Sandstorm Metals & Energy Announces Closing of Arrangement with Sandstorm Gold

Sandstorm Metals & Energy Announces Closing of Arrangement with Sandstorm Gold 
VANCOUVER, May 29, 2014 /CNW/ - Sandstorm Metals & Energy Ltd. ("Sandstorm 
Metals" or the "Company") is pleased to announce the completion of the 
previously announced plan of arrangement (the "Arrangement") pursuant to which 
Sandstorm Gold Ltd. ("Sandstorm Gold") has acquired 100% of the outstanding 
common shares of the Company. 
Under the Arrangement, Sandstorm Metals shareholders are entitled to 0.178 of 
a common share of Sandstorm Gold (each whole common share, a "Sandstorm Gold 
Share") and CAD$0.35 to be paid in cash (together, with the fractional 
Sandstorm Gold Share, the "Consideration"). Shareholders of Sandstorm Metals 
voted overwhelmingly in favour of the transaction at an annual and special 
meeting of shareholders held on May 27, 2014 and the Company received final 
court approval for the Arrangement on May 28, 2014. 
In connection with the Arrangement, the Company has applied for the delisting 
of the Sandstorm Metals common shares ("Sandstorm Metals Shares") from the TSX 
Venture Exchange and will apply to the applicable securities regulatory 
authorities for non-reporting issuer status under Canadian securities law. 
In order to receive the Consideration, registered holders of Sandstorm Metals 
must deliver a properly completed letter of transmittal (the "Letter of 
Transmittal") and certificate(s) representing their Sandstorm Metals Shares to 
Computershare Investor Services Inc. ("Computershare") at the address 
specified in the Letter of Transmittal. The Letter of Transmittal was mailed 
to the registered shareholders of Sandstorm Metals along with the management 
information circular dated April 24, 2014 (the "Circular"). Both documents are 
available under the Sandstorm Metals profile on SEDAR at www.sedar.com. The 
Letter of Transmittal is for use by registered holders of Sandstorm Metals 
Shares only and is not to be used by non-registered beneficial holders of 
Sandstorm Metals Shares (the "Beneficial Shareholders"). A Beneficial 
Shareholder does not hold Sandstorm Metals Shares in its own name as the 
shares are held by an intermediary. Beneficial Shareholders should contact 
their intermediary for instructions and assistance in delivering certificates 
representing Sandstorm Metals Shares. 
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION 
This press release contains "forward-looking statements", within the meaning 
of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, 
the Private Securities Litigation Reform Act of 1995 and applicable Canadian 
securities legislation, concerning the business, operations and financial 
performance and condition of Sandstorm Metals & Energy Ltd. ("Sandstorm 
Metals"). Forward-looking statements include, but are not limited to, 
statements with respect to the annual general and special meeting of Sandstorm 
Metals; the completion of the Arrangement, including the receipt of court and 
stock exchange approvals, and the entering into of lock-up agreements with 
certain holders of Sandstorm Metals Shares.  Forward-looking statements can 
generally be identified by the use of forward-looking terminology such as 
"may", "will", "expect", "intend", "estimate", "anticipate", "believe", 
"continue", "plans", or similar terminology. 
Forward-looking information is based on reasonable assumptions that have been 
made by Sandstorm as at the date of such information and is subject to known 
and unknown risks, uncertainties and other factors that may cause the actual 
results, level of activity, performance or achievements of Sandstorm Metals to 
be materially different from those expressed or implied by the forward-looking 
information, including but not limited to: the impact of general business and 
economic conditions; the absence of control over operations from which 
Sandstorm Metals will purchase commodities and risks related to those 
operations, including risks related to international operations, government 
and environmental regulation, actual results of current exploration 
activities, conclusions of economic evaluations and changes in project 
parameters as plans continue to be refined; problems inherent to the 
marketability of commodities; industry conditions, including fluctuations in 
the price of commodities, fluctuations in foreign exchange rates and 
fluctuations in interest rates; stock market volatility; competition; as well 
as those factors discussed in the section entitled "Risks to Sandstorm" in 
Sandstorm Metals' annual report for the financial year ended December 31, 
2013. Although Sandstorm Metals has attempted to identify important factors 
that could cause actual results to differ materially from those contained in 
forward-looking information, there may be other factors that cause results not 
to be as anticipated, estimated or intended. There can be no assurance that 
such information will prove to be accurate, as actual results and future 
events could differ materially from those anticipated in such information. 
Accordingly, readers should not place undue reliance on forward-looking 
information. Sandstorm Metals does not undertake to update any forward-looking 
information that is contained or incorporated by reference herein, except in 
accordance with applicable securities laws. Sandstorm Metals does not provide 
any representation as to its comparability with other companies in its 
industry including, but not limited to, Franco-Nevada Corporation, BHP 
Billiton and Rio Tinto. 
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that 
term is defined in the policies of the TSX Venture Exchange) accepts 
responsibility for the adequacy or accuracy of this release.
 

SOURCE  Sandstorm Metals & Energy Ltd. 
Sandstorm Metals & Energy Ltd. Nolan Watson, Chief Executive Officer (604) 
689-0234 
Denver Harris, Investor Relations Contact (604) 628-1178 
To view this news release in HTML formatting, please use the following URL: 
http://www.newswire.ca/en/releases/archive/May2014/29/c7420.html 
CO: Sandstorm Metals & Energy Ltd.
ST: British Columbia
NI: MNG ORDER  
-0- May/29/2014 12:30 GMT
 
 
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