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Voluntary Supplemental Material by Foreign Issuers [Section 11(a)]

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Filed pursuant to General Instruction II.L of Form F-10:
File No. 333-206476

No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise.

Information has been incorporated by reference in this prospectus supplement together with the short form base shelf prospectus dated September 1, 2015 from documents filed with securities commissions or similar authorities in Canada. Copies of the documents incorporated herein by reference may be obtained on request without charge from the Corporate Secretary of Sandstorm Gold Ltd. at Suite 1400, 400 Burrard Street, Vancouver, British Columbia V6C 3A6, telephone (604) 628-1107, and are also available electronically at www.sedar.com .

This prospectus supplement, together with the short form base shelf prospectus dated September 1, 2015 to which it relates, as amended or supplemented, and each document incorporated or deemed to be incorporated by reference in the short form base shelf prospectus, constitutes a public offering of securities offered pursuant hereto only in the jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell such securities.

PROSPECTUS SUPPLEMENT

To The Short Form Base Shelf Prospectus Dated September 1, 2015

SANDSTORM GOLD LTD.

U.S.$25,000,200

8,772,000 Units

Sandstorm Gold Ltd. ( Sandstorm Gold or the Corporation ) is hereby qualifying for distribution 8,772,000 units (each an Offered Unit ) of the Corporation (the Offering ) at a price of U.S.$2.85 per Offered Unit (the Offering Price ). Each Offered Unit consists of one common share (each, a Unit Share ) of the Corporation and one-half of one common share purchase warrant of the Corporation (each whole common share purchase warrant, a Warrant ). The Units will separate into Unit Shares and Warrants immediately upon distribution. Each Warrant will entitle the holder to purchase one common share of the Corporation (each a Warrant Share ) at a price of U.S.$4.00 at any time prior to 4:30 p.m. (Toronto time) on the date that is five years after the closing of the Offering. The Offered Units will be issued pursuant to an underwriting agreement (the Underwriting Agreement ) dated October 27, 2015, between the Corporation and National Bank Financial Inc. (the Lead Underwriter ) and BMO Nesbitt Burns Inc. (collectively, the Underwriter s ). The Offering Price was determined by negotiation between the Corporation and the Underwriters and was publicly disclosed in a press release issued by the Corporation on October 27, 2015. The Offered Units will be offered in the United States and Canada through the Underwriters either directly or through their respective duly registered U.S. or Canadian broker dealer affiliates or agents. See Plan of Distribution.

We are further qualifying for distribution in the United States (i) 4,386,000 Warrant Shares of the Corporation, issuable from time to time, on exercise of the Warrants issuable under this prospectus supplement, and (ii) such indeterminate number of additional common shares that may be issuable by reason of the anti-dilution provisions forming part of the terms and conditions of the Warrants.

We are permitted, under a multi-jurisdictional disclosure system adopted by the securities regulatory authorities in Canada and the United States, to prepare this prospectus supplement and the accompanying short form base shelf prospectus dated September 1, 2015 (the accompanying prospectus), in accordance with Canadian disclosure requirements, which are different from United States disclosure requirements. We prepare our financial statements, which are incorporated by reference herein, in United States dollars and in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (IFRS), and they are subject to Canadian auditing and auditor independence standards. As a result, they may not be comparable to financial statements of United States companies.

Prospective investors should be aware that the acquisition of the securities described herein may have tax consequences both in Canada and the United States. Such consequences, for investors who are resident in, or citizens of, the United States, may not be described fully in this prospectus supplement or the accompanying prospectus, including the Canadian federal income tax consequences applicable to a foreign controlled Canadian corporation that acquires Offered Units. Investors should read the tax discussion in this prospectus supplement and consult their own tax advisors with respect to their own particular circumstances. See Certain Canadian Federal Income Tax Considerations, Certain United States Federal Income Tax Considerations and Risk Factors.

Your ability to enforce civil liabilities under the United States federal securities laws may be affected adversely because the Corporation is incorporated in Canada, most of the officers and directors and some of the experts named in this prospectus supplement and the accompanying prospectus are not residents of the United States, and many of our assets and all or a substantial portion of the assets of such persons are located outside of the United States. See Enforceability of Certain Civil Liabilities.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE SEC) NOR ANY STATE OR CANADIAN SECURITIES REGULATOR HAS APPROVED OR DISAPPROVED OF THE SECURITIES OFFERED HEREBY, PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS OR DETERMINED IF THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS ARE TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE.

An investment in the Offered Units bears certain risks. See Risk Factors in this prospectus supplement and the accompanying prospectus.

The common shares (the Common Shares ) of the Corporation are listed and posted for trading on the Toronto Stock Exchange (the TSX ) under the symbol SSL and on the NYSE MKT LLC (the NYSE MKT ) under the symbol SAND. On October 26, 2015, the last trading day before the date hereof, the closing price of the Common Shares on the TSX was $3.95 and the closing price of the Common Shares on the NYSE MKT was U.S.$3.00.

The Corporation has applied to list the Unit Shares, the Warrants and the Warrant Shares on the TSX. Listing will be subject to the Corporation fulfilling all of the requirements of the TSX. The Corporation has also applied to list the Unit Shares and the Warrant Shares on the NYSE MKT. Listing will be subject to the Corporation fulfilling all of the requirements of the NYSE MKT. There will be no market in the United States through which the Warrants may be sold. This may affect the pricing of the Warrants in the United States secondary market, the transparency and availability of trading prices, the liquidity of such securities, and the extent of issuer regulation.

U.S.$2.85 per Unit

The following table sets out the number of Additional Securities for which the Over-Allotment Option may be exercised:

Unless the context otherwise requires, all references to the Offering in this prospectus supplement shall include the Over-Allotment Option and all references to Offered Units shall include Additional Offered Units, references to Unit Shares shall include Additional Shares and references to Warrants shall include Additional Warrants, as applicable.

The Underwriters, as principals, conditionally offer the Offered Units subject to prior sale, if as and when issued by the Corporation, and accepted by the Underwriters, in accordance with the conditions contained in the Underwriting Agreement described under Plan of Distribution and subject to the approval of certain legal matters on behalf of the Corporation by Cassels Brock & Blackwell LLP, with respect to Canadian legal matters, and by Neal, Gerber & Eisenberg LLP, with respect to U.S. legal matters, and on behalf of the Underwriters by Borden Ladner Gervais LLP, with respect to Canadian legal matters, and by Dorsey & Whitney LLP, with respect to U.S. legal matters.

Subscriptions will be received subject to rejection or allotment in whole or in part and the right is reserved to close the subscription books at any time without notice. An electronic Deposit ID evidencing the Offered Units is expected to be registered to CDS Clearing and Depository Services Inc. ( CDS ) and will be deposited with CDS at the closing of the Offering, which is anticipated to be on or about November 3, 2015 or such other date as may be agreed upon between the Corporation and the Underwriters. A purchaser of Offered Units will receive only a customer confirmation from the registered dealer through which the Offered Units are purchased. The Corporation expects that delivery of the Offered Units will be made against payment therefor on or about the Closing Date, which will be the fifth business day (in the United States) following the date of pricing of the Offered Units. Trades in the secondary market generally are required to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, investors who wish to trade Unit Shares or Warrants prior to the Closing Date may be required to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Investors who wish to trade Unit Shares or Warrants prior to the Closing Date should consult their own advisors. See Plan of Distribution.

In connection with the Offering, the Corporation may be considered to be a connected issuer within the meaning of National Instrument 33-105 Underwriting Conflicts (NI 33-105) to the Underwriters. An affiliate of each of the Lead Underwriters and BMO Nesbitt Burns Inc. is a lender to the Corporation pursuant to the Revolving Facility (as defined herein). See Relationship Between the Corporation and the Underwriters (Conflicts of Interest).

Investors should rely only on current information contained in or incorporated by reference into this prospectus supplement and the accompanying prospectus as such information is accurate only as of the date of the applicable document. The Corporation has not authorized anyone to provide investors with different information. Information contained on the Corporations website shall not be deemed to be a part of this prospectus supplement or incorporated by reference and should not be relied upon by prospective investors for the purpose of determining whether to invest in the securities. The Corporation will not make an offer of these securities in any jurisdiction where the offer or sale is not permitted. Investors should not assume that the information contained in this prospectus supplement is accurate as of any date other than the date on the face page of this prospectus supplement or the date of any documents incorporated by reference herein.

Mr. Andrew T. Swarthout and Mary L. Little, each a director of the Corporation, reside outside of Canada. Mr. Swarthout and Ms. Little have each appointed Cassels Brock & Blackwell LLP, Suite 2200, 885 West Georgia Street, Vancouver, British Columbia V6C 3E8 as agent for service of process in Canada. Purchasers are advised that it may not be possible for investors to enforce judgments obtained in Canada against any person that resides outside of Canada, even if the party has appointed an agent for service of process.

In connection with the Offering, subject to applicable laws, the Underwriters may over-allot or effect transactions that stabilize or maintain the market price of the Common Shares at levels other than those which otherwise might prevail on the open market. Such transactions, if commenced, may be discontinued at any time. See Plan of Distribution.

The Corporations head and registered office is located at Suite 1400, 400 Burrard Street, Vancouver, British Columbia V6C 3A6.

The Offering amount in this prospectus supplement is in United States dollars. References to U.S.$ are to United States dollars.

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TABLE OF CONTENTS

ABOUT THIS PROSPECTUS

In this prospectus supplement, unless the context otherwise requires, references to we , us , our or similar terms, as well as references to Sandstorm Gold or the Corporation , refer to Sandstorm Gold Ltd. together with its subsidiaries.

This document is in two parts. The first part is the prospectus supplement, which describes the terms of the Offering and adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference therein. The second part is the accompanying prospectus, which gives more general information, some of which may not apply to the Offering. This prospectus supplement is deemed to be incorporated by reference into the accompanying prospectus solely for the purpose of the Offering. To the extent that the description of the Offered Units varies between this...


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