Counter-Cyclical Investment Timing

Counter-cyclical, long-term investment: Lithium price recent cyclical low of <$9000/t Lithium Carbonate Equivalent (“LCE”) as compared to a prior cyclical high of more than $80,000/t. The lithium market continues to mature with demand expected to exceed 1.5Mt LCE in 2025 with future growth diversified across grid-based storage, transport, consumer products and other emerging battery market applications. Lithium features among the highest demand growth rates of any mined commodity (>30% CAGR over past 5 years) with continuing strong drivers stemming from rapidly growing and increasingly diversified industrial and commercial usage cases.
Potential market deficit re-emerging in 2026 as higher than expected recent and near-term demand begins to surpass previous oversupply conditions.
Current prices do not adequately incentivize required supply growth.
Corporate Synergies

Complements Altius’s existing royalty level exposure to the electricity sector, which is experiencing rapid global adoption of batteries for grid enhancement and other supply stabilization purposes.
Provides access to LRC’s deep industry networks and investment origination platform with current LRC CEO Ernie Ortiz expected to join Altius’s Corporate Development team following closing of the transaction.
G&A synergies and revenue scaling drives enhanced pro-forma EBITDA margin.
Altius CEO Brian Dalton commented, “We believe that this transaction creates strong value for shareholders by adding a significant pipeline of operating, development and evaluation stage assets to the Base and Battery Metals component of our business. Altius was an early strategic investor and partner of LRC and participated in its asset selections and royalty structuring efforts. Since then, the lithium market has matured and grown considerably and is now emerging as a mainstream scale mined commodity. We believe that the portfolio the LRC team has constructed features all of the key attributes that we seek in our royalty investments, including: very long resource lives that we expect will translate into multiple future operational expansions and life extensions; strong cost curve positioning, and a low jurisdictional risk profile that in this case is dominated by the Americas and Australia.” He then added, “We are pleased that current LRC CEO Ernie Ortiz has expressed his willingness to join Altius following completion of the transaction to continue to oversee the assets and relationships that are being acquired, as well as to support the Altius corporate development team in future potential initiatives across all of its commodity focus areas.”