F-10: Franco-Nevada Corporation Files for US$2 Billion Shelf Prospectus

Franco-Nevada Corporation has filed a short form base shelf prospectus to offer up to US$2 billion in securities over the next 25 months.

Summary

• Franco-Nevada Corporation has filed a short form base shelf prospectus allowing the company to offer and issue up to US$2 billion in securities.
• The securities may include common shares, preferred shares, debt securities, warrants, or subscription receipts, or any combination thereof.
• These securities may be offered separately or together, with terms determined by market conditions at the time of sale.
• The company may also issue securities as consideration for acquisitions of other businesses, assets, or securities.
• The prospectus is effective for a 25-month period.
• The outstanding common shares are listed on both the Toronto Stock Exchange (TSX: FNV) and the New York Stock Exchange (NYSE: FNV).

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The filing of a shelf prospectus is a routine corporate action that provides financial flexibility. There are no specific negative indicators in the document.

Positives

• The shelf prospectus provides Franco-Nevada with flexibility to raise capital as needed over the next 25 months.
• The company can use various types of securities to optimize its capital structure.
• The funds can be used for general corporate purposes, including acquisitions, providing financial flexibility.

Risks

• The value of the Canadian and Australian dollar, Mexican peso, and any other currency in which revenue is generated, relative to the U.S. dollar can fluctuate.
• Changes in national and local government legislation, including permitting and licensing regimes and taxation policies and the enforcement thereof can occur.
• Regulatory, political or economic developments in any of the countries where properties in which Franco-Nevada holds a royalty, stream or other interest are located or through which they are held can impact the business.
• Risks related to the operators of the properties in which Franco-Nevada holds a royalty, stream or other interest, including changes in the ownership and control of such operators can occur.
• Excessive cost escalation as well as development, permitting, infrastructure, operating or technical difficulties on any of the properties in which Franco-Nevada holds a royalty, stream or other interest can occur.
• Actual mineral content may differ from the resources and reserves contained in technical reports.
• Rate and timing of production differences from resource estimates, other technical reports and mine plans can occur.
• Risks and hazards associated with the business of development and mining on any of the properties in which Franco-Nevada holds a royalty, stream or other interest, including, but not limited to unusual or unexpected geological and metallurgical conditions, slope failures or cave-ins, sinkholes, flooding and other natural disasters, terrorism, civil unrest or an outbreak of contagious disease can occur.

Future Outlook

Franco-Nevada may offer and issue securities from time to time during the 25-month period that the short form base shelf prospectus remains effective, with the specific terms of the securities to be set out in the applicable prospectus supplement.

Industry Context

Franco-Nevada operates in the royalty and streaming sector, providing upfront capital to mining companies in exchange for a percentage of future production or revenue. This filing allows them to maintain financial flexibility to capitalize on future opportunities in the mining sector.

Comparison to Industry Standards

• Other royalty and streaming companies, such as Wheaton Precious Metals and Royal Gold, also utilize shelf prospectuses to efficiently access capital markets.
• The US$2 billion size is substantial, reflecting Franco-Nevada's position as a leading company in the sector.
• Franco-Nevada's diversified portfolio and focus on precious metals are consistent with industry best practices for managing risk and generating stable returns.

Stakeholder Impact

• Shareholders may experience dilution if new common shares are issued.
• The company's ability to fund future acquisitions and growth may be enhanced.
• The filing provides transparency to investors regarding the company's capital raising plans.

Next Steps

• Franco-Nevada will determine the specific terms of any securities offerings based on market conditions.
• The company will file prospectus supplements with details of each offering.
• The company will use the proceeds for general corporate purposes, including potential acquisitions.

Key Dates

Keywords

Franco-Nevada, securities, prospectus, royalty, streaming, common shares, debt securities, warrants, subscription receipts, capital raise, acquisitions