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 special meeting of Fairchild shareholders is scheduled for June 9, 2026, where they will vote on the transaction under the terms of the asset purchase agreement dated March 23, 2026.
This development marks a significant step forward for the sale, which has been in progress since September 2025. The transaction is expected to close in June 2026, subject to Fairchild shareholder approval, regulatory approvals including final acceptance by the TSX Venture Exchange, and other customary conditions.
The consideration package includes cash payments, common shares, a senior secured note, and a royalty. Upon TSXV approval, Fairchild will pay Emergent US$350,000, in addition to a US$250,000 non-refundable deposit already paid. Fairchild will also issue 12,500,000 common shares to Emergent at a deemed price equal to the closing price on the last trading day prior to issuance.
A key component is a senior secured promissory note for US$3,500,000, bearing 8.5% interest per annum, payable semi-annually in cash, with a five-year term. The note is secured by a first-ranking security interest over the property and related assets. It includes early repayment incentives: if Fairchild repays at least US$500,000 from a financing of at least US$3,000,000 and an additional US$2,500,000 within six months, Emergent will waive the remaining US$500,000. The principal automatically steps up to US$4,000,000 if unpaid after three years and US$5,000,000 after four years.
Emergent will retain a 0.5% net smelter return royalty on the property. Fairchild can buy back the royalty for US$1,000,000 before the fourth anniversary, or US$1,500,000 between the fourth and seventh anniversaries. Fairchild must also fund an approximately US$40,000 reclamation bond upon closing.
This transaction is part of Emergent's Project Accelerator business model, which focuses on acquiring quality assets, adding value through exploration, and monetizing them through sales, joint ventures, options, and royalties. The Golden Arrow Property is an advanced-stage gold and silver property with a well-defined measured and indicated resource and a Plan of Operations and Environmental Assessment for major drilling. The sale to Fairchild represents a significant milestone for Emergent, providing cash flow and ongoing royalty interests.
For more information, visit Emergent's website at www.emergentmetals.com or view filings at www.sedarplus.ca.
