Sandstorm Gold: MATERIAL CHANGE REPORT – Form 6-K

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MATERIAL CHANGE REPORT

Company name and address

Sandstorm Gold Ltd. (“Sandstorm“or the”Company“)

Suite 1400 – 400 Burrard Street

Vancouver, BC V6C 3A6

Date of material change

September 27, 2022

Press release

Sandstorm has issued press releases regarding the material changes discussed in this report through CNW Group Ltd. on September 27, 2022 and October 4, 2022. The press releases were then filed on SEDAR.

Summary of material changes

On September 27, 2022, Sandstorm announced that it had entered into an agreement with a syndicate of underwriters co-led by BMO Capital Markets and Scotiabank, pursuant to which the Underwriters (as defined below) have agreed to purchase, on a bought deal basis, 15,700,000 common shares (the “Ordinary actions“) of Sandstorm at a price of US$5.10 per common share (the “Offer price“), for total gross proceeds to Sandstorm of $80,070,000 (the “Offer“). In addition, Sandstorm granted the Underwriters an over-allotment option (the “Over-allotment option“) to purchase up to 2,355,000 additional Common Shares on the same terms and conditions as the Offering, exercisable at any time, in whole or in part, until the date that is 30 days after the closing of the Offering. September 28, 2022, Sandstorm has entered into a Guarantee Agreement (the “Subscription Agreement“) with BMO Capital Markets, Scotiabank, National Bank Financial Inc., CIBC World Markets Inc., RBC Dominion Securities Inc., Canaccord Genuity Corp. and Raymond James Ltd. (collectively, the “Subscribers“) with respect to the Offer.

The placement closed on October 4, 2022, including the full exercise of the over-allotment option, resulting in the issuance by Sandstorm of 18,055,000 common shares and aggregate gross proceeds to Sandstorm of US$92,080,500.

Full description of the material change

On September 27, 2022, Sandstorm announced that it had entered into an agreement with the underwriters, co-led by BMO Capital Markets and Scotiabank, and on September 28, 2022, Sandstorm and the underwriters entered into the underwriting agreement, pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, 15,700,000 common shares at the offering price, for aggregate gross proceeds to Sandstorm of US$80,070,000. In addition, Sandstorm has granted the underwriters the over-allotment option.

The placement closed on October 4, 2022, including the full exercise of the over-allotment option, resulting in the issuance by Sandstorm of 18,055,000 common shares and aggregate gross proceeds to Sandstorm of US$92,080,500.

In connection with the Offering, the Company has filed a prospectus supplement dated September 28, 2022 (the “Prospectus Supplement“) to its short form base shelf prospectus dated September 22, 2022 (the “Base Shelf Prospectus“), with the securities authorities of each of the provinces and territories of Canada, other than Quebec, and of the United States pursuant to the Prospectus Supplement and the Base Shelf Prospectus, pursuant to a registration statement prior notice filed with the U.S. Securities and Exchange Commission under the Canada/U.S. Multijurisdictional Disclosure System (File No. 333-267554).

Sandstorm intends to use the net proceeds of the offering for future stream and royalty acquisitions, the repayment, from time to time, of amounts drawn under Sandstorm’s revolving credit facility and for other general purposes. working capital, as set out in more detail in the Prospectus Supplement.

5.2 Disclosure for Restructuring Transactions

Not applicable.

Use of subsection 7.1(2) of National Instrument 51-102

Not applicable.

Information omitted

No information has been omitted on the grounds that it is confidential information.

executive officer

For more information, contact Erfan Kazemi at (604) 689-0234.

Postponement date

October 6, 2022.

CAUTION REGARDING FORWARD-LOOKING INFORMATION

This material change statement contains “forward-looking statements” within the meaning of the US Securities Act of 1933, the US Securities Exchange Act of 1934, the Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of Canadian law. applicable securities, including, but not limited to, statements regarding the intended use of the net proceeds of the offering, which remains ultimately subject to the Company’s discretion, as well as the business, operations and performance and financial situation of Sandstorm. Forward-looking statements can generally be identified by the use of forward-looking words such as “may”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”. , “continuous”, “shots”, or similar terminology.

Forward-looking statements are made based on certain assumptions and other important factors which, if incorrect, could cause Sandstorm’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed. or implied by these statements. These statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which Sandstorm will operate in the future, including the price of gold and copper and expected costs. Certain important factors that could cause actual results, performance or achievements to differ materially from those set forth in the forward-looking statements include, among others, changes in business plans and strategies, market conditions, of the stock, best use of available cash, gold and other commodity price volatility, variances between actual and estimated production, mineral reserves and resources and metallurgical recoveries, risk of mining and development related to the parties that produce the gold or other commodities that Sandstorm will purchase, regulatory restrictions, activities of governmental authorities (including changes in taxation), currency fluctuations, global economic climate , dilution, stock price volatility and competition.

Forward-looking statements are subject to known and unknown risks, uncertainties and other important factors that may cause the actual results, level of activity, performance or achievements of Sandstorm to differ materially from those expressed or implied by these forward-looking statements, including but not limited to: the impact of general business and economic conditions, the lack of control over the mining operations from which Sandstorm will purchase gold, other commodities or will receive royalties, and the risks associated with such mining operations, including risks associated with international operations, government and environmental regulation, actual results of ongoing exploration activities, conclusions of economic assessments, and changes in parameters of the project as plans continue to be refined, risks relating to the marketability of minerals, fluctuations in the price of gold, copper and other commodities, fluctuation in foreign prices, exchange rates and interest rates, stock market volatility, as well as the factors discussed in the section entitled “Risks to Sandstorm” of Sandstorm’s annual report for the fiscal year ended December 31, 2021 and the section entitled “Risk Factors” contained in Sandstorm’s annual information form dated March 31, 2022 available at www .sedar.com. Although Sandstorm has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking statements, there may be other factors that cause results not to be those anticipated, estimated or planned. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Sandstorm does not undertake to update any forward-looking statements contained or incorporated by reference, except in accordance with applicable securities laws.

Disclaimer

Sandstorm Gold Ltd. published this content on October 06, 2022 and is solely responsible for the information contained therein. Distributed by Audienceunedited and unmodified, on October 06, 2022 19:01:04 UTC.

Public now 2022

All news about SANDSTORM GOLD LTD.

Analyst Recommendations for SANDSTORM GOLD LTD.

2022 sales 210 million
153 million
153 million
Net income 2022 89.9 million
65.7 million
65.7 million
Net debt 2022 490 million
358M
358M
PER 2022 ratio 43.4x
2022 return 1.15%
Capitalization 1,997 million
1,461 million
1,461 million
EV / Sales 2022 11.9x
EV / Sales 2023 9.78x
# of employees 23
Floating 90.1%

Chart SANDSTORM GOLD LTD.


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Technical analysis chart of Sandstorm Gold Ltd.  |  MarketScreener

Trends Technical Analysis SANDSTORM GOLD LTD.

Short term Middle term Long term
Tendencies Bearish Bearish Bearish




Evolution of the income statement

Sale

To buy

Medium consensus SURPASS
Number of analysts 12
Last closing price $7.07
Average target price $12.29
Average Spread / Target 73.8%


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