Sandstorm Metals & Energy Ltd STTYF

Royal Coal

[luda426]

CORMARK SECURITIES INC.

FILES EARLY WARNING REPORT

September 4, 2012 – Cormark Securities Inc. (the “Offeror”) acquired 20,000,000 common shares (each,

a “Share”) and 10,000,000 warrants (each, a “Warrant) of the issuer, Royal Coal Corp. (the “Issuer”).

Collectively, with broker warrants already held by Cormark (the “Broker Warrants”), this represents

approximately 14.65% of the issued and outstanding Shares, assuming exercise of the Offeror’s Warrants

and Broker Warrants.

The Offeror acquired the Shares and Warrants that are the subject of this press release pursuant to a

partial revocation by the Ontario Securities Commission of a cease-trade order against the Issuer, solely

for the purpose of crystallizing the tax losses of certain of the Offeror’s clients. However, the Offeror

may, depending on various factors including, without limitation, market and/or other conditions, increase

or decrease its ownership, control or direction over Shares.

In this press release, for the purpose of calculating the percentage of securities owned, the Offeror has

assumed that there are 241,740,671 Shares outstanding as of August 9, 2012, as reported by the Issuer.

This press release is issued pursuant to National Instrument 62-103 –

 

The Early Warning System and

Related Take-Over Bid and Insider Reporting Issues

 

 

, which also requires a report to be filed with

regulatory authorities in each of the jurisdictions in which the Issuer is a reporting issuer containing

information with respect to the foregoing matters (the “Early Warning Report”). A copy of the Early

Warning Report will appear with the Issuer’s documents on the System for Electronic Document Analysis

and Retrieval and may also be obtained by contacting Jeff Kennedy at [phone].

The TSX Venture Exchange has

[gjervis]

forgive me, but can somone transelate this to english. what does that mean exactly?

[bob4977]

I am not sure either but if we knew the price paid we could narrow down the possiblities. It could be just for tax purposes if the sale price was a dollar or it could be that Cormark sees some value here if they paid real money for the shares. Bob

[Kewl2]

I wonder what (if anything) they paid for these shares??

[elmothefearless]

What this means is that Cormark purchased these shares from a client for nothing, or next to nothing, to allow the client to claim a tax loss.  You must dispose of the shares to crystallize the loss.  This is a deal for tax purposes and has no bearing upon SND, other than making it crystal clear that RDA, the company, is worth nothing.  I assume this is the case because SND has

[bob4977]

Where did you hear the data about SND trying to sell Royal Coal, Elmo? Bob

[luda426]

Ahh the tax losses.  That makes sense Elmo.  Whenever something seems odd is probably got to do with tax avoidance.    They paid about 10 grand.  $0.0005 per Share and $0.0002 per Warrant.     EARLY WARNING REPORT Made Pursuant To NATIONAL INSTRUMENT 62-103 –   The Early Warning System and Related Take-Over Bid and Insider Reporting Issues RELATING TO

[elmothefearless]

One, we can theorize that is what SND has done because they have first lien on the properties, and since we know RDA is de-listed (read: bankrupt), this is the logical next step for SND.   In addition, a poster on the RDA mentioned a few months back that RDA no longer has title to the properties.  How they discovered this, I don't know, but one would think public records are