Emergent Metals Advances Golden Arrow Sale as Fairchild Seeks Shareholder Approval
Emergent Metals Corp. updates on the sale of its Golden Arrow Property to Fairchild Gold Corp., which now requires Fairchild shareholder approval, highlighting key financial terms including cash, shares, a secured note, and a royalty.
Emergent Metals Corp. (TSXV: EMR, OTC: EGMCF, FRA: EML, MUN: ELM) announced that Fairchild Gold Corp. has initiated the process of seeking shareholder approval to complete the acquisition of Emergent's Golden Arrow Property in Nevada. The transaction, which involves a combination of cash, shares, a secured promissory note, and a retained royalty, underscores the strategic monetization of assets under Emergent's Project Accelerator model.
Fairchild is preparing a management information circular and proxy materials for a special meeting of its shareholders scheduled for June 9, 2026. At the meeting, shareholders will consider and vote on the asset purchase agreement dated March 23, 2026. Subject to shareholder approval, regulatory approvals including final acceptance from the TSX Venture Exchange (TSXV), and other customary conditions, the transaction is expected to close in June 2026.
The transaction includes several material terms. Upon TSXV approval, Fairchild will pay Emergent US$350,000 in cash, in addition to a non-refundable deposit of US$250,000 already paid. Fairchild will also issue 12.5 million common shares to Emergent at a deemed price equal to the closing price on the last trading day before issuance. Additionally, Fairchild will issue a senior secured promissory note in the principal amount of US$3.5 million, bearing interest at 8.5% per annum, payable semi-annually. The note matures in five years and is secured by a first-ranking security interest over the property.
The note includes an early repayment bonus: if Fairchild repays at least US$500,000 upon closing a financing of at least US$3 million, and an additional US$2.5 million within six months, Emergent will forfeit the remaining US$500,000. The principal amount automatically steps up to US$4 million if not repaid after three years, and to US$5 million after four years. No interest accrues on step-up amounts for prior periods.
Emergent will retain a 0.5% net smelter return royalty on the property. Fairchild has options to buy back the royalty: US$1 million within four years, or US$1.5 million between the fourth and seventh anniversaries, after which the buyout rights expire. Fairchild is also required to fund an approximately US$40,000 reclamation bond upon closing.
This transaction is a key example of Emergent's Project Accelerator strategy, which focuses on acquiring quality assets, adding value through exploration, and monetizing them via sales, joint ventures, or royalties. The Golden Arrow Property is an advanced-stage gold and silver asset with a defined measured and indicated resource, along with a Plan of Operations and Environmental Assessment for a major drilling program.
For more information on the Company, investors should review the Company's website at www.emergentmetals.com or view the Company's filings available at www.sedarplus.ca.