AGM 2021

May 5, 2021

Good afternoon. My name is Annis, and I will be your conference operator today. All lines have been placed on mute to prevent any background noise. Mr. Harquelle, you may begin your conference. Thank you. Good afternoon, ladies and gentlemen. I'd like to welcome you to the 2021 Annual and Special Meeting of the Shareholders of Franklin Nevada Corporation. My name is David Harkwell and as Chair of the Board of Directors of the company, I will chair this meeting. Thank you for joining us today by webcast. We wish we could be meeting in person, but unfortunately this is not feasible given the circumstances. I'd like to thank our shareholders for voting in advance and hope that everyone is keeping safe. Here are a few logistics for this meeting. You can also join by calling into the phone line which can be found on our website and is also shown on the webcast screen right now. Please note that there will be a delay between the sound on the webcast and the sound on the phone line. If you are on both the phone line and the webcast, Please turn off the sound on the webcast. If you are on the webcast, detailed instructions are displayed on how to vote, Ask questions and get technical assistance if necessary. If you're on the phone line, please note that you cannot vote As voting can only be done through the webcast. If you're on the phone line and wish to ask questions, I will ask the operator to provide instructions I would like now to introduce our leadership team who are participating via webcast today. Paul Brink, our President and Chief Operating Officer Sandy Grana, Chief Financial Officer Lloyd Hong, Chief Legal Officer and Corporate Secretary Ian Gray, Senior Vice President, Business Development And Jason O'Connell, Senior Vice President, Energy. First, a few comments about this leadership team. Franco Nevada has been implementing a succession transition at both the management and Board levels. We are being very careful to implement these changes with a view towards the future, while at the same time attempting to preserve the DNA That has made Franco Nevada so incredibly successful. At the leadership level, I stepped down as CEO following last year's annual meeting After over 13 years in that role, I am now trying to fill Pierre Lassonchoos as the Non Executive Chair of the Board. The new CEO for the last year has been Paul Brink. He was a co founder with me when we launched the new Franklin, Nevada back in 2007. He's played a major role in building success of Franco Nevada. For the past year, he has now been ably leading the company as CEO And he will speak to you following the formal part of this business. Sandy Barana and Lloyd Hong have also been key leaders in building the business both during my tenure as CEO and for the new CEO. I thank them for their support. And Ian Gray and Jason O'Connell have been promoted to the executive team, bringing more depth and youth. Franco Nevada now has a renewed strong yet experienced and proven leadership team in place that should serve it very well going forward. As well, I would like to thank the entire management team of Franco Nevada for their excellent work in this past trying year. I'll speak to the succession changes being made at the Board level when we come to the Director nominations. We will now move to the formal part of the meeting. Instructions on how to participate will appear on your screens. As with any new technology, unexpected glitches may occur, but our service providers for this platform at Lumi are very experienced at running this type of meeting and will I'll pass out. I will ask that Lloyd Hong act as secretary of the meeting and Paul Allen as a representative of Computershare Back to scrutineer. The scrutineer will report on the number of shares represented at this meeting or by proxy. Proof of service of the notice calling the meeting has been filed. I direct that a copy of the notice and affidavit Providing service thereout be next to the minutes of this meeting. I've been advised that there is a quorum logged into Lumi And request that the scrutineers report be next to the minutes of this meeting. I therefore declare that this meeting is regularly called and Properly constituted for the transaction of business. We will conduct the votes on the matters before us by poll. On a poll, every shareholder entitled to vote on the matter has one vote in respect of each share entitled to be voted on the matter and held by that shareholder. I will now ask Lumi to open the polls for voting on all the matters of business for this meeting and keep the polls open Until after all the items of business have been presented, neither asked for the polls to be closed. We will check after each item of business to see if there are any questions by any shareholders relating to specifically to the resolution being proposed. If your questions are more general in nature, I ask that you please wait until the formal business of the meeting has been concluded as we will have a Q and A session afterwards. I would now like to ask the operator to provide instructions on how to submit questions. Thank you. Mr. Chairman, you may continue. Thank you. If you are participating on the webcast and have any questions on the items of business, please type in your question or Comment in the Lumi message section and Lloyd Hong will read out the question aloud. After all the matters of business have been presented and the voting has been closed, I will ask Computershare then to tabulate the results and I will report them to the meeting. First matter of business is to confirm receipt of the financial statements in the auditor's report. The consolidated financial statements of the company and its subsidiaries for the year ended December 31, 2020, And the reports of the directors and auditors thereon have been mailed to all shareholders who requested them together with a notice of meeting. The financial statements are also available on our website or you can request paper copies by phone or by email. The next matter of business is the election of directors. I spoke earlier about the succession transition that has been implemented at the management level. Franco Nevada has also been renewing its Board. Last year, we welcomed Maureen Jensen to our Board. As former Chair of Ontario Securities Commission, she has brought strong governance skills to the Board. This year with some sadness, we are noting the retirement of the most distinguished of our original directors, the Honorable David R. Peterson. David was part of the early Euro Nevada in 1987 and then the early Franco Nevada when the companies merged through to 2,000 and 1. When we launched the new Franklin, Nevada in 2007, David was one of the first directors we sought out To be part of the rebirth. His presence and counsel have been worth his weight in gold. At today's Board meeting, the following resolution was read into the minutes. Whereas David Peterson has had a distinguished career in leadership, Public service and industry for many decades and has served as the Director of the Board of Franklin Nevada since 2007. Whereas David served as the Chair of the Compensation and ESG Committee since 2009, during which time Franco Nevada was recognized is a leader in maintaining high governance standards, whereas David has significantly contributed to the success of Franco Nevada And whereas the Board of Directors of Franco Nevada wishes to express his gratitude to David for his service to the company. Be it resolved that The directors of Franco Nevada hereby express his deep appreciation, gratitude, heartfelt thanks to David for his outstanding leadership, Consensus building, contributions and many years of service and that the best wishes are extended to David for many years of good health, happiness And continued community service. As you would expect, the motion was unanimously accepted and adopted by the Board this afternoon. I'd now like to turn to the election of directors. The nominees of management of the company were identified in the information circular mailed to each shareholder of the company. Will someone please nominate the directors? Ten directors are required to be nominated. Mr. Chairman, my name is Lloyd Hong, and I'm a shareholder of the company. I nominate David Harquill, Paul Brink, Tom Albanese, Derek Evans, Doctor. Catherine Farrell, Louis Jignac, Maureen Jensen, Jennifer Mackey, Randall Olyphant and Elliot Pugh as directors of the company to hold office until the next annual meeting of shareholders Mr. Chairman, my name is Sandeep Rana, and I'm a shareholder of the company. I second the nominations. Operator, are there any questions? There are no questions at this time. Mr. Chairman, you may proceed. Are there any questions via webcast? No questions, Mr. Kerr. I declare the nominations closed. I'd like to remind all shareholders and proxy nominees to please enter your votes in Lumi, and we will report on their votes once all the resolutions are tabled. The next matter of business is the appointment of the company's auditors. Will someone please move a resolution for the appointment of auditors And to authorize the directors to fix the remuneration of such auditors. Mr. Chairman, my name is Paul Brink, and I'm a shareholder of the company. I move that PricewaterhouseCoopers LLP, Chartered Accountants be appointed auditors of the company until the next annual meeting That such remuneration as may be fixed by the directors of the company. The directors being hereby authorized to fix such remuneration. Mr. Chairman, I second the motion. Operator, are there any questions? There are no questions at this time. Mr. Chairman, you may continue. Are there any questions via webcast? There are no questions, Mr. Chairman. Again, I would remind all shareholders and proxy nominees to please enter your votes in Lumi. The next matter of business is the say on pay advisory resolution. Since the vote is advisory, I will not it will not be binding on the Board. However, the Board will consider the outcome of the vote as part of its ongoing review of executive compensation matters. Will someone please move a resolution for the say on paid advisory resolution? Mr. Chairman, I move that on an advisory basis and Dated March 19, 2021. Mr. Chairman, I second the motion. Operator, are there any questions? No questions. Mr. Chairman, you may continue. Are there any questions via webcast? No questions, Mr. Chairman. This is the final item of business for the meeting. Would all shareholders and proxy nominees please enter your votes to Lumi. Operator, are there any other items of business that any shareholder would like to raise? No, Mr. Chairman. Are there any items via webcast? No, Mr. Chair. Seeing none, the formal business of the meeting has now been completed. If you've not yet voted, I'd ask that you now complete your voting. We will pause briefly for the final votes to come in. I declare the voting is closed and would like to would ask Lumi to close the polls and for Computershare to tabulate the preliminary results of the voting. Paul, just briefly here while we have those results tabulated. All right. I have been motioned that we have received the preliminary results And declare that each of the motions in the meeting have been carried by no less than 95% of the votes, including the election of directors. Thank you. I declare the persons nominated have been duly directed as Directors of Franco Nevada. The final results of the meeting will be reported on SEDAR by tomorrow. May I have a resolution for the conclusion of the formal part of the meeting? Mr. Chairman, I move that the meeting now be concluded. Mr. Chairman, I second the motion. I will now pass it over to Paul Brink, our CEO to provide his remarks and to take your questions. Thank you, David. Good afternoon and thank you all for joining the call. We're sorry not to be able to be meeting with you in person, although look forward to doing that again next year. 2020 was a strong year for Franco Nevada and we generated record financial results. We were particularly proud Of achieving $1,000,000,000 of revenue for the first time and that we've delivered close to 20% growth in compounded annual total returns to our shareholders since IPO. We recently hosted a session for analysts and investors to launch our annual ESG report and asset handbook I encourage you to read both documents. The ESG report outlines our achievements and top ESG rankings that we received for 2020. For 2021, we've set new targets, committed to enhance transparency and disclosure and expanded our programs. The asset handbook outlines the sector leading diversification of our portfolio, the outperformance of our core investments, Our strong organic growth through mine expansions, new mines and ongoing exploration and the growth in our long life reserves and resources. We're delighted with the recent addition of the Vale royalty debentures. Both the Vale and the Labrador iron ore investments that we hold Add to the base of low risk, long life cash flow that we get from Cobre, Candelaria, Antamina and Antamina and Pekai. The combination of that long dated foundation with the resource optionality of our gold and MG royalties, I think is very attractive. As mentioned, in 2020, we achieved $1,000,000,000 in revenue for the first time. With the growth in the portfolio and the Vale addition, we are fast Approaching our next growth milestone, which is $1,000,000,000 up per year in EBITDA. Our updated 5 year outlook is now for 25% growth in the business. Along with our year end results, we announced a 15% increase in our quarterly dividend to $0.30 a share. The board is very proud to have made 14 successive annual dividend increases. We have no debt and $1,200,000,000 in available capital. We have a good pipeline of opportunities and our acquisition focus is on adding new precious metal assets. I'll now open it up to take any questions. Operator, could you please provide instructions again on how to submit questions? Thank you, operator. Any questions on the line? There are no questions on the line. You may continue. Lloyd, do you have any questions from the webcast? One question on the webcast, Paul. The question comes from BH. The question is, does the futures market unfairly suppress gold price? There has been a lot of discussion on the topic. And as so many of us know, gold is an alternative to fiat currencies. So there certainly are parties who have an interest in trying to suppress the value of gold. I don't believe that it is anything that impacts the value over the long term. And so For anybody who's holding gold and certainly when we're discussing it with our investors, they're thinking of gold as a risk against Market volatility, they're thinking of it very much as a hedge against inflation and a long term investment. I don't think there's anything that would impact the value of gold over the long term and we would encourage certainly anybody to consider it as part of their Any further questions? I have no further questions on the webcast. Thank you, Lloyd. Before we close the meeting, a reminder that we'll be releasing our Q1 results later today And a press release should cross the wire early this evening. We hope you're able to join us for our Q1 conference call, which is scheduled for 10 am tomorrow morning. Thank you for your support of Franco Nevada and have a good evening. Ladies and gentlemen, this concludes your conference call for today. We thank you for participating and ask that you please disconnect your