METALLA AND VALGOLD COMPLETE PLAN OF ARRANGEMENT

METALLA AND VALGOLD COMPLETE PLAN OF ARRANGEMENT

$MTAFF

Metalla Royalty & Streaming Ltd. (TSXV:MTA) (OTCQX:MTAFF) (FRANKFURT:X9CP) announced the successful completion of the previously announced plan of arrangement with ValGold Resources Ltd.pursuant to which Metalla has acquired all of the outstanding shares of ValGold by way of a court-approved plan of arrangement (the “Arrangement”).

Brett Heath, President and CEO of Metalla said, “We are very pleased to close this accretive transaction which further broadens our royalty portfolio pipeline in the tier-one jurisdiction of Canada while preserving our strong balance sheet. With the acquisition of Valgold complete, Metalla will now have a portfolio of 21 royalties and streams on projects ranging from production, development, and exploration from some of the strongest operators in the precious metals mining sector.”

Under the terms of the Arrangement, holders of ValGold Shares received 0.1667 common shares of Metalla for each ValGold Share held.

Plus, holders of outstanding ValGold options at closing received Metalla shares on the basis of the in-the-money value of such ValGold Options.

Metalla issued an aggregate 9,659,973 Metalla Shares in exchange for the ValGold Shares and ValGold Options issued and outstanding immediately prior to closing.

Outstanding ValGold warrants will be exercisable to acquire up to 2,616,831 Metalla Shares, each at an exercise price of approximately $0.60.

The certificates previously representing ValGold Warrants will now evidence a right to acquire Metalla shares, and no new certificates will be issued. Following the closing of the Arrangement, the aggregate issued and outstanding share capital of Metalla consists of 85,239,905 Metalla shares.

Registered shareholders of ValGold will receive the Metalla Shares to which they are entitled upon delivery to Computershare Trust Company of Canada of their respective share certificates and completed letters of transmittal together with other required documents.

Shareholders are encouraged to contact Computershare at 604-661-9400 for further information concerning the exchange process.

The vast majority of shareholders of ValGold are non-registered shareholders. Non-registered shareholders do not need to deposit share certificates of letters of transmittal. The shares will be converted automatically.

It is anticipated that the ValGold Shares will be delisted from the TSX Venture Exchange and ValGold will submit an application to cease to be a reporting issuer.

Metalla Shares received by ValGold shareholders pursuant to the Arrangement will trade on the TSXV under the symbol MTA.

Metalla legal advisor for the transaction was Bennett Jones LLP.

ValGold retained Evans & Evans, Inc. as financial advisor and McMillan LLP as legal advisor.

Metalla is a precious metals royalty and streaming company. The company provides shareholders with precious metal exposure through a diversified portfolio of royalties and streams. Its strong foundation of current and future cash-generating asset base, combined with an experienced team puts Metalla on the path to become one of the leading precious metal royalty and streaming companies for the next commodities cycle.

Brett Heath
President/CEO

For further information, please visit our website at www.metallaroyalty.com

Symbol Last Trade Date Change Open High Low Volume
OTCMKT:MTAFF 0.6 1 August 2018 -0.02 0.61 0.61 0.6 35,000
HeffX-LTN Analysis for MTAFF: Overall Short Intermediate Long
Neutral (0.21) Neutral (0.21) Neutral (0.18) Neutral (0.24)

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Paul Ebeling

Paul A. Ebeling, polymath, excels in diverse fields of knowledge. Pattern Recognition Analyst in Equities, Commodities and Foreign Exchange and author of “The Red Roadmaster’s Technical Report” on the US Major Market Indices™, a highly regarded, weekly financial market letter, he is also a philosopher, issuing insights on a wide range of subjects to a following of over 250,000 cohorts. An international audience of opinion makers, business leaders, and global organizations recognizes Ebeling as an expert.

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