Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended December 31, 2017June 30, 2023

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from        to        

Commission File Number: 001-13357


Royal Gold, Inc.

(Exact Name of Registrant as Specified in Its Charter)


Delaware

84-0835164

(State or Other Jurisdiction of

(I.R.S. Employer

Incorporation)

Identification No.)

1660 Wynkoop1144 15th Street, Suite 10002500

Denver, Colorado

80202

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code (303) (303) 573-1660

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of the Exchange on which Registered

Common Stock, $0.01 par value

RGLD

Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes      No 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes     No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer 

Accelerated filer 

Large acceleratedNon-accelerated filer 

Accelerated filer Smaller reporting company 

Non-accelerated filer (Do not check if a smaller reporting company)

Smaller reporting company 

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No 

There were 65,455,29365,688,734 shares of the Company’sRoyal Gold common stock par value $0.01 per share, outstanding as of February 1, 2018.    July 27, 2023.


Table of Contents

INDEX

INDEX

PAGE

PART I

FINANCIAL INFORMATION

PART IItem 1.

FINANCIAL INFORMATIONFinancial Statements (Unaudited)

Item 1.

Financial Statements (Unaudited)Consolidated Balance Sheets

3

Consolidated Balance Sheets

3

Consolidated Statements of Operations and Comprehensive (Loss) Income

4

Consolidated Statements of Changes in Stockholders’ Equity

5

Consolidated Statements of Cash Flows

5

6

Notes to Consolidated Financial Statements

6

7

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

16

17

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

29

Item 4.

Controls and Procedures

30

29

PART II

OTHER INFORMATION

Item 1.

Legal Proceedings

30

29

Item 1A.

Risk Factors

31

30

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

31

30

Item 3.

Defaults Upon Senior Securities

31

30

Item 4.

Mine Safety Disclosures

31

30

Item 5.

Other Information

31

30

Item 6.

Exhibits

31

SIGNATURES

32

2


Table of Contents

ITEM 1.     FINANCIAL STATEMENTS

ROYAL GOLD, INC.

Consolidated Balance Sheets

(Unaudited, amounts in thousands except share data)

 

 

 

 

 

 

 

 

    

December 31, 2017

    

June 30, 2017

ASSETS

 

 

 

 

 

 

Cash and equivalents

 

$

98,132

 

$

85,847

Royalty receivables

 

 

29,285

 

 

26,886

Income tax receivable

 

 

27,366

 

 

22,169

Stream inventory

 

 

7,359

 

 

7,883

Prepaid expenses and other

 

 

3,337

 

 

822

Total current assets

 

 

165,479

 

 

143,607

Stream and royalty interests, net (Note 2)

 

 

2,810,616

 

 

2,892,256

Other assets

 

 

53,305

 

 

58,202

Total assets

 

$

3,029,400

 

$

3,094,065

LIABILITIES

 

 

 

 

 

 

Accounts payable

 

$

2,251

 

$

3,908

Dividends payable

 

 

16,363

 

 

15,682

Income tax payable

 

 

15,097

 

 

5,651

Foreign withholding taxes payable

 

 

3,451

 

 

3,425

Other current liabilities

 

 

4,413

 

 

5,617

Total current liabilities

 

 

41,575

 

 

34,283

Debt (Note 3)

 

 

493,486

 

 

586,170

Deferred tax liabilities

 

 

147,548

 

 

121,330

Uncertain tax positions

 

 

30,187

 

 

25,627

Other long-term liabilities

 

 

16,787

 

 

6,391

Total liabilities

 

 

729,583

 

 

773,801

Commitments and contingencies (Note 10)

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

Preferred stock, $.01 par value, 10,000,000 shares authorized; and 0 shares issued

 

 

 —

 

 

 —

Common stock, $.01 par value, 200,000,000 shares authorized; and 65,307,285 and 65,179,527 shares outstanding, respectively

 

 

653

 

 

652

Additional paid-in capital

 

 

2,186,648

 

 

2,185,796

Accumulated other comprehensive income

 

 

687

 

 

879

Accumulated earnings

 

 

69,842

 

 

88,050

Total Royal Gold stockholders’ equity

 

 

2,257,830

 

 

2,275,377

Non-controlling interests

 

 

41,987

 

 

44,887

Total equity

 

 

2,299,817

 

 

2,320,264

Total liabilities and equity

 

$

3,029,400

 

$

3,094,065

    

June 30, 

    

December 31,

    

2023

    

2022

ASSETS

Cash and equivalents

$

106,157

$

118,586

Royalty receivables

36,458

49,405

Income tax receivable

9,602

3,066

Stream inventory

10,657

12,656

Prepaid expenses and other

2,375

2,120

Total current assets

165,249

185,833

Stream and royalty interests, net (Note 2)

3,155,561

3,237,402

Other assets

118,899

111,287

Total assets

$

3,439,709

$

3,534,522

LIABILITIES

Accounts payable

$

8,552

$

6,686

Dividends payable

24,646

24,627

Income tax payable

15,603

16,065

Other current liabilities

14,267

16,209

Total current liabilities

63,068

63,587

Debt (Note 4)

395,529

571,572

Deferred tax liabilities

136,136

138,156

Other liabilities

9,083

7,738

Total liabilities

603,816

781,053

Commitments and contingencies (Note 11)

EQUITY

Preferred stock, $.01 par value, 10,000,000 shares authorized; and 0 shares issued

Common stock, $.01 par value, 200,000,000 shares authorized; and 65,609,736 and 65,592,597 shares outstanding, respectively

656

656

Additional paid-in capital

2,217,559

2,213,123

Accumulated earnings

605,347

527,314

Total Royal Gold stockholders’ equity

2,823,562

2,741,093

Non-controlling interests

12,331

12,376

Total equity

2,835,893

2,753,469

Total liabilities and equity

$

3,439,709

$

3,534,522

The accompanying notes are an integral part of these consolidated financial statements.

3


Table of Contents

ROYAL GOLD, INC.

Consolidated Statements of Operations and Comprehensive (Loss) Income

(Unaudited, amounts in thousands except share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For The Three Months Ended

 

For The Six Months Ended

 

 

December 31, 

 

December 31, 

 

December 31, 

 

December 31, 

 

    

2017

    

2016

    

2017

    

2016

Revenue

 

$

114,348

 

$

106,961

 

$

226,824

 

$

224,909

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

 

19,863

 

 

22,502

 

 

40,282

 

 

45,163

General and administrative

 

 

9,555

 

 

7,538

 

 

16,455

 

 

18,045

Production taxes

 

 

602

 

 

445

 

 

1,145

 

 

942

Exploration costs

 

 

1,358

 

 

2,476

 

 

4,561

 

 

5,764

Depreciation, depletion and amortization

 

 

42,008

 

 

39,519

 

 

81,701

 

 

79,621

Total costs and expenses

 

 

73,386

 

 

72,480

 

 

144,144

 

 

149,535

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

40,962

 

 

34,481

 

 

82,680

 

 

75,374

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

645

 

 

7,488

 

 

1,634

 

 

9,045

Interest and other expense

 

 

(9,034)

 

 

(9,823)

 

 

(17,651)

 

 

(18,128)

Income before income taxes

 

 

32,573

 

 

32,146

 

 

66,663

 

 

66,291

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

 

(48,360)

 

 

(5,044)

 

 

(55,904)

 

 

(12,232)

Net (loss) income

 

 

(15,787)

 

 

27,102

 

 

10,759

 

 

54,059

Net loss attributable to non-controlling interests

 

 

1,022

 

 

960

 

 

3,105

 

 

3,791

Net (loss) income attributable to Royal Gold common stockholders

 

$

 (14,765)

 

$

28,062

 

$

13,864

 

$

57,850

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(15,787)

 

$

27,102

 

$

10,759

 

$

54,059

Adjustments to comprehensive (loss) income, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized change in market value of available-for-sale securities

 

 

(390)

 

 

822

 

 

(193)

 

 

822

Comprehensive (loss) income

 

 

(16,177)

 

 

27,924

 

 

10,566

 

 

54,881

Comprehensive loss attributable to non-controlling interests

 

 

1,022

 

 

960

 

 

3,105

 

 

3,791

Comprehensive (loss) income attributable to Royal Gold stockholders

 

$

 (15,155)

 

$

28,884

 

$

13,671

 

$

58,672

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per share available to Royal Gold common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic (loss) earnings per share

 

$

(0.23)

 

$

0.43

 

$

0.21

 

$

0.89

Basic weighted average shares outstanding

 

 

65,306,766

 

 

65,149,518

 

 

65,271,131

 

 

65,133,102

Diluted (loss) earnings per share

 

$

(0.23)

 

$

0.43

 

$

0.21

 

$

0.88

Diluted weighted average shares outstanding

 

 

65,306,766

 

 

65,253,209

 

 

65,460,430

 

 

65,264,137

Cash dividends declared per common share

 

$

0.25

 

$

0.24

 

$

0.49

 

$

0.47

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

    

2023

    

2022

    

2023

    

2022

Revenue (Note 5)

$

144,042

$

146,441

$

314,434

$

308,796

Costs and expenses

Cost of sales (excludes depreciation, depletion and amortization)

23,367

23,810

48,387

46,450

General and administrative

9,093

9,312

20,093

18,243

Production taxes

1,274

1,425

3,263

3,646

Depreciation, depletion and amortization

38,412

43,989

84,741

91,976

Total costs and expenses

72,146

78,536

156,484

160,315

Operating income

71,896

67,905

157,950

148,481

Fair value changes in equity securities

(509)

(2,191)

291

(1,577)

Interest and other income

2,650

1,118

4,912

2,093

Interest and other expense

(8,408)

(1,398)

(17,582)

(2,296)

Income before income taxes

65,629

65,434

145,571

146,701

Income tax (expense) benefit

(2,029)

5,911

(17,900)

(9,393)

Net income and comprehensive income

63,600

71,345

127,671

137,308

Net income and comprehensive income attributable to non-controlling interests

(151)

(205)

(347)

(492)

Net income and comprehensive income attributable to Royal Gold common stockholders

$

63,449

$

71,140

$

127,324

$

136,816

Net income per share attributable to Royal Gold common stockholders:

Basic earnings per share

$

0.97

$

1.08

$

1.94

$

2.08

Basic weighted average shares outstanding

65,605,391

65,569,190

65,600,213

65,567,621

Diluted earnings per share

$

0.97

$

1.08

$

1.93

$

2.08

Diluted weighted average shares outstanding

65,762,903

65,678,320

65,736,028

65,661,653

Cash dividends declared per common share

$

0.375

$

0.35

$

0.75

$

0.70

The accompanying notes are an integral part of these consolidated financial statements.

4


Table of Contents

ROYAL GOLD, INC.

Consolidated Statements of Cash FlowsChanges in Stockholders’ Equity

Three months ended June 30, 2023, and 2022

(Unaudited,unaudited, amounts in thousands)thousands except share data)

 

 

 

 

 

 

 

 

 

For The Six Months Ended

 

 

December 31, 

 

December 31, 

 

    

2017

    

2016

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

10,759

 

$

54,059

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

Depreciation, depletion and amortization

 

 

81,701

 

 

79,621

Amortization of debt discount and issuance costs

 

 

7,413

 

 

6,751

Non-cash employee stock compensation expense

 

 

4,395

 

 

6,443

Deferred tax expense (benefit)

 

 

28,958

 

 

(3,211)

Other  

 

 

(158)

 

 

(4,638)

Changes in assets and liabilities:

 

 

 

 

 

 

Royalty receivables

 

 

(2,399)

 

 

(7,135)

Stream inventory

 

 

524

 

 

(689)

Income tax receivable

 

 

(5,197)

 

 

(52)

Prepaid expenses and other assets

 

 

(328)

 

 

(835)

Accounts payable

 

 

(1,658)

 

 

(1,832)

Income tax payable

 

 

9,445

 

 

(12,120)

Foreign withholding taxes payable

 

 

26

 

 

1,636

Uncertain tax positions

 

 

4,560

 

 

6,052

Other liabilities

 

 

9,193

 

 

822

Net cash provided by operating activities

 

$

147,234

 

$

124,872

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

Acquisition of stream and royalty interests

 

 

 —

 

 

(192,818)

Other

 

 

(94)

 

 

1,774

Net cash used in investing activities

 

$

(94)

 

$

(191,044)

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

Borrowings from revolving credit facility

 

 

 —

 

 

70,000

Repayment of revolving credit facility

 

 

(100,000)

 

 

 —

Net payments from issuance of common stock

 

 

(3,541)

 

 

(2,320)

Common stock dividends

 

 

(31,391)

 

 

(30,035)

Purchase of additional royalty interest from non-controlling interest

 

 

 —

 

 

(1,438)

Other

 

 

77

 

 

(2,680)

Net cash (used in) provided by financing activities

 

$

(134,855)

 

$

33,527

Net increase (decrease) in cash and equivalents

 

 

12,285

 

 

(32,645)

Cash and equivalents at beginning of period

 

 

85,847

 

 

116,633

Cash and equivalents at end of period

 

$

98,132

 

$

83,988

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at March 31, 2023

 

65,599,348

$

656

 

$

2,215,362

$

566,545

$

12,369

$

2,794,932

Stock-based compensation and related share issuances

 

10,388

 

 

 

2,197

 

 

 

2,197

Distributions to non-controlling interests

 

 

 

 

 

(189)

 

(189)

Net income and comprehensive income

 

 

 

 

63,449

 

151

 

63,600

Dividends declared

 

 

 

 

 

(24,647)

 

 

(24,647)

Balance at June 30, 2023

 

65,609,736

$

656

 

$

2,217,559

$

605,347

$

12,331

$

2,835,893

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at March 31, 2022

 

65,568,799

$

656

 

$

2,208,425

$

424,608

$

12,425

$

2,646,114

Stock-based compensation and related share issuances

 

888

 

 

 

2,384

 

 

 

2,384

Distributions to non-controlling interests

 

 

 

 

 

(201)

 

(201)

Net income and comprehensive income

 

 

 

 

 

71,140

 

205

 

71,345

Dividends declared

 

 

 

 

 

(22,984)

 

 

(22,984)

Balance at June 30, 2022

 

65,569,687

$

656

 

$

2,210,809

$

472,764

$

12,429

$

2,696,658

ROYAL GOLD, INC.

Consolidated Statements of Changes in Stockholders’ Equity

Six months ended June 30, 2023, and 2022

(unaudited, amounts in thousands except share data)

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at December 31, 2022

 

65,592,597

$

656

 

$

2,213,123

$

527,314

$

12,376

$

2,753,469

Stock-based compensation and related share issuances

 

17,139

 

 

 

4,436

 

 

 

4,436

Distributions to non-controlling interests

 

 

 

 

 

(392)

 

(392)

Net income and comprehensive income

 

 

 

 

 

127,324

 

347

 

127,671

Dividends declared

 

 

 

 

 

(49,291)

 

 

(49,291)

Balance at June 30, 2023

 

65,609,736

$

656

 

$

2,217,559

$

605,347

$

12,331

$

2,835,893

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at December 31, 2021

 

65,564,364

$

656

 

$

2,206,159

$

381,929

$

12,467

$

2,601,211

Stock-based compensation and related share issuances

 

5,323

 

 

 

4,650

 

 

 

4,650

Distributions to non-controlling interests

 

 

 

 

 

(530)

 

(530)

Net income and comprehensive income

 

 

 

 

 

136,816

 

492

 

137,308

Dividends declared

 

 

 

 

 

(45,981)

 

 

(45,981)

Balance at June 30, 2022

 

65,569,687

$

656

 

$

2,210,809

$

472,764

$

12,429

$

2,696,658

The accompanying notes are an integral part of these consolidated financial statements.

5


Table of Contents

ROYAL GOLD, INC.

Consolidated Statements of Cash Flows

(Unaudited, amounts in thousands)

Six Months Ended

June 30, 

June 30, 

2023

    

2022

Cash flows from operating activities:

Net income and comprehensive income

$

127,671

$

137,308

Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities:

Depreciation, depletion and amortization

84,741

91,976

Non-cash employee stock compensation expense

4,579

4,542

Fair value changes in equity securities

(291)

1,577

Deferred tax benefit

(7,139)

(28,114)

Other

445

491

Changes in assets and liabilities:

Royalty receivables

12,948

17,220

Stream inventory

1,998

(1,564)

Income tax receivable

(6,536)

(2,797)

Prepaid expenses and other assets

(2,641)

(1,359)

Accounts payable

1,866

592

Income tax payable

(462)

4,976

Other liabilities

(597)

(3,519)

Net cash provided by operating activities

$

216,582

$

221,329

Cash flows from investing activities:

Acquisition of stream and royalty interests

(2,670)

(37,841)

Sale of equity securities

107

Other

(258)

(36)

Net cash used in investing activities

$

(2,821)

$

(37,877)

Cash flows from financing activities:

Repayment of debt

(175,000)

Debt issuance costs

(1,533)

Net payments from issuance of common stock

253

108

Common stock dividends

(49,271)

(45,953)

Other

(639)

(541)

Net cash used in financing activities

$

(226,190)

$

(46,386)

Net (decrease) increase in cash and equivalents

(12,429)

137,066

Cash and equivalents at beginning of period

118,586

143,551

Cash and equivalents at end of period

$

106,157

$

280,617

The accompanying notes are an integral part of these consolidated financial statements.

6

Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

1.    OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENTLY ISSUED AND RECENTLY ADOPTEDRECENT ACCOUNTING STANDARDS

Royal Gold, Inc. (“Royal Gold”, the “Company”, “we”, “us”, or “our”), together with its subsidiaries (“Royal Gold,” the “Company,” “we,” “us,” or “our”), is engaged in the business of acquiring and managing precious metals streams, royalties and similar interests. We seek to acquire existing stream and royalty interests or to finance projects that are in production or in the development stage in exchange for stream or royalty interests. A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more metals produced from a mine at a price determined for the life of the transaction by the purchase agreement. Royalties are non-operating interests in a mining projectsproject that provide the right to revenue or metals produced from the project after deducting contractually specified costs, if any.

Summary of Significant Accounting Policies

The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair presentation of our interim financial statements have been included in this Form 10-Q. Operating results for the three and six months ended December 31, 2017,June 30, 2023 are not necessarily indicative of the results that may be expected for the fiscalcalendar year ending June 30, 2018.December 31, 2023. These interim unaudited consolidated financial statements should be read in conjunction with the Company’s Annual Report onour Form 10-K for the fiscal year ended June 30, 2017December 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on August 10, 2017February 16, 2023 (“Fiscal 20172022 10-K”).

Certain amounts inRecent Accounting Standards

We have evaluated all the prior period financial statementsrecently issued, but not yet effective, accounting standards that have been reclassified for comparative purposes to conform with the presentation in the current period financial statements.  Reclassified amounts were not material to the financial statements.

Recently Issued and Adopted Accounting Standards

Recently Issued

In May 2014,issued or proposed by the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) guidance foror other standards-setting bodies through the recognition of revenue from contracts with customers.  This ASU superseded virtually all of the existing revenue recognition guidance under U.S. GAAP.  The core principle of the five step model is that an entity will recognize revenue when it transfers control of goods or services to customers at an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. Entities can choose to apply the standard using either the full retrospective approach or a modified retrospective approach.  The standard is effective for the Company’s fiscal year beginning July 1, 2018.  Early adoption is permitted.

We plan to implement the new ASU revenue recognition guidance as of July 1, 2018, using the modified retrospective method with the cumulative effect, if any, of initial adoption to be recognized in Accumulated earnings at thefiling date of initial application.  We are inthese unaudited consolidated financial statements and do not believe the initial stagesfuture adoption of our evaluation of theany such standards will have a material impact of the new standard on our accounting policies, processes, andconsolidated financial reporting.  Based on the evaluation performed to-date, we expect to identify similar performance obligations as compared with deliverables and separate units of account previously identified.  We will continue to assess the impact of adopting this ASU throughout the remainder of fiscal year 2018.statements.

Recently Adopted

In March 2016, the FASB issued ASU guidance related to stock-based compensation.  The new guidance simplifies the accounting for stock-based compensation transactions, including income tax consequences, statement of cash flows presentation, estimating forfeitures when calculating compensation expense, and classification of awards as either equity or liabilities. 

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Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

The new standard requires all excess tax benefits and tax deficiencies to be recognized as income tax benefit (expense) in the income statement.  The new guidance also requires presentation of excess tax benefits as an operating activity on the statement of cash flows rather than a financing activity and requires presentation of cash paid to a tax authority when shares are withheld to satisfy the employer’s statutory income tax withholding obligation as a financing activity.  The new guidance also provides for an election to account for forfeitures of stock-based compensation. 

The Company adopted the ASU guidance effective July 1, 2017.  With respect to the forfeiture election, the Company will continue its current practice of estimating forfeitures when calculating compensation expense.  The adoption of this standard did not have a material impact on the Company’s consolidated financial statements or related disclosures. 

2.    STREAM AND ROYALTY INTERESTS, NET

The following tables summarize the Company’sour stream and royalty interests, net as of June 30, 2023 and December 31, 2017 and June 30, 2017.2022.

 

 

 

 

 

 

 

 

 

As of December 31, 2017 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Net

As of June 30, 2023 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Net

Production stage stream interests:

 

 

 

 

 

 

 

 

 

Mount Milligan

 

$

790,635

 

$

(129,652)

 

$

660,983

$

790,635

$

(413,284)

$

377,351

Pueblo Viejo

 

 

610,404

 

 

(93,202)

 

 

517,202

610,404

(295,407)

314,997

Andacollo

 

 

388,182

 

 

(51,328)

 

 

336,854

388,182

(157,761)

230,421

Wassa and Prestea

 

 

146,475

 

 

(34,446)

 

 

112,029

Khoemacau

265,911

(29,275)

236,636

Rainy River

 

 

175,727

 

 

(581)

 

 

175,146

175,727

(68,476)

107,251

Other

232,703

(121,328)

111,375

Total production stage stream interests

 

 

2,111,423

 

 

(309,209)

 

 

1,802,214

2,463,562

(1,085,531)

1,378,031

Production stage royalty interests:

 

 

 

 

 

 

 

 

 

Cortez (Legacy Zone and CC Zone)

353,850

(47,402)

306,448

Voisey's Bay

 

 

205,724

 

 

(85,671)

 

 

120,053

205,724

(119,356)

86,368

Red Chris

116,187

(3,758)

112,429

Peñasquito

 

 

99,172

 

 

(36,730)

 

 

62,442

99,172

(59,407)

39,765

Holt

 

 

34,612

 

 

(20,490)

 

 

14,122

Cortez

 

 

20,878

 

 

(11,094)

 

 

9,784

Other

 

 

483,795

 

 

(350,690)

 

 

133,105

447,687

(403,171)

44,516

Total production stage royalty interests

 

 

844,181

 

 

(504,675)

 

 

339,506

1,222,620

(633,094)

589,526

Total production stage stream and royalty interests

 

 

2,955,604

 

 

(813,884)

 

 

2,141,720

3,686,182

(1,718,625)

1,967,557

 

 

 

 

 

 

 

 

 

Development stage stream interests:

 

 

 

 

 

 

 

 

 

Other

 

 

12,031

 

 

 —

 

 

12,031

12,038

12,038

 

 

 

 

 

 

 

 

 

Development stage royalty interests:

 

 

 

 

 

 

 

 

 

Côté

45,421

45,421

Other

81,510

81,510

Total development stage stream and royalty interests

138,969

138,969

Exploration stage stream interests:

Xavantina

19,565

19,565

Exploration stage royalty interests:

Cortez (Legacy Zone and CC Zone)

456,471

456,471

Great Bear

209,106

209,106

Pascua-Lama

 

 

380,657

 

 

 —

 

 

380,657

177,690

177,690

Cortez

 

 

59,803

 

 

 —

 

 

59,803

Red Chris

48,895

48,895

Côté

29,610

29,610

Other

 

 

63,811

 

 

 —

 

 

63,811

107,698

107,698

Total development stage royalty interests

 

 

504,271

 

 

 —

 

 

504,271

Total development stage stream and royalty interests

 

 

516,302

 

 

 —

 

 

516,302

Total exploration stage royalty interests

 

 

152,594

 

 

 —

 

 

152,594

Total stream and royalty interests

 

$

3,624,500

 

$

(813,884)

 

$

2,810,616

Total exploration stage stream and royalty interests

1,049,035

1,049,035

Total stream and royalty interests, net

$

4,874,186

$

(1,718,625)

$

3,155,561

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Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

As of December 31, 2022 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Impairments

Net

Production stage stream interests:

Mount Milligan

$

790,635

$

(392,804)

$

$

397,831

Pueblo Viejo

610,404

(289,537)

320,867

Andacollo

388,182

(151,870)

236,312

Khoemacau

265,911

(15,905)

250,006

Rainy River

175,727

(61,601)

114,126

Other

215,576

(110,711)

104,865

Total production stage stream interests

2,446,435

(1,022,428)

1,424,007

Production stage royalty interests:

Cortez (Legacy Zone and CC Zone)

353,772

(35,276)

318,496

Voisey's Bay

205,724

(118,327)

87,397

Red Chris

116,187

(1,797)

114,390

Peñasquito

99,172

(57,772)

41,400

Other

447,535

(398,513)

49,022

Total production stage royalty interests

1,222,390

(611,685)

610,705

Total production stage stream and royalty interests

3,668,825

(1,634,113)

2,034,712

Development stage stream interests:

Other

12,038

12,038

Development stage royalty interests:

Côté

45,421

45,421

Other

74,225

74,225

Total development stage stream and royalty interests

131,684

131,684

Exploration stage stream interests:

Xavantina

34,253

34,253

Exploration stage royalty interests:

Cortez (Legacy Zone and CC Zone)

456,318

456,318

Great Bear

209,106

209,106

Pascua-Lama

177,690

177,690

Red Chris

48,895

48,895

Côté

29,610

29,610

Other

119,421

(4,287)

115,134

Total exploration stage royalty interests

1,075,293

(4,287)

1,071,006

Total stream and royalty interests, net

$

4,875,802

$

(1,634,113)

$

(4,287)

$

3,237,402

3.  MARKETABLE EQUITY SECURITIES

As of June 30, 2023, our marketable equity securities include warrants to purchase up to 19,640,000 common shares of TriStar Gold Inc and 250,000 common shares of Goldon Resources Ltd. Our marketable equity securities are measured at fair value (Note 10) each reporting period with any changes in fair value recognized in net income (amounts in thousands).

    

June 30, 

December 31,

    

2023

2022

Carrying value of marketable securities(1)

$

547

$

373

Change in fair value of marketable securities

$

(509)

$

(1,503)

(1)    Included in Other Assets on our consolidated balance sheets.

9

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2017 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Net

Production stage stream interests:

 

 

 

 

 

 

 

 

 

Mount Milligan

 

$

790,635

 

$

(114,327)

 

$

676,308

Pueblo Viejo

 

 

610,404

 

 

(67,149)

 

 

543,255

Andacollo

 

 

388,182

 

 

(39,404)

 

 

348,778

Wassa and Prestea

 

 

146,475

 

 

(22,715)

 

 

123,760

Total production stage stream interests

 

 

1,935,696

 

 

(243,595)

 

 

1,692,101

Production stage royalty interests:

 

 

 

 

 

 

 

 

 

Voisey's Bay

 

 

205,724

 

 

(85,671)

 

 

120,053

Peñasquito

 

 

99,172

 

 

(34,713)

 

 

64,459

Holt

 

 

34,612

 

 

(19,669)

 

 

14,943

Cortez

 

 

20,873

 

 

(10,633)

 

 

10,240

Other

 

 

483,643

 

 

(337,958)

 

 

145,685

Total production stage royalty interests

 

 

844,024

 

 

(488,644)

 

 

355,380

Total production stage stream and royalty interests

 

 

2,779,720

 

 

(732,239)

 

 

2,047,481

Development stage stream interests:

 

 

 

 

 

 

 

 

 

Rainy River

 

 

175,727

 

 

 —

 

 

175,727

Other

 

 

12,031

 

 

 —

 

 

12,031

Total development stage stream interests

 

 

187,758

 

 

 —

 

 

187,758

Development stage royalty interests:

 

 

 

 

 

 

 

 

 

Pascua-Lama

 

 

380,657

 

 

 —

 

 

380,657

Cortez

 

 

59,803

 

 

 —

 

 

59,803

Other

 

 

63,811

 

 

 —

 

 

63,811

Total development stage royalty interests

 

 

504,271

 

 

 —

 

 

504,271

Total development stage stream and royalty interests

 

 

692,029

 

 

 —

 

 

692,029

Total exploration stage royalty interests

 

 

152,746

 

 

 —

 

 

152,746

Total stream and royalty interests

 

$

3,624,495

 

$

(732,239)

 

$

2,892,256

Table of Contents

ROYAL GOLD, INC.

3.Notes to Consolidated Financial Statements

(Unaudited)

4.    DEBT

The Company’s non-currentOur debt as of June 30, 2023 and December 31, 2017 and June 30, 20172022 consists of the following:following (amounts in thousands):

As of June 30, 2023

As of December 31, 2022

   

Principal

   

Debt Issuance Costs

   

Total

   

Principal

   

Debt Issuance Costs

   

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2017

 

As of June 30, 2017

   

Principal

   

Unamortized Discount

   

Debt Issuance Costs

   

Total

   

Principal

   

Unamortized Discount

   

Debt Issuance Costs

   

Total

 

 

(Amounts in thousands)

 

 

(Amounts in thousands)

Convertible notes due 2019

 

$

370,000

 

$

(19,110)

 

$

(1,986)

 

$

348,904

 

$

370,000

 

$

(25,251)

 

$

(2,646)

 

$

342,103

(Amounts in thousands)

(Amounts in thousands)

Revolving credit facility

 

 

150,000

 

 

 —

 

 

(5,418)

 

 

144,582

 

 

250,000

 

 

 —

 

 

(5,933)

 

 

244,067

$

400,000

$

(4,471)

$

395,529

$

575,000

$

(3,428)

$

571,572

Total debt

 

$

520,000

 

$

(19,110)

 

$

(7,404)

 

$

493,486

 

$

620,000

 

$

(25,251)

 

$

(8,579)

 

$

586,170

$

400,000

$

(4,471)

$

395,529

$

575,000

$

(3,428)

$

571,572

Convertible Senior Notes Due 2019Revolving credit facility

InOn March 6, 2023, we repaid $75 million and on June 2012,6, 2023, we repaid $100 million of outstanding borrowings on our revolving credit facility.

On June 28, 2023, we entered into a fifth amendment to our revolving credit facility dated as of June 2, 2017, as amended. The fifth amendment extended the Company completedscheduled maturity date from July 7, 2026 to June 28, 2028, replaced LIBOR with Secured Overnight Financing Rate (“Term SOFR”) as a benchmark interest rate and made certain other administrative changes to the existing revolving credit facility.

As of June 30, 2023, we had $400 million outstanding and $600 million available under our revolving credit facility. The interest rate on borrowings under our revolving credit facility as of June 30, 2023, was LIBOR plus 1.20% for an offering of $370 million aggregate principal amount of 2.875% convertible senior notes due 2019 (“2019 Notes”).  The 2019 Notes bear interest at theall-in rate of 2.875% per annum, and the Company is required to make semi-annual interest payments on the outstanding principal balance of the 2019 Notes on June 15 and December 15 of each year, beginning December 15, 2012.  The 2019 Notes mature on June 15, 2019.6.7%. Interest expense, recognizedwhich includes interest on the 2019 Notesoutstanding borrowings and amortization of debt issuance costs, was $7.8 million and $16.3 million for the three and six months ended December 31, 2017, was $6.1June 30, 2023, respectively, and $0.2 million and $12.1$0.5 million respectively, compared to $5.9 million and $11.7 million, respectively, for the three and six months ended December 31, 2016,June 30, 2022, respectively. We were in compliance with each financial covenant (leverage ratio and included the contractual coupon interest the accretion of the debt discount and amortization of the debt issuance costs.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Revolving credit facility

The Company maintains a $1 billion revolving credit facility.  As of December 31, 2017, the Company had $150 million outstanding and $850 million availablecoverage ratio) under theour revolving credit facility with an interest rate on borrowingsas of LIBOR plus 1.75% for an all-in rate of 3.24%.  During the three and six months ended December 31, 2017, the Company repaid $50 million, respectively, of the outstandingJune 30, 2023.

We may repay any borrowings under the revolving credit facility.  Royal Gold may repay borrowings under theour revolving credit facility at any time without premium or penalty.  Interest expense

5.    REVENUE

Revenue Recognition

A performance obligation is a promise in a contract to transfer control of a distinct good or service (or integrated package of goods and/or services) to a customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, a performance obligation is satisfied. In accordance with this guidance, revenue attributable to our stream interests and royalty interests is generally recognized at the point in time that control of the related metal production transfers to our customers. The amount of revenue we recognize further reflects the consideration to which we are entitled under the respective stream or royalty agreement. A more detailed summary of our revenue recognition policies for our stream and royalty interests is discussed below.

Stream Interests

A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more of the metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement. Gold, silver and copper received under our metal streaming agreements are taken into inventory, and then sold primarily using average spot rate gold, silver and copper forward contracts. The sales price for these average spot rate forward contracts is determined by the average daily gold, silver or copper spot prices during the term of the contract, typically a consecutive number of trading days between ten days and three months (depending on the frequency of deliveries under the respective streaming agreement and our sales policy in effect at the time) commencing shortly after receipt and purchase of the metal. We settle our forward sales contracts via physical delivery of the metal to the purchaser (our customer) on the settlement date specified in the contract. Under our forward sales contracts, there is a single performance obligation to sell a contractually specified volume of metal to the purchaser, and we satisfy this obligation at the point in time of physical delivery. Accordingly, revenue from our metal sales is recognized on the revolving credit facilitydate of settlement, which is the date that control, custody and title to the metal transfer to the purchaser.

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Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Royalty Interests

Royalties are non-operating interests in mining projects that provide the right to a percentage of revenue or metals produced from the project after deducting specified costs, if any. We are entitled to payment for our royalty interest in a mining project based on a contractually specified commodity price (for example, a monthly or quarterly average spot price) for the threeperiod in which metal production occurs. As a royalty holder, we act as a passive entity in the production and sixoperations of the mining project, and the third-party operator of the mining project is responsible for all mining activities, including subsequent marketing and delivery of all metal production to their ultimate customer. In all of our material royalty interest arrangements, we have concluded that we transfer control of our interest in the metal production to the operator at the point at which production occurs, and thus, the operator is our customer. We have further determined that the transfer of each unit of metal production comprising our royalty interest to the operator represents a separate performance obligation under the contract, and each performance obligation is satisfied at the point in time of metal production by the operator.  Accordingly, we recognize revenue attributable to our royalty interests in the period in which metal production occurs at the specified commodity price per the agreement, net of any contractually allowable costs.

Royalty Revenue Estimates

For a small number of our royalty interests, we may not receive, or be entitled to receive, payment information, including production information from the operator, for the period in which metal production occurred prior to issuance of our financial statements for that period. As a result, we may estimate revenue for these royalties based on available information, including public information, from the operator. If adequate information is not available from the operator or from other public sources before we issue our financial statements, we will recognize royalty revenue during the period in which the necessary payment information is received. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known. Please also refer to our “Use of Estimates” accounting policy discussed in our 2022 10-K. For the three months ended December 31, 2017June 30, 2023, royalty revenue that was $1.8 millionestimated or was attributable to metal production for a period prior to June 30, 2023, was not material.  

Disaggregation of Revenue

We have identified two material revenue sources in our business: stream interests and $3.6 million, respectively, and $2.3 million and $4.3 million for the three and six months ended December 31, 2016, and included interest on the outstanding borrowings and the amortization of the debt issuance costs.

Asroyalty interests. These identified revenue sources are consistent with our reportable segments as discussed in Note 5 to the notes to consolidated financial statements in the Company’s Fiscal 2017 10-K, the Company has financial covenants associated with its revolving credit facility.  As of December 31, 2017, the Company was in compliance with each financial covenant.9.

4.    REVENUE

Revenue by metal type attributable to each of our revenue sources is compriseddisaggregated as follows (amounts in thousands):

Three Months Ended

Six Months Ended

June 30, 

    

June 30, 

    

June 30,

    

June 30,

2023

2022

2023

2022

Stream revenue:

    Gold

$

80,227

$

75,325

$

158,856

$

152,827

    Silver

19,230

12,892

37,539

24,331

    Copper

6,558

16,662

24,610

32,972

         Total stream revenue

$

106,015

$

104,879

$

221,005

$

210,130

Royalty revenue:

    Gold

$

30,169

$

28,974

$

73,037

$

66,890

    Silver

2,721

3,512

5,667

7,829

    Copper

1,572

3,281

6,630

9,986

    Other

3,565

5,795

8,095

13,961

         Total royalty revenue

$

38,027

$

41,562

$

93,429

$

98,666

Total revenue

$

144,042

$

146,441

$

314,434

$

308,796

11

Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Revenue attributable to our principal stream and royalty interests is disaggregated as follows (amounts in thousands):

Three Months Ended

Six Months Ended

June 30, 

    

June 30, 

    

June 30,

    

June 30,

Metal(s)

2023

2022

2023

2022

Stream revenue:

    Mount Milligan

Gold & Copper

$

41,208

$

45,627

$

87,863

$

88,043

    Pueblo Viejo

Gold & Silver

23,540

19,812

45,898

43,076

    Khoemacau

Silver

8,881

5,202

18,035

7,591

    Andacollo

Gold

7,823

11,721

20,757

27,395

    Other

Gold & Silver

24,563

22,517

48,452

44,025

         Total stream revenue

$

106,015

$

104,879

$

221,005

$

210,130

Royalty revenue:

    Cortez Legacy Zone

Gold

$

14,305

$

8,138

$

37,393

$

24,852

    Cortez CC Zone

Gold

3,520

6,726

    Peñasquito

Gold, Silver, Lead & Zinc

6,105

9,664

13,538

22,758

    Other

Various

14,097

23,760

35,772

51,056

         Total royalty revenue

$

38,027

$

41,562

$

93,429

$

98,666

Total revenue

$

144,042

$

146,441

$

314,434

$

308,796

Please refer to Note 9 for the following:geographical distribution of our revenue by reportable segment.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

December 31, 

 

December 31, 

 

December 31, 

 

December 31, 

 

    

2017

    

2016

    

2017

    

2016

 

 

 

(Amounts in thousands)

 

 

(Amounts in thousands)

Stream interests

 

$

79,287

 

$

74,007

 

$

158,049

 

$

159,511

Royalty interests

 

 

35,061

 

 

32,954

 

 

68,775

 

 

65,398

Total revenue

 

$

114,348

 

$

106,961

 

$

226,824

 

$

224,909

5.6.    STOCK-BASED COMPENSATION

The CompanyWe recognized stock-based compensation expense as follows:follows (amounts in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

December 31, 

 

December 31, 

 

December 31, 

 

December 31, 

    

2017

    

2016

    

2017

    

2016

 

 

(Amounts in thousands)

 

 

(Amounts in thousands)

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

    

2023

    

2022

    

2023

    

2022

Restricted stock

$

1,540

$

1,201

$

3,154

$

2,356

Stock appreciation rights

212

360

417

692

Performance stock

183

847

993

1,478

Stock options

 

$

79

 

$

95

 

$

170

 

$

203

8

10

15

16

Stock appreciation rights

 

 

486

 

 

454

 

 

974

 

 

922

Restricted stock

 

 

888

 

 

829

 

 

2,314

 

 

2,203

Performance stock

 

 

568

 

 

921

 

 

937

 

 

3,115

Total stock-based compensation expense

 

$

2,021

 

$

2,299

 

$

4,395

 

$

6,443

$

1,943

$

2,418

$

4,579

$

4,542

Stock-based compensation expense is included within General and administrative expense in the consolidated statements of operations and comprehensive (loss) income.

9


Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

During the three and six months ended December 31, 2017, the CompanyJune 30, 2023 and 2022, we granted the following stock-based compensation awards:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

    

2023

    

2022

    

2023

    

2022

(Number of shares)

(Number of shares)

Performance stock (at maximum 200% attainment)

82,360

39,380

Restricted Stock

56,530

28,220

Total equity awards granted

138,890

67,600

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 

 

 

December 31, 

 

 

December 31, 

 

 

December 31, 

 

    

 

2017

    

 

2016

    

 

2017

    

 

2016

 

 

 

(Number of shares)

 

 

(Number of shares)

Stock options

 

 

 -

 

 

 -

 

 

6,858

 

 

7,200

Stock appreciation rights

 

 

 -

 

 

 -

 

 

71,262

 

 

63,340

Restricted stock

 

 

 -

 

 

 -

 

 

50,380

 

 

44,890

Performance stock

 

 

 -

 

 

 -

 

 

34,010

 

 

29,830

Total equity awards granted

 

 

 -

 

 

 -

 

 

162,510

 

 

145,260

12

Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

As of December 31, 2017,June 30, 2023, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

    

 

 

 

 

 

 

Unrecognized

    

Weighted-

 

 

 

 

 

 

 

compensation

 

average vesting

 

 

 

 

 

 

 

expense

    

period (years)

Stock options

 

 

 

 

 

 

 

$

397

 

 

1.8

Stock appreciation rights

 

 

 

 

 

 

 

 

3,189

 

 

2.1

    

Unrecognized

    

Weighted-

compensation

average vesting

expense

    

period (years)

Restricted stock

 

 

 

 

 

 

 

 

6,939

 

 

3.2

$

9,880

2.1

Performance stock

 

 

 

 

 

 

 

 

2,424

 

 

2.0

7,666

2.2

Stock appreciation rights

111

0.1

Stock options

4

0.1

6.7.    EARNINGS PER SHARE (“EPS”)

Basic earnings per common share wereEPS was computed using the weighted average number of shares of common stock outstanding during the period, considering the effect of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of earnings per shareEPS pursuant to the two-class method. The Company’sOur unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. The Company’sOur unexercised stock options,option awards, unexercised SSARsstock-settled stock appreciation rights and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings used to determine basic (loss) earnings per common shareEPS are reduced by an amount allocated to participating securities. Use of the two-class method has an immaterial impact on the calculation of basic and diluted (loss) earnings per common share.EPS.

The following tables summarizetable summarizes the effects of dilutive securities on diluted EPS for the period:periods shown below (amounts in thousands, except share data):

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

December 31, 

 

December 31, 

 

December 31, 

 

December 31, 

    

2017

    

2016

    

2017

    

2016

 

 

(in thousands, except per share data)

 

 

(in thousands, except per share data)

Net (loss) income available to Royal Gold common stockholders

 

$

 (14,765)

 

$

28,062

 

$

13,864

 

$

57,850

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

    

2023

    

2022

    

2023

    

2022

Net income attributable to Royal Gold common stockholders

$

63,449

$

71,140

$

127,324

$

136,816

Weighted-average shares for basic EPS

 

 

65,306,766

 

 

65,149,518

 

 

65,271,131

 

 

65,133,102

65,605,391

65,569,190

65,600,213

65,567,621

Effect of other dilutive securities

 

 

 -

 

 

103,691

 

 

189,299

 

 

131,035

157,512

109,130

135,815

94,032

Weighted-average shares for diluted EPS

 

 

65,306,766

 

 

65,253,209

 

 

65,460,430

 

 

65,264,137

65,762,903

65,678,320

65,736,028

65,661,653

Basic (loss) earnings per share

 

$

(0.23)

 

$

0.43

 

$

0.21

 

$

0.89

Diluted (loss) earnings per share

 

$

(0.23)

 

$

0.43

 

$

0.21

 

$

0.88

Basic EPS

$

0.97

$

1.08

$

1.94

$

2.08

Diluted EPS

$

0.97

$

1.08

$

1.93

$

2.08

10


Table of Contents8.    INCOME TAXES

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

The calculation of weighted average shares includes all of our outstanding common stock.  The Company intends to settlefollowing table provides the principal amount of the 2019 Notesincome tax expense (amounts in cash.  As a result, there will be no impact to diluted earnings per share unless the share price of the Company’s common stock exceeds the conversion price of $102.79.

7.    INCOME TAXES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

December 31, 

 

December 31, 

 

December 31, 

 

December 31, 

 

    

2017

    

2016

    

2017

    

2016

 

 

(Amounts in thousands, except rate)

 

(Amounts in thousands, except rate)

Income tax expense

 

$

(48,360)

 

$

(5,044)

 

$

(55,904)

 

$

(12,232)

Effective tax rate

 

 

148.5%

 

 

15.7%

 

 

83.9%

 

 

18.5%

The increase in thethousands) and effective tax raterates for the periods indicated:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

    

2023

    

2022

    

2023

    

2022

Income tax expense (benefit)

$

2,029

$

(5,911)

$

17,900

$

9,393

Effective tax rate

3.1%

(9.0%)

12.3%

6.4%

The effective tax rates for the three and six months ended December 31, 2017 is primarilyJune 30, 2023, and June 30, 2022, included discrete income tax benefits of $8.5 million and $18.8 million, respectively, attributable to the effects of recent U.S. tax legislation, as discussed below, and the effectsrelease of a non-cash functional currency election ($15.9 million expense) to file certain Canadian income tax returns in U.S. dollars.  Prior to the functional currency election,valuation allowance on certain deferred tax liabilities were measured on the difference between adjusted Canadian dollar acquisition cost and Canadian dollar tax basis.  These deferred tax liabilities were then marked-to market every quarter, for income tax expense (benefit) purposes, to account for changes in the Canadian dollar to U.S. dollar exchange rate.  Post-election, the applicable deferred tax liabilities will be measured on the difference between U.S. GAAP value and U.S. dollar tax basis, and eliminating volatility in the effective tax rate caused by this mark-to-market adjustment.assets, respectively.  

On December 22, 2017, H.R. 1, originally known as the Tax Cuts and Jobs Act (the “Act”), was enacted and is effective for tax years including January 1, 2018.  Certain other aspects of the Act are not effective for fiscal June 30 companies until July 1, 2018.

The Act, among other things, reduced the U.S. corporate income tax rate to 21% starting January 1, 2018.  As the Company is a fiscal year tax payer, we applied a blended U.S. federal income tax rate of approximately 28.1% for the fiscal year ending June 30, 2018.  The blended percentage was calculated on a pro-rata percentage of the number of days before and after January 1, 2018.  The Company’s U.S. federal corporate income tax rate will be 21% for the fiscal year commencing on July 1, 2018 and all future years.

ASC 740, Income Taxes, requires recognition of the effects of tax law changes in the period of enactment.  As a result, the Company recorded a net charge (expense) of $26.4 million during the three months ended December 31, 2017.  This amount, which is included in Income tax expense on our consolidated statements of operations and comprehensive (loss) income, consists of three components: (i) a $11.5 million charge relating to the one-time mandatory tax on the net accumulated post-1986 untaxed earnings and profits of the Company’s foreign subsidiaries, which we will elect to pay over an eight-year period, (ii) a $2.3 million benefit resulting from the re-measurement of the Company’s net deferred tax assets and liabilities, and (iii) a $17.2 million charge related to re-measurement of the U.S. income tax impacts resulting from foreign uncertain tax positions.

The net $26.4 million charge represents what the Company believes is a reasonable estimate of the impact of the Act.  As the net charge is based on currently available information and interpretations, which are continuing to evolve, all amounts should be considered provisional.  The Company will continue to analyze additional information and guidance related to the Act as supplemental legislation, regulatory guidance, or evolving technical interpretations become available.  The final impacts may differ from the recorded amounts as of December 31, 2017 and the Company will continue to refine such amounts within the measurement period provided by Staff Accounting Bulletin No. 118.  The Company expects to complete its analysis no later than the second quarter of fiscal year 2019. 

11


13

Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

8.9.    SEGMENT INFORMATION

The Company manages itsWe manage our business under two reportable segments, consisting of the acquisition and management of stream interests and the acquisition and management of royalty interests. Royal Gold’sOur long-lived assets (stream and royalty interests, net) are geographically distributed as shown in the following table:table (amounts in thousands):

As of June 30, 2023

As of December 31, 2022

Total stream

Total stream

Stream

Royalty

and royalty

Stream

Royalty

and royalty

  

interest

  

interest

  

interests, net

  

interest

  

interest

  

interests, net

Canada

$

484,602

$

616,920

$

1,101,522

$

511,957

$

620,549

$

1,132,506

Dominican Republic

314,998

314,998

320,867

320,867

Africa

280,517

321

280,838

299,722

321

300,043

Chile

230,421

224,116

454,537

236,312

224,116

460,428

United States

810,487

810,487

823,203

823,203

Mexico

45,703

45,703

50,156

50,156

Australia

21,743

21,743

22,120

22,120

Rest of world

99,095

26,638

125,733

101,440

26,639

128,079

Total

$

1,409,633

$

1,745,928

$

3,155,561

$

1,470,298

$

1,767,104

$

3,237,402

Our reportable segments for purposes of assessing performance are shown below (amounts in thousands):

Three Months Ended June 30, 2023

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

106,015

$

23,367

$

$

29,352

$

53,296

Royalty interests

38,027

1,274

8,945

27,808

Total

$

144,042

$

23,367

$

1,274

$

38,297

$

81,104

Three Months Ended June 30, 2022

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

104,879

$

23,810

$

$

37,790

$

43,279

Royalty interests

41,562

1,425

6,075

34,062

Total

$

146,441

$

23,810

$

1,425

$

43,865

$

77,341

Six Months Ended June 30, 2023

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

221,005

$

48,387

$

$

63,104

$

109,514

Royalty interests

93,429

3,263

21,408

68,758

Total

$

314,434

$

48,387

$

3,263

$

84,512

$

178,272

Six Months Ended June 30, 2022

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

210,130

$

46,450

$

$

74,169

$

89,511

Royalty interests

98,666

3,646

17,561

77,459

Total

$

308,796

$

46,450

$

3,646

$

91,730

$

166,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2017

 

As of June 30, 2017

 

    

Stream interest

    

Royalty interest

    

Total stream
and royalty
interests, net

    

Stream interest

    

Royalty
interest

    

Total stream
and royalty
interests, net

Canada

 

$

836,129

 

$

218,683

 

$

1,054,812

 

$

852,035

 

$

221,618

 

$

1,073,653

Dominican Republic

 

 

517,203

 

 

 —

 

 

517,203

 

 

543,256

 

 

 —

 

 

543,256

Chile

 

 

336,854

 

 

453,369

 

 

790,223

 

 

348,778

 

 

453,369

 

 

802,147

Africa

 

 

112,029

 

 

525

 

 

112,554

 

 

123,760

 

 

572

 

 

124,332

Mexico

 

 

 —

 

 

99,769

 

 

99,769

 

 

 —

 

 

105,889

 

 

105,889

United States

 

 

 —

 

 

166,115

 

 

166,115

 

 

 —

 

 

168,378

 

 

168,378

Australia

 

 

 —

 

 

35,780

 

 

35,780

 

 

 —

 

 

37,409

 

 

37,409

Other

 

 

12,030

 

 

22,130

 

 

34,160

 

 

12,030

 

 

25,162

 

 

37,192

Total

 

$

1,814,245

 

$

996,371

 

$

2,810,616

 

$

1,879,859

 

$

1,012,397

 

$

2,892,256

(1)Excludes depreciation, depletion and amortization.

(2)Depletion amounts are included within Depreciation, depletion and amortization on our consolidated statements of operations and comprehensive income.

14

Table of Contents

The Company’s revenue, costROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

A reconciliation of sales and nettotal segment gross profit to the consolidated Income before income taxes is shown below (amounts in thousands):

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

   

2023

   

2022

   

2023

   

2022

Total segment gross profit

$

81,104

$

77,341

$

178,272

$

166,970

Costs and expenses

General and administrative expenses

9,093

9,312

20,093

18,243

Depreciation and amortization

115

124

229

246

Operating income

71,896

67,905

157,950

148,481

Fair value changes in equity securities

(509)

(2,191)

291

(1,577)

Interest and other income

2,650

1,118

4,912

2,093

Interest and other expense

(8,408)

(1,398)

(17,582)

(2,296)

Income before income taxes

$

65,629

$

65,434

$

145,571

$

146,701

Our revenue by reportable segment for the three and six months ended December 31, 2017June 30, 2023 and 2016,2022 is geographically distributed as shown in the following table:table (amounts in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31, 2017

 

Three Months Ended December 31, 2016

    

Revenue

    

Cost of sales

    

Net revenue

    

Revenue

    

Cost of sales

    

Net revenue

Streams:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

Six Months Ended

June 30, 

June 30, 

June 30, 

June 30, 

    

2023

    

2022

   

2023

   

2022

Stream interests:

Canada

 

$

22,702

 

$

6,624

 

$

16,078

 

$

31,664

 

$

11,181

 

$

20,483

$

50,848

$

54,591

$

107,829

$

106,077

Dominican Republic

 

 

26,355

 

 

8,198

 

 

18,157

 

 

26,437

 

 

8,547

 

 

17,890

23,540

19,812

45,899

43,076

Africa

18,763

14,540

36,301

25,375

Chile

 

 

21,601

 

 

3,297

 

 

18,304

 

 

10,985

 

 

1,746

 

 

9,239

7,823

11,721

20,757

27,395

Rest of world

5,041

4,215

10,219

8,207

Total stream interests

$

106,015

$

104,879

$

221,005

$

210,130

Royalty interests:

United States

$

23,265

$

16,845

$

56,845

$

41,202

Mexico

8,155

11,940

17,449

27,821

Australia

5,081

4,040

9,180

8,086

Canada

(97)

5,773

6,495

16,551

Africa

 

 

8,629

 

 

1,744

 

 

6,885

 

 

4,921

 

 

1,028

 

 

3,893

114

430

Total streams

 

$

79,287

 

$

19,863

 

$

59,424

 

$

74,007

 

$

22,502

 

$

51,505

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Royalties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mexico

 

$

10,854

 

$

 —

 

$

10,854

 

$

11,530

 

$

 —

 

$

11,530

United States

 

 

12,298

 

 

 —

 

 

12,298

 

 

9,407

 

 

 —

 

 

9,407

Canada

 

 

5,396

 

 

 —

 

 

5,396

 

 

5,682

 

 

 —

 

 

5,682

Australia

 

 

3,227

 

 

 —

 

 

3,227

 

 

3,230

 

 

 —

 

 

3,230

Africa

 

 

585

 

 

 —

 

 

585

 

 

764

 

 

 —

 

 

764

Other

 

 

2,701

 

 

 —

 

 

2,701

 

 

2,341

 

 

 —

 

 

2,341

Total royalties

 

$

35,061

 

$

 —

 

$

35,061

 

$

32,954

 

$

 —

 

$

32,954

Total streams and royalties

 

$

114,348

 

$

19,863

 

$

94,485

 

$

106,961

 

$

22,502

 

$

84,459

Rest of world

1,623

2,850

3,460

4,576

Total royalty interests

$

38,027

$

41,562

$

93,429

$

98,666

Total revenue

$

144,042

$

146,441

$

314,434

$

308,796

12


Table of Contents

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended December 31, 2017

 

Six Months Ended December 31, 2016

 

    

Revenue

    

Cost of sales

    

Net revenue

    

Revenue

    

Cost of sales

    

Net revenue

Streams:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Canada

 

$

54,654

 

$

15,847

 

$

38,807

 

$

70,050

 

$

23,758

 

$

46,292

Dominican Republic

 

 

51,758

 

 

15,785

 

 

35,973

 

 

47,387

 

 

14,443

 

 

32,944

Chile

 

 

33,938

 

 

5,109

 

 

28,829

 

 

31,154

 

 

4,744

 

 

26,410

Africa

 

 

17,699

 

 

3,541

 

 

14,158

 

 

10,920

 

 

2,218

 

 

8,702

Total streams

 

$

158,049

 

$

40,282

 

$

117,767

 

$

159,511

 

$

45,163

 

$

114,348

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Royalties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mexico

 

$

21,751

 

$

 —

 

$

21,751

 

$

21,127

 

$

 —

 

$

21,127

United States

 

 

22,727

 

 

 —

 

 

22,727

 

 

19,113

 

 

 —

 

 

19,113

Canada

 

 

11,488

 

 

 —

 

 

11,488

 

 

11,870

 

 

 —

 

 

11,870

Australia

 

 

6,548

 

 

 —

 

 

6,548

 

 

6,692

 

 

 —

 

 

6,692

Africa

 

 

1,047

 

 

 —

 

 

1,047

 

 

1,588

 

 

 —

 

 

1,588

Chile

 

 

 —

 

 

 —

 

 

 —

 

 

950

 

 

 —

 

 

950

Other

 

 

5,214

 

 

 —

 

 

5,214

 

 

4,058

 

 

 —

 

 

4,058

Total royalties

 

$

68,775

 

$

 —

 

$

68,775

 

$

65,398

 

$

 —

 

$

65,398

Total streams and royalties

 

$

226,824

 

$

40,282

 

$

186,542

 

$

224,909

 

$

45,163

 

$

179,746

9.10.  FAIR VALUE MEASUREMENTS

FASB Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures (“ASC 820”) establishesvalue is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, we utilize a three-tier fair value hierarchy, thatwhich prioritizes the inputs to valuation techniques used to measure fair value.  The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).  The three levels of themeasuring fair value hierarchy under ASC 820 are described below:as follows:

Level 1:   Quoted prices for identical instruments in active markets;

Level 2:   Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Level 3:   Prices or valuation techniques requiring inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

The following table sets forth the Company’sour financial assets measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy.

As of June 30, 2023

Fair Value

    

Carrying Value

    

Total

    

Level 1

    

Level 2

    

Level 3

Assets (amounts in thousands):

Marketable equity securities(1)

$

547

$

547

$

11

$

536

$

As of December 31, 2022

Fair Value

    

Carrying Value

    

Total

    

Level 1

    

Level 2

    

Level 3

Assets (amounts in thousands):

Marketable equity securities(1)

$

373

$

373

$

121

$

252

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2017

 

 

Carrying

 

Fair Value

 

    

Amount

    

Total

    

Level 1

    

Level 2

    

Level 3

Assets (In thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketable equity securities(1)

 

$

3,450

 

$

3,450

 

$

3,450

 

$

 —

 

$

 —

Total assets

 

 

 

 

$

3,450

 

$

3,450

 

$

 —

 

$

 —

Liabilities (In thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt(2)

 

$

427,890

 

$

401,309

 

$

401,309

 

$

 —

 

$

 —

Total liabilities

 

 

 

 

$

401,309

 

$

401,309

 

$

 —

 

$

 —


(1)

Included in Other assets on the Company’s consolidated balance sheets.

(2)

Included in the carrying amount is the equity component of our 2019 Notes in the amount of $77 million, which is included within Additional paid-in capital on the Company’s consolidated balance sheets.

13


(1) Included in Other assets on our consolidated balance sheets.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

The Company’sOur marketable equity securities classified within Level 1 of the fair value hierarchy are valued using quoted market prices in active markets.  The fair value of the Level 1 marketable equity securities is calculated as the quoted market price of the marketable equity securitymarkets multiplied by the quantity of shares held by the Company.held.  The TriStar Gold Inc. warrants that were part of the term loan funded to a subsidiary of Golden Star Resources Ltd. (“Golden Star”) in July 2015 were exercised during the quarter ended September 30, 2017.  The warrants had been(Note 3) classified within Level 2 of the fair value hierarchy as of June 30, 2017.  The fair value ofare model-derived (Black-Scholes) valuations in which the Golden Star common shares received by the Company upon exercise of the warrantssignificant inputs are classified within Level 1 of the fair value hierarchy as of September 30, 2017.  The Company sold all of the common shares of Golden Star received upon exercise of the warrantsobservable in October 2017.  The Company’s debt classified within Level 1 of the fair value hierarchy is valued using quoted prices in an active market.markets. The carrying value of the Company’sour revolving credit facility (Note 3)4) approximates fair value as of December 31, 2017.June 30, 2023.

As of December 31, 2017, the Company alsoJune 30, 2023, we had assets that, under certain conditions, are subject to measurement at fair value on a non-recurring basis like those associated with stream and royalty interests, intangible assets and other long-lived assets. For these assets, measurement at fair value in periods subsequent to their initial recognition is applicable if any of these assets are determined to be impaired. If recognition of these assets at their fair value becomes necessary, such measurements will be determined utilizing Level 3 inputs.  

10.

11.  COMMITMENTS AND CONTINGENCIES

Xavantina Exploration Payment

On April 20, 2023, we made a $2.4 million advance payment to a subsidiary of Ero Copper Corp. (“Ero”) as part of our commitment to support the achievement of success-based targets related to regional exploration and mineral resource additions. This payment was recorded to exploration stage stream interests within Stream and royalty interests, net on our consolidated balance sheets as of June 30, 2023. Advance payments of $4.4 million remain if Ero meets certain success-based targets related to regional exploration and mineral resource additions through calendar 2024. Refer to Note 3 of our 2022 10-K for further information on the Xavantina (formerly referred to as NX Gold) Gold Stream Acquisition.

Ilovica Gold Stream Acquisition

As of December 31, 2017, the Company’sJune 30, 2023, our conditional funding schedule forof $163.75 million, related to itsas part of the Ilovica gold stream acquisition madeentered into in October 2014, remains subject to certain conditions.

Voisey’s Bay

The Company indirectly owns a royalty on the Voisey’s Bay mine in Newfoundland and Labrador owned by Vale Newfoundland & Labrador Limited (“VNL”).  The royalty is directly owned by the Labrador Nickel Royalty Limited Partnership (“LNRLP”), in which the Company’s wholly-owned indirect subsidiary, Voisey’s Bay Holding Corporation, is the general partner and 90% owner.  The remaining 10% interest in LNRLP is owned by Altius Royalty Corporation, a company unrelated to Royal Gold.

On October 6, 2017, LNRLP filed a Fresh as Amended Statement of Claim, amending the original October 16, 2009 Statement of Claim and amendments thereto made in December 2014, in the Supreme Court of Newfoundland and Labrador Trial Division against Vale Inco Limited, now known as Vale Canada Limited, and its wholly-owned subsidiaries, Vale Inco Atlantic Sales Limited and VNL, related to calculation of the NSR on the sale of concentrates, including nickel concentrates, from the Voisey’s Bay mine.  LNRLP asserts that the defendants have incorrectly calculated the NSR since production at Voisey’s Bay began in late 2005, and since defendants began processing Voisey’s Bay concentrates at the new Long Harbour processing facility, and that the defendants have breached their contractual duties of good faith in several ways.  LNRLP requests an order in respect of the correct calculation of future payments, and unspecified damages for non-payment and underpayment of past royalties to the date of the claim, together with additional damages until the date of trial, interest, costs and other damages.  The litigation is in the discovery phase, and trial is expected to commence in the second half of calendar 2018.

11.SUBSEQUENT EVENT

On January 18, 2018 Barrick reported that it is analyzing a revised sanction related to the Pascua-Lama project issued by Chile’s Superintendencia del Medio Ambiente (“SMA”) on January 17, 2018.  The sanction is part of a re-evaluation process ordered by Chile’s Environmental Court in 2014 and relates to historical compliance matters at the Pascua-Lama project.  According to Barrick, the SMA has not revoked Pascua-Lama’s environmental permit, but has ordered the closure of existing facilities on the Chilean side of the project, in addition to certain monitoring activities.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Barrick also reported that closure of existing surface facilities in Chile is consistent with its plan to advance a prefeasibility study for underground mining operations at Pascua-Lama, which would address a number of community concerns by reducing the overall environmental impact of the project.  Barrick reported that it is currently undertaking a number of optimization studies in order to complete the prefeasibility study.

On February 6, 2018, in light of the SMA order to close surface facilities in Chile, and current plans to evaluate an underground mine, Barrick announced it is reclassifying Pascua-Lama’s proven and probable gold reserves of approximately 14 million ounces, which are based on an open pit mine plan, as mineralized material.  Barrick reported that it will include further details in its year-end results release on February 14, 2018 and an update on the Pascua-Lama project at its February 22, 2018 Investor Day. 

The Company owns a 0.78% to 5.45% sliding-scale net smelter return (“NSR”) gold royalty and a 1.09% NSR copper royalty on the Pascua-Lama project.  Our royalty interests are applicable to all gold and copper production from the portion of the Pascua-Lama project lying on the Chilean side of the border.  The Company’s carrying value for its royalty interests at Pascua-Lama is approximately $416.8 million as of December 31, 2017. 

The Company routinely assesses whether impairment indicators are present for its long-lived assets.  A significant reduction in reserves or mineralized material is an indicator of potential impairment.  As part of our fiscal 2018 third quarter procedures, we will be evaluating Barrick’s reserves reclassification to assess the recoverability of our carrying value at Pascua-Lama.  The Company will also consider further updates from Barrick, including those expected on February 14 and February 22, 2018, as part of our recoverability analysis.  Upon completion of our process, the Company may determine an impairment is necessary.

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ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General Presentation

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide information to assist you in better understanding and evaluating ourthe financial condition and results of operations.operations of Royal Gold, Inc. (“Royal Gold”, the “Company”, “we”, “us”, or “our”), recommends that youGold.  You should read this MD&A in conjunction with our consolidated financial statements included in Item 1 of this Quarterly Report on Form 10-Q, as well as the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2017December 31, 2022, filed with the Securities and Exchange Commission (the “SEC”(“SEC”) on August 10, 2017.February 16, 2023 (“2022 10-K”).

This MD&A contains forward-looking information. You should review our important note about forward-looking statements following this MD&A.

We refer to “GSR,” “NSR,” “NVR,” “metaldo not own, develop, or mine the properties on which we hold stream (or “stream”)” and other types ofor royalty or similar interests throughout this MD&A.  These terms are defined in our Fiscal 2017 10-K.

Statement Regarding Third Party Information

interests. Certain information provided in this report,Quarterly Report on Form 10-Q about operating properties in which we hold interests, including the Operator’s Production Estimates by Streaminformation about mineral resources and Royalty Interest for Calendar 2017reserves, historical production, production estimates, property descriptions, and Property Developments, has beenproperty developments, was provided to us by the operators of those properties where we own interests or is publicly available information filed by these operators with applicable securities regulatory bodies, including the SEC. Royal Gold hasWe have not verified, and isare not in a position to verify, and expressly disclaimsdisclaim any responsibility for the accuracy, completeness, or fairness of, suchthis third-party information and refersrefer the reader to the public reports filed by the operators for information regarding those properties.

Overview

Unless the context otherwise requires, references to “Royal Gold,” the “Company,” “we,” “us,” and “our” refer to Royal Gold, together withInc. and its subsidiaries, is engaged in the businessconsolidated subsidiaries.

Overview of acquiringOur Business

We acquire and managingmanage precious metal streams, royalties, and similar interests. We seek to acquire existing stream and royalty interests or to finance projects that are in production or in the development stage in exchange for stream or royalty interests.

We manage our business under two segments:

Acquisition and Management of Stream Interests — A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement. As of June 30, 2023, we owned nine stream interests, which are on eight producing properties and one development stage property. Stream interests accounted for approximately 74% and 70% of our total revenue for the three and six months ended June 30, 2023, respectively, and 72% and 68% for the three and six months ended June 30, 2022, respectively. We expect stream interests to continue representing a significant portion of our total revenue.

Acquisition and Management of Stream Interests — A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement.  As of December 31, 2017, we owned stream interests on five producing properties and one development stage property.  Stream interests accounted for approximately 69% and 70%, respectively, of our total revenue for the three and six months ended December 31, 2017 and 69% and 71%, respectively, of our total revenue for the three and six months ended December 31, 2016.  We expect stream interests to continue representing a significant proportion of our total revenue.

Acquisition and Management of Royalty Interests — Royalties are non-operating interests in mining projects that provide the right to revenue or metals produced from the project after deducting specified costs, if any. As of June 30, 2023, we owned royalty interests on 32 producing properties, 19 development stage properties and 121 exploration stage properties, of which we consider 52 to be evaluation stage projects. We use “evaluation stage” to describe exploration stage properties that contain mineral resources and on which operators are engaged in the search for mineral reserves. Royalty interests accounted for 26% and 30% of our total revenue for the three and six months ended June 30, 2023, respectively, and 28% and 32% for the three and six months ended June 30, 2022, respectively.

 

Acquisition and Management of Royalty Interests — Royalties are non-operating interests in mining projects that provide the right to revenue or metals produced from the project after deducting specified costs, if any.  As of December 31, 2017, we owned royalty interests on 34 producing properties, 22 development stage properties and 133 exploration stage properties, of which we consider 51 to be evaluation stage projects.  We use “evaluation stage” to describe exploration stage properties that contain mineralized material and on which operators are engaged in the search for reserves.  Royalties accounted for approximately 31% and 30%, respectively, of our total revenue for the three and six months ended December 31, 2017 and 31% and 29%, respectively, of our total revenue for the three and six months ended December 31, 2016.

We do not conduct mining operations on the properties in which we hold stream and royalty interests, and except for our interest in the Peak Gold, LLC joint venture (“Peak Gold JV”), we generally are not required to contribute to capital costs, exploration costs, environmental costs or other operating costs on those properties.

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Table of Contents

In the ordinary course of business, we engage in a continual review ofWe are continually reviewing opportunities to acquiregrow our portfolio, whether through the creation or acquisition of new or existing stream andor royalty interests to establish new streams on operating mines, to create new stream and royalty interests through the financing of mine development or exploration, or to acquire companies that hold stream and royalty interests.other acquisition activity. We currently, and generally at any time, have acquisition opportunities in various stages of activereview. Our review including,process may include, for example, our engagement ofengaging consultants and advisors to analyze particular opportunities,an opportunity; analysis of technical, financial, legal, environmental, social, governance and other confidential information regarding an opportunity; submission of indications of interest and term sheets,sheets; participation in preliminary discussions and negotiationsnegotiations; and involvement as a bidder in competitive processes.

Business Trends and Uncertainties

Metal Prices

Our financial results are primarily tied to the price of gold, and, to a lesser extent, the price of silver and copper, together with the amounts of production from our producing stage stream and royalty interests.  The price of gold, silver, copper, and other metals hasmetals. Metal prices have fluctuated widely in recent years.years and we expect this volatility to continue. The marketability and the price of metals are influenced by numerous factors beyond theour control, of the Company and significant declineschanges in the price of gold, silver or copper couldmetal prices can have a material and adverse effect on the Company’s results of operations and financial condition.our revenue.

For the three and six months ended December 31, 2017June 30, 2023 and 2016, gold, silver2022, average metal prices and copper price averages and percentagepercentages of revenue by metal were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

December 31, 2016

Three Months Ended

Six Months Ended

June 30, 2023

June 30, 2022

June 30, 2023

June 30, 2022

Metal

    

Average
Price

    

Percentage of Revenue

    

Average
Price

    

Percentage
of Revenue

    

Average
Price

    

Percentage of Revenue

    

Average
Price

    

Percentage
of Revenue

    

Average
Price

Percentage
of Revenue

Average
Price

Percentage
of Revenue

Average
Price

Percentage
of Revenue

Average
Price

Percentage
of Revenue

Gold ($/ounce)(1)

 

$

1,275

 

79%

 

$

1,222

 

84%

 

$

1,277

 

78%

 

$

1,280

 

86%

$

1,976

77%

$

1,871

71%

$

1,932

74%

$

1,874

71%

Silver ($/ounce)(1)

 

$

16.73

 

9%

 

$

17.19

 

11%

 

$

16.78

 

9%

 

$

18.42

 

9%

$

24.13

15%

$

22.60

10%

$

23.31

14%

$

23.32

10%

Copper ($/pound)(2)

 

$

3.09

 

9%

 

$

2.39

 

3%

 

$

2.98

 

9%

 

$

2.28

 

3%

$

3.84

6%

$

4.31

14%

$

3.95

10%

$

4.43

14%

Other

 

 

N/A

 

3%

 

 

N/A

 

2%

 

 

N/A

 

4%

 

 

N/A

 

2%

N/A

2%

N/A

5%

N/A

2%

N/A

5%

Recent Business Developments(1)    Based on the average U.S. dollars London Bullion Market Association PM fixing price for gold and daily fixing price           for silver, as applicable.

(2)    Based on the average U.S. dollars London Metals Exchange settlement price for copper.

U.S. Tax Legislation

Agreement to Acquire Royalty Interests on the Producing Santa Rita and Serrote Mines

On December 22, 2017, H.R.June 12, 2023, we announced that we entered into a binding commitment letter with ACG Acquisition Company to acquire new royalty interests on the producing Serrote and Santa Rita mines in Brazil for total cash consideration of $250 million, subject to satisfaction of certain conditions, including negotiation and execution of definitive documentation.

Based on current metal prices, we expect to fund the $250 million purchase price with approximately $50 million of available cash resources and approximately $200 million from a draw on our revolving credit facility.

Gold/Platinum/Palladium Royalties

At closing, we expect to pay cash consideration of $215 million in return for:

A gross smelter return royalty of 85% of the payable gold from the Serrote mine until the achievement of a royalty revenue threshold of $250 million from this royalty, and 45% thereafter; and,
A gross smelter return royalty of 64 ounces of gold, 135 ounces of platinum and 100 ounces of palladium for each 1 million pounds of payable nickel produced from the Santa Rita mine until the achievement of a royalty revenue threshold of $100 million from this royalty, at which point the royalty on gold will continue and the royalty on platinum and palladium will terminate.

Royalty revenue will be determined using fixed payabilities of 93% for gold at the Serrote mine and 86% for nickel at the Santa Rita mine. The royalties will have an economic effective date of May 1, originally known as2023, and there will be no deductions applicable to the Tax Cutsroyalty payments.

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Table of Contents

Copper/Nickel Royalty

At closing, we expect to pay cash consideration of $35 million in return for a gross smelter return royalty on total payable copper and Jobs Act (the “Act”), was enactednickel production from the Serrote and isSanta Rita mines at a rate of 0.50% during 2023 and 2024, 0.75% during 2025 and 1.10% thereafter until the achievement of a royalty revenue threshold of $90 million from this royalty, and 0.55% thereafter.

Royalty revenue will be determined using fixed payabilities of 97% for copper at the Serrote mine, and 86% for nickel and 72% for copper at the Santa Rita mine. The royalty will have an economic effective for tax years including Januarydate of May 1, 2018.  The effects2023, and there will be no deductions applicable to the royalty payments.

ESG Contribution

We will make a financial commitment of 0.25% of the Act are recognized inannual royalty payments received to support programs benefiting the periodcommunities within the area of enactment, or the period ending December 31, 2017.  Certain other aspectsinfluence of each of the Act are not effective for fiscal June 30 companies until July 1, 2018.Serrote and Santa Rita mines.

The Act, among other things, reduced the U.S. corporate income tax rateConditions to 21% starting January 1, 2018.  As a United States domiciled company, we expect that the Act will have a positive long-term impact on Royal Gold’s future financial results through the reduction in the U.S. corporate tax rate from 35% to 21% and by allowing us to efficiently repatriate future earnings from our foreign subsidiaries. As the Company is a fiscal year tax payer, we applied a blended U.S. federal income tax rate of approximately 28.1% for the fiscal year ending June 30, 2018.  The blended percentage was calculated on a pro-rata percentageClosing

Closing of the numberproposed acquisition of days before and after January 1, 2018.  The Company’s U.S. statutory federal corporate income tax ratethe royalties will be 21% forconditional on the fiscal year commencing on July 1, 2018 and all future years.  We estimate that our effective tax rate in the second half of fiscal 2018 will be between 17% and 23%.

As a resultsuccessful completion of the Act,ACG transaction with Appian, a minimum working capital position for ACG at closing, and other closing conditions that are standard for transactions of this nature, including the Company recorded a net charge (expense)negotiation and execution of $26.4 million duringdefinitive royalty and security agreements with ACG and an intercreditor agreement with the three months ended December 31, 2017.  This amount, which is included in Income tax expense on our consolidated statements of operations and comprehensive (loss) income, consists of three components: (i) a $11.5 million charge relating to the one-time mandatory tax on the net accumulated post-1986 untaxed earnings and profitssenior lenders.

Timing

Closing of the Company’s foreign subsidiaries, which we will elect to pay over an eight-year period, (ii) a $2.3 million benefit resulting from the re-measurementproposed acquisition of the Company’s net deferred tax assets and liabilities, and (iii)royalties could occur within the coming weeks after completion of all conditions to closing.  

Xavantina Exploration Payment

On April 20, 2023, we made a $17.2$2.4 million chargeadvance payment to a subsidiary of Ero Gold Corporation (“Ero”) as part of our commitment to support the achievement of success-based targets related to re-measurementregional exploration and mineral resource additions. Advance payments of the U.S. income tax impacts resulting from foreign uncertain tax positions.$4.4 million remain if Ero meets certain success-based targets related to regional exploration and mineral resource additions through calendar 2024. Refer to Note 73 of our notes to consolidated financial statements2022 10-K for further discussioninformation on the income tax accounting considerations for the Act.Xavantina (formerly referred to as NX Gold) Gold Stream Acquisition.

PrincipalOperators’ Production Estimates by Stream and Royalty InterestsInterest for Calendar 2023

We generally receive annual production estimates from many of the operators of the producing mines in which we own a stream or royalty interest during the first quarter of each calendar year. In some instances, an operator may revise its original calendar year guidance throughout the year. The Company considers both historical and future potential revenues in determining which stream and royalty interests infollowing table shows current production estimates for calendar 2023, as well as actual production through June 30, 2023 (except as otherwise noted), for our portfolio are principal properties as reported to our business.  Estimated future potential revenues from both producing and developmentus by the operators.

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Table of Contents

properties are based on a number of factors, including reserves subject to our streamOperators’ Estimated and royalty interests, production estimates, feasibility studies, metal price assumptions, mine life, legal statusActual Production by Stream and other factors and assumptions, any of which could change and could cause the Company to conclude that one or more of such stream and royalty interests are no longer principal to our business.  Currently, our principal producing and development stream and royalty interests are listed alphabetically in the following tables.

Please refer to our Fiscal 2017 10-KRoyalty Interest for further discussion of our principal producing and development stream and royalty interests.

Calendar 2023

Principal Producing Properties

Calendar Year 2023 Operator’s Production

Calendar Year 2023 Operator’s Production

Estimate(1)

Actual(2)

Gold

Silver

Base Metals

Gold

Silver

Base Metals

Stream/Royalty

(oz.)

(oz.)

(lbs.)

(oz.)

(oz.)

(lbs.)

Stream:

Andacollo(3)

  

22,000 - 27,000

12,100

Mount Milligan(4)

160,000 - 170,000

74,300

Copper

60 - 70 Million

27.1 Million

Pueblo Viejo(5)

470,000 - 520,000

N/A

166,000

N/A

Khoemacau(6)

1.5 - 1.7 Million

0.8 Million

Royalty:

Cortez(7)

940,000 - 1,060,000

407,000

Peñasquito(8)

N/A

N/A

123,000

13.8 Million

Lead

 

  

 

  

 

N/A

86 Million

Zinc

 

  

 

  

 

Stream or royalty interestsN/A

Mine

 

Location

Operator

(Gold unless otherwise stated)

Andacollo

Region IV, Chile

Compañía Minera Teck Carmen de Andacollo (“Teck”)

Gold stream - 100% of gold produced (until 900,000 ounces delivered; 50% thereafter)

Cortez

Nevada, USA

Barrick Gold Corporation ("Barrick")

GSR1: 0.40% to 5.0% sliding-scale GSR

GSR2: 0.40% to 5.0% sliding-scale GSR

GSR3: 0.71% GSR

NVR1: 4.91% NVR; 4.52% NVR (Crossroads)

Mount Milligan

British Columbia, Canada

Centerra Gold Inc. ("Centerra")

Gold stream - 35.00% of payable gold

Copper stream - 18.75% of payable copper

Peñasquito

Zacatecas, Mexico

Goldcorp Inc. (“Goldcorp”)

2.0% NSR (gold, silver, lead, zinc)

Pueblo Viejo

Sanchez Ramirez, Dominican Republic

Barrick (60%)

Gold stream - 7.5% of gold produced (until 990,000 ounces delivered; 3.75% thereafter)

Silver stream - 75% of silver produced (until 50.0 million ounces delivered; 37.5% thereafter)

Rainy River(1)

Ontario, Canada

New Gold, Inc. (“New Gold”)

Gold stream - 6.5% of gold produced (until 230,000 ounces delivered; 3.25% thereafter)

Silver stream - 60% of silver produced (until 3.1 million ounces delivered; 30% thereafter)

Wassa and Prestea(2)

Western Region of Ghana

Golden Star Resources Ltd. (“Golden Star”)

Gold stream - 9.25% of gold produced180 Million


(1)

(1)

New Gold announced commercial production at Rainy River in October 2017.  The Company reclassified the Rainy River stream interest to production stage from development stage during the three months ended December 31, 2017.

(2)

Gold stream percentage increased to 10.5% effective January 1, 2018.

Principal Development Stage Properties

Stream or royalty interests

Mine

Location

Operator

(Gold unless otherwise stated)

Pascua-Lama

Region III, Chile

Barrick

0.78% to 5.45% sliding-scale NSR

1.09% fixed rate royalty (copper)

Operators’ Production Estimates by Stream and Royalty Interest for Calendar 2017

We received annual production estimates from many of the operators of our producing mines during the first calendar quarter of 2017.  The following table shows such production estimates for our principal producing properties for calendar 2017 as well as the actual production reported to us by the various operators through December 31, 2017.  The estimates and production reports are prepared by the operators of the mining properties.  We do not participate in the preparation or

18


calculation of the operators’ estimates or production reports and have not independently assessed or verified, and disclaim all responsibility for, the accuracy of such information.  Please refer to “Property Developments” below within this MD&A for further discussion on our principal producing and development stage properties.

Operators’ Estimated and Actual Production by Stream and Royalty Interest for Calendar 2017

Principal Producing Properties 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Calendar 2017 Operator’s Production Estimate

 

Calendar 2017 Operator’s Production

 

 

Estimate(1)

 

Actual(2)

 

 

Gold

 

Silver

 

Base Metals

 

Gold

 

Silver

 

Base Metals

Stream/Royalty

    

(oz.)

    

(oz.)

    

(lbs.)

    

(oz.)

    

(oz.)

    

(lbs.)

Stream:

 

 

 

 

 

 

 

 

 

 

 

 

Andacollo(3)

    

61,600

    

 

    

 

    

54,500

    

 

    

 

Mount Milligan(4)

 

235,000 - 255,000

 

 

 

55 - 65 million

 

164,000

 

 

 

41.3 million

Pueblo Viejo(5)

 

635,000 - 650,000

 

Not provided

 

 

 

468,000

 

Not provided

 

 

Wassa and Prestea

 

255,000 - 280,000

 

 

 

 

 

267,600

 

 

 

 

Royalty:

 

 

 

 

 

 

 

 

 

 

 

 

Cortez GSR1

 

102,200

 

 

 

 

 

81,800

 

 

 

 

Cortez GSR2

 

1,600

 

 

 

 

 

1,000

 

 

 

 

Cortez GSR3

 

103,800

 

 

 

 

 

82,800

 

 

 

 

Cortez NVR1

 

63,900

 

 

 

 

 

43,800

 

 

 

 

Peñasquito(6)

 

410,000

 

Not provided

 

 

 

393,000

 

16.0 million

 

 

Lead

 

  

 

  

 

125 million

 

 

 

 

 

96.8 million

Zinc

 

  

 

  

 

325 million

 

 

 

 

 

263.2 million


(1)

Production estimates received from our operators are for calendar 2017.  Please refer to our cautionary statement regarding third party information at the beginning of this MD&A.2023. There can be no assurance that production estimates received from ourthe operators will be achieved. Please also referOur stream interests can be affected by several factors that make it difficult to calculate our revenue for a period from the operator’s actual or estimated production for that same period. These factors include the timing of the operator’s concentrate shipments, the delivery of metal to us and the subsequent sale of the delivered metal. These factors do not typically affect our stream interests on operations that produce doré or our royalty interests. Refer to our cautionary language regarding forward-looking statements following this MD&A,included herein, as well as the Risk Factors identified in Part I, Item 1A, of our Fiscal 20172022 10-K for information regarding factors that could affect actual results.

(2)

(2)

Actual production figures shown are from ourthe operators and cover the period from January 1, 20172023, through December 31, 2017,June 30, 2023, unless otherwise noted.

noted in footnotes to this table. Such amounts may differ from our reported revenue and production and are not reduced to show the production attributable to our interests.

(3)

(3)

The estimated and actual production figures shown for Andacollo are contained gold in concentrate.

Deliveries to us are determined using a fixed gold payability factor of 89%.

(4)

(4)

The estimated and actual production figures shown for Mount Milligan are payable gold and copper in concentrate.  Actual production shown is for the nine months ended September 30, 2017.  Full calendar year 2017 information was not available from the operator as of the date of this report.

(5)

(5)

The estimated and actual production figures shown for Pueblo Viejo are payable gold in doré and represent Barrick’sthe 60% interest in Pueblo Viejo.  The operatorViejo held by Barrick Gold Corporation (“Barrick”). Barrick did not provide estimated or actual silver production.  Actual

(6)The estimated and actual production shown isfigures for Khoemacau are payable silver in concentrate. Deliveries to us are determined using a fixed silver payability factor of 90%.

(7)The estimated and actual production figures for Cortez include the entirety of the Cortez Complex. Barrick reports total production from the Cortez Complex and does not report production separately for the nine months ended September 30, 2017.  Full calendar year 2017 information was not available fromLegacy Zone and CC Zone. Production estimates for the operator asLegacy Zone are provided to us by Barrick and production estimates for 100% of the date of this report.

Cortez Complex are publicly disclosed by Barrick.

(8)

(6)

The estimated and actual gold and silver production figures shown for Peñasquito are payable gold and silver in concentrate and doré. The estimated and actual lead and zinc production figures shown are payable lead and zinc in concentrate. The operator did not provide estimated silver production.  Actual production shown isfigures are for the nine months ended Septemberperiod January 1, 2023 through June 30, 2017.  Full calendar year 2017 information was2023. Estimated production figures are not available from the operator as of the date of this report.

2023 production guidance was withdrawn by Newmont Corporation (“Newmont”) on July 20, 2023.

Property Developments

The following property development information is providedThis section provides recent updates for our principal properties as reported by the operators, of the property, either directly to Royal Goldus or in various documents madetheir publicly available.available documents.

19


Stream Interests

Andacollo

Gold stream deliveries from Andacollo were approximately 13,5003,700 ounces of gold for the three months ended December 31, 2017,June 30, 2023, compared to approximately 9,2009,900 ounces of gold for the three months ended December 31, 2016.June 30, 2022. The production variability between quarters is typical fordecrease in deliveries resulted

20

primarily from Andacollo resulting from concentrate shipment timing.

Teck indicated that they expectexperiencing lower gold grades to continue to gradually decline, which they expect to be offset largely by planned throughput improvementsand lower gold recoveries, in line with the expected downward trend of gold grades, as well as differences in the mill.  Thetiming of shipments and settlements during the periods.

Gold production at Andacollo has trended lower since the beginning of 2021 due to lower ore grades, as anticipated in the mine plan. According to Teck Resources Limited (“Teck”), the period of lower grades is expected to last through 2023, and the mine plan then anticipates a transition to higher grade ore as the next phase of mining is developed over the following years. Teck has reported that the current life of mine for Carmen de Andacollo is expected to continue until 2034.  Additional permitting2035 and that additional permits or permit amendments to existing permits will be required to execute the life of mine plan.

Khoemacau Project

Silver stream deliveries from Khoemacau were approximately 398,700 ounces for the three months ended June 30, 2023, compared to approximately 246,800 ounces for the three months ended June 30, 2022. Increased stream deliveries resulted from operations running at full capacity in the current period compared to the prior year period.  Deliveries in the prior year period were lower due to the ramp-up of mining and processing operations throughout 2022 after completion of project construction in 2021.

According to Khoemacau Copper Mining (Pty.) Limited (“KCM”), operations at Khoemacau continued at nameplate capacity through the quarter ended June 30, 2023, after the target production rate of 3.7 million tonnes per year (10,000 tonnes per day) was achieved in December 2022. As projected in the mine plan, KCM expects payable silver production in 2023 to range between 1.5 to 1.7 million ounces, which is slightly below the life of mine average due to lower silver grades in the upper portion of the Zone 5 deposit and the top-down mining sequence.

Mount Milligan

Gold stream deliveries from Mount Milligan were approximately 17,60017,300 ounces of gold for the three months ended December 31, 2017,June 30, 2023, compared to approximately 23,50023,800 ounces of gold for the three months ended December 31, 2016.  The decrease during the current quarter is primarily attributable to the reduced stream rate of 35% versus 52.5% in the prior year quarter.

June 30, 2022. Copper stream deliveries from Mount Milligan were approximately 1,245 tonnes2.5 million pounds during the three months ended December 31, 2017.  CopperJune 30, 2023, compared to approximately 4.0 million pounds during the three months ended June 30, 2022. Gold and copper stream deliveries beganfor the three months ended June 30, 2023, relate to mine production during the June 2017 quarter.approximate period November 2022 to January 2023. During this period Centerra Gold Inc. (“Centerra”) reported negative variances to copper head grade, gold head grade and recovery, as compared to the previous year period.

On December 27, 2017,July 31, 2023, Centerra reported that mill processing operationsgold and copper production for the three months ended June 30, 2023, was impacted by lower grades and recoveries due to mine sequencing, although process plant throughput for the period averaged 61,482 tonnes per day and record tonnes were processed in the months of May and June.  Centerra also reported that Mount Milligan remains on track to access higher-grade copper and gold ore from phase 7 and phase 9 in the second half of the year.

Centerra continues to expect that full year 2023 production at Mount Milligan were temporarily suspended duewill be back-end weighted, with gold production at the low end of the guidance range of 160,000 to lack170,000 ounces, and copper production tracking towards the mid-point of sufficient water resources, as a resultthe guidance range of Mount Milligan experiencing a drier than normal spring and summer in calendar 2017, with lower than average spring snow melt.  On February 5, 2018,60 to 70 million pounds.  Centerra reported that it recommenced mill processing operations at partial capacity.  During the temporary shutdown, Centerra completed a number of steps to increase the flow of water into the tailings storage facility (“TSF”) from which the Mount Milligan mill draws all of its water requirements to supply milling operations.  Such steps included adding pumps to existing water wells, increasing pump sizes to increase the flow rate, and drilling additional wells.  Current make-up water sources for the TSF are from normal surface run-off, groundwater wells internal to the TSF, and from base underdrain towers that access process water underlying the TSF. 

Centerraalso expects to resume milling operations at full capacitymake four concentrate shipments in April 2018, when additional fresh water becomes available from surface run-off after the spring melt.  As a further, longer-term mitigation measure, Centerra received an amendment to Mount Milligan’s Environmental Assessment to allow pumping of water from a nearby lake (Phillip Lake)third quarter and has received additional related permits.

Due toanother four shipments in the fourth quarter, although the timing of shipments and deliveries of gold and copper, the impact of the temporary shutdown is likely tomay be reflected in Royal Gold’s mid-calendar 2018 results, as some of the deliveries of gold and copper that were expectedaffected by logistical delays resulting from labor disruptions in the June through August 2018 period will be deferred to a later date. Port of Vancouver.

Pueblo Viejo

Gold stream deliveries from Pueblo Viejo were approximately 12,6006,800 ounces for the three months ended June 30, 2023, compared to approximately 8,600 ounces for the three months ended June 30, 2022. Decreased deliveries resulted from processing lower grade gold stockpile material.

Silver stream deliveries were approximately 150,700 ounces for the three months ended June 30, 2023, compared to approximately 307,100 ounces for the three months ended June 30, 2022. Decreased silver deliveries resulted from lower silver recovery during the current period, and an additional 89,300 ounces of silver deliveries were deferred. The deferred ounces are the result of a mechanism in the stream agreement that allows for the deferral of deliveries in a period if Barrick’s share of silver production is insufficient to cover its stream delivery obligations. The stream agreement terms include a fixed 70% silver recovery rate. If actual recovery rates fall below the contractual 70% recovery rate, ounces may

21

be deferred with deferred ounces to be delivered in future periods as silver recovery allows. As of June 30, 2023, approximately 607,700 ounces remain deferred. We expect that silver recoveries could remain highly variable until the plant expansion project is complete and is running at full production levels. We do not expect material deliveries of deferred silver ounces while the plant ramps up to full production levels during 2023, and timing for the delivery of the entire deferred amount is uncertain.

On May 3 and May 10, 2023, Barrick provided updates on the plant expansion and mine life extension project at Pueblo Viejo.  With respect to the plant expansion, Barrick reported that construction was 93% complete as of March 31, 2023, and commissioning and operations handover of new equipment was underway. With respect to the mine life extension, Barrick further disclosed on July 27, 2023, that the engineering design for the El Naranjo tailings storage facility (“TSF”)  project continues to advance and that the environmental license for the new TSF was recently received. Barrick has also reported that geotechnical drilling and site investigation are ongoing to support a feasibility study on the TSF, which is due for completion in the second quarter of 2024.

Royalty Interests

Cortez

Production attributable to our royalty interest at the Cortez Complex was approximately 179,900 ounces of gold for the three months ended December 31, 2017,June 30, 2023, compared to approximately 15,60052,000 ounces of gold for the three months ended December 31, 2016.  Barrick reported Pueblo Viejo experienced lower ore grades processed during the 2017 calendar year, partially offset by higher recovery rates during the prior calendar year.

Silver stream deliveries were approximately 260,200 ounces of silver for the three months ended December 31, 2017, compared to approximately 322,500 ounces of silver for the three months ended December 31, 2016.June 30, 2022. The decrease in deliveries during the three months ended December 31, 2017increase was primarily due to the timingaddition of payments from Barrick’s third-party refiners. new royalties in 2022 that increased royalty coverage over producing areas within the Cortez Complex.

Rainy River

On October 19, 2017, New Gold announced that the Rainy River mine achieved commercial production, approximately two weeks ahead of schedule.  Mining and milling activities at Rainy River continued to progress well during the December

20


2017 quarter.  The milling rate for the month of December averaged 21,000 tonnes per day, which is the nameplate capacity for the facility.    

RGLD Gold AG (“RGLD Gold”) began receiving gold and silver deliveries during the quarter ended December 31, 2017.  Stream deliveries from Rainy River were approximately 1,000 ounces of gold and approximately 11,900 ounces of silver for the three months ended December 31, 2017.

New Gold’s focus for calendar 2018 will be on optimizing throughput at the mill, as well as advancing initiatives to potentially increase production.  In calendar 2018, New Gold expects to produce between 310,000 and 350,000 ounces of gold at Rainy River.New Gold estimates that approximately 21,500 ounces of gold and 185,000 ounces of silver will be delivered to RGLD Gold in calendar 2018.

Wassa and Prestea

Gold stream deliveries from Wassa and Prestea were approximately 6,000 ounces of gold for the three months ended December 31, 2017, compared to approximately 4,300 ounces of gold for the three months ended December 31, 2016.

Golden Star expects Wassa to become an underground-only operation by the end of January 2018, although 341,000 tonnes of lower grade, stockpiled ore will continue to be fed to the processing plant during the first nine months of calendar 2018.

Golden Star stated that mining rates at Wassa underground continued to be strong in the December 2017 quarter at approximately 1,900 tonnes per day, which represents a 36% outperformance compared to the planned mining rate for calendar 2017 of 1,400 tonnes per day and head grade delivered to the processing plant increased by 55% in the fourth quarter of calendar 2017 when compared to the third quarter of calendar 2017.  The targeted mining rate for Wassa Underground in calendar 2018 is 2,700-3,000 tonnes per day. 

The Prestea open pits were expected to complete gold production at the end of calendar 2017 but Golden Star now anticipates that mining will continue until late in the March 2018 quarter and stockpiled ore will continue to be processed until the end of the first half of calendar 2018.  

Golden StarMay 3, 2023, Barrick reported that the Prestea undergroundRecord of Decision (“ROD”) on the Goldrush project, which is located within the CC Zone, is expected in the second half of 2023. Barrick also reported that mine development and test stoping in the Redhill zone is continuing and a minor permit modification has been delivering a consistent quantityapproved that will allow underground development to continue until the ROD on the Goldrush Plan of materialOperations is received. According to Barrick, the extension to the processing plant throughout December 2017 and early January 2018.  From mid-January 2018, the gradepermitting timeline is not expected to increase significantly ashave a significant impact on the final draw down of2023 outlook and the first stope begins.  Golden Star forecasts that ore production will continue to ramp-up. potential impact, if any, on the outlook from 2024 onwards is currently being reviewed.

Under our stream agreement, the gold stream percentage at Wassa and Prestea increased to 10.5%, from 9.25%, effective January 1, 2018.  Golden Star expects consolidated calendar 2018 gold production to range between 230,000 and 255,000 ounces.

Peñasquito

Royalty Interests

Cortez

Production attributable to our royalty interest at Cortez increasedPeñasquito was approximately 72% over the prior year quarter.  Waste stripping at Crossroads, which is subject to our NVR1 (Crossroads) and GSR2 royalty interests, restarted in October 2016 and is currently ongoing.  Barrick expects production from Crossroads to begin in late calendar 2018.

Pascua-Lama

On January 18, 2018 Barrick reported that it is analyzing a revised sanction related to the Pascua-Lama project issued by Chile’s Superintendencia del Medio Ambiente (“SMA”) on January 17, 2018.  The sanction is part of a re-evaluation process ordered by Chile’s Environmental Court in 2014 and relates to historical compliance matters at the Pascua-Lama project.    According to Barrick, the SMA has not revoked Pascua-Lama’s environmental permit, but has ordered the closure of existing facilities on the Chilean side of the project, in addition to certain monitoring activities.

Barrick also reported that closure of existing surface facilities in Chile is consistent with its plan to advance a prefeasibility study for underground mining operations at Pascua-Lama, which would address a number of community concerns by

21


reducing the overall environmental impact of the project. Barrick reported that it is currently undertaking a number of optimization studies in order to complete the prefeasibility study.

On February 6, 2018, in light of the SMA order to close surface facilities in Chile, and current plans to evaluate an underground mine, Barrick announced it is reclassifying Pascua-Lama’s proven and probable gold reserves of approximately 14 million ounces, which are based on an open pit mine plan, as mineralized material.Barrick reported that it will include further details in its year-end results release on February 14, 2018 and an update on the Pascua-Lama project at its February 22, 2018 Investor Day. 

The Company owns a 0.78% to 5.45% sliding-scale net smelter return (“NSR”) gold royalty and a 1.09% NSR copper royalty on the Pascua-Lama project.  Our royalty interests are applicable to all gold and copper production from the portion of the Pascua-Lama project lying on the Chilean side of the border.  The Company’s carrying value for its royalty interests at Pascua-Lama is approximately $416.8 million as of December 31, 2017. 

The Company routinely assesses whether impairment indicators are present for its long-lived assets.  A significant reduction in reserves or mineralized material is an indicator of potential impairment.  As part of our fiscal 2018 third quarter procedures, we will be evaluating Barrick’s reserves reclassification to assess the recoverability of our carrying value at Pascua-Lama.  The Company will also consider further updates from Barrick, including those expected on February 14 and February 22, 2018, as part of our recoverability analysis.  Upon completion of our process, the Company may determine an impairment is necessary.

Peñasquito

Gold production attributable to our royalty interest at Peñasquito decreased approximately 62%, when compared to the prior year quarter, as a higher proportion of lower grade ore and stockpiled material fed the mill during the current quarter.  Zinc production increased approximately 34% during the current quarter, while silver and lead production were in line with the prior year quarter.

Goldcorp expects calendar 2018 gold production at Peñasquito to be 310,000 ounces, which is lower compared to calendar 2017 (410,000 ounces), due to the continued processing of low-grade stockpiles.  Goldcorp anticipates the feed will then revert to higher grade ore in calendar 2019 when the Phase 6D stripping program exposes higher-grade ore in the Peñasco pit.

On January 17, 2018, Goldcorp stated that the Pyrite Leach Project (“PLP”) was 62% complete and is expected to achieve commercial production in the December 2018 quarter, ahead of schedule. Goldcorp expects the PLP to add production of approximately one million48,100 ounces of gold, and 446.0 million ounces of silver, over35.6 million pounds of lead and 89.7 million pounds of zinc for the three months ended June 30, 2023. This compares to approximately 130,600 ounces of gold, 8.1 million ounces of silver, 35.0 million pounds of lead and 84.9 million pounds of zinc for the three months ended June 30, 2022. Newmont reported that production was lower in the current lifeperiod due to a labor strike, and gold production was further impacted by lower mill recovery and ore grade mined.

On June 8, 2023, Newmont reported that operations at Peñasquito were suspended on June 7, 2023, following a strike action by the National Union of Mine and Metal Workers of the mine.Mexican Republic. The suspension remains in effect as of the filing of this report and on July 20, 2023, Newmont announced the withdrawal of its full-year 2023 guidance for Peñasquito. Newmont further stated that it cannot estimate when the strike will be resolved, and it will reassess Peñasquito’s full year 2023 guidance once a resolution has been reached.

Results of Operations

Quarter Ended December 31, 2017,June 30, 2023, Compared to Quarter Ended December 31, 2016June 30, 2022

For the quarter ended December 31, 2017,June 30, 2023, we recorded net lossincome and comprehensive income attributable to Royal Gold stockholders (“net income”) of $14.8$63.4 million, or ($0.23)$0.97 per basic and diluted share, as compared to net income attributable to Royal Gold stockholders of $28.1$71.1 million, or $0.43$1.08 per basic and diluted share, for the quarter ended December 31, 2016.June 30, 2022. The decrease in our earnings per sharenet income was primarily attributable to an increase in ourhigher debt-related interest expense and income tax expense, due to the impacts of the Act and a non-cash functional currency election at certain of our Canadian subsidiaries.  The decrease in our earnings per share for the quarter as result of the increased income tax expense was partially offset by an increase in our revenue, which is discussed below.  The effects of the Act and the non-cash functional currency election for income tax purposes was additional income tax expense of approximately $26.4 million and $15.9 million, respectively, or $0.40 and $0.24 per basic share, respectively.  Refer to “Recent Business Developments” above and Note 7 of our notes to consolidated financial statements for further discussion on the Act.

For the quarter ended December 31, 2017,June 30, 2023, we recognized total revenue of $114.4$144.0 million, which is comprised of stream revenue of $79.3$106.0 million and royalty revenue of $35.1$38.0 million at an average gold price of $1,275$1,976 per ounce, an average silver price of $16.73$24.13 per ounce and an average copper price of $3.09$3.84 per pound. This is compared to total revenue of $107.0$146.4 million for the three months ended December 31, 2016, which wasJune 30, 2022, comprised of stream revenue of $74.0$104.9 million and royalty revenue of $33.0$41.6 million,

22

at an average gold price of $1,222$1,871 per ounce, an average silver price of $17.19$22.60 per ounce and an average copper price of $2.39$4.31 per pound for the quarter ended December 31, 2016.pound. Revenue and the

22


corresponding production attributable to our stream and royalty interests for the quarter ended December 31, 2017June 30, 2023, compared to the quarter ended December 31, 2016June 30, 2022, are as follows:

Revenue and Reported Production Subject to Our Stream and Royalty Interests

Quarter Ended December 31, 2017 and 2016

(InAmounts in thousands, except reported production ozs.oz. and lbs.)

Three Months Ended

Three Months Ended

June 30, 2023

June 30, 2022

Reported

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

Production(1)

Revenue

Production(1)

Stream(2):

Mount Milligan

$

41,208

$

45,627

Gold

17,500

oz.

15,500

oz.

Copper

1.7

Mlbs.

4.0

Mlbs.

Pueblo Viejo

$

23,540

$

19,812

Gold

7,400

oz.

7,100

oz.

Silver

362,200

oz.

274,500

oz.

Khoemacau

Silver

$

8,881

373,000

oz.

$

5,202

221,800

oz.

Andacollo

Gold

$

7,823

4,000

oz.

$

11,721

6,300

oz.

Other(3)

$

24,563

$

22,517

Gold

11,600

oz.

11,300

oz.

Silver

65,700

oz.

53,700

oz.

Total stream revenue

$

106,015

$

104,879

.

Royalty(2):

Cortez Legacy Zone

Gold

$

14,305

68,100

oz.

$

8,138

52,000

oz.

Cortez CC Zone

Gold

$

3,520

111,500

oz.

N/A

Peñasquito

$

6,105

$

9,664

Gold

48,100

oz.

130,600

oz.

Silver

6.0

Moz.

8.1

Moz.

Lead

35.6

Mlbs.

35.0

Mlbs.

Zinc

89.7

Mlbs.

84.9

Mlbs.

Other(3)

Various

$

14,097

N/A

$

23,760

N/A

Total royalty revenue

$

38,027

$

41,562

Total Revenue

$

144,042

$

146,441

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

 

December 31, 2017

 

December 31, 2016

 

 

 

 

 

 

Reported

 

 

 

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

    

Production(1)

    

Revenue

    

Production(1)

Stream(2):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pueblo Viejo

 

 

 

$

26,355

 

 

 

 

$

26,437

 

 

 

 

 

Gold

 

 

 

 

14,500

oz.

 

 

 

 

13,700

oz.

 

 

Silver

 

 

 

 

469,600

oz.

 

 

 

 

543,300

oz.

Mount Milligan

 

Gold

 

$

21,632

 

12,600

oz.

 

$

31,664

 

25,700

oz.

 

 

Copper

 

 

 

 

1.8

Mlbs.

 

 

 

 

N/A

 

Andacollo

 

Gold

 

$

21,601

 

17,000

oz.

 

$

10,985

 

9,200

oz.

Wassa and Prestea

 

Gold

 

$

8,629

 

6,800

oz.

 

$

4,921

 

4,000

oz.

Rainy River

 

Gold

 

$

1,070

 

800

oz.

 

$

N/A

 

N/A

 

Total stream revenue

 

 

 

$

79,287

 

 

 

 

$

74,007

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Royalty(2):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peñasquito

 

 

 

$

6,190

 

 

 

 

$

7,134

 

 

 

 

 

Gold

 

 

 

 

71,100

oz.

 

 

 

 

185,400

oz.

 

 

Silver

 

 

 

 

5.1

Moz.

 

 

 

 

5.0

Moz.

 

 

Lead

 

 

 

 

33.4

Mlbs.

 

 

 

 

33.6

Mlbs.

 

 

Zinc

 

 

 

 

94.4

Mlbs.

 

 

 

 

70.5

Mlbs.

Cortez

 

Gold

 

$

2,934

 

25,000

oz.

 

$

1,834

 

14,500

oz.

Other(3)

 

Various

 

$

25,937

 

N/A

 

 

$

23,986

 

N/A

 

Total royalty revenue

 

 

 

$

35,061

 

 

 

 

$

32,954

 

 

 

Total Revenue

 

 

 

$

114,348

 

 

 

 

$

106,961

 

 

 


(1)

(1)

Reported production relates to the amount of stream metal sales subjectand the metal sales attributable to our stream and royalty interests for the three months ended December 31, 2017June 30, 2023, and 2016,2022, and may differ from the operators’ public reporting.

reporting due to a number of factors, including the timing of the operator’s concentrate shipments, the delivery of metal to us and our subsequent sale of the delivered metal. Refer to Note 5 to the notes to consolidated financial statements.

(2)

(2)

Refer to “Property Developments” above for furthera discussion onof recent developments at principal properties.

(3)Individually, except for our principal stream interest at Rainy River, which contributed 7% of total revenue for the three months ended June 30, 2023, and royalty interests.

(3)

Individually,6% for the three months ended June 30, 2022, no stream or royalty included within the “Other” category contributed greater than 5% of our total revenue for either period.

The increasedecrease in our total revenue for the three months ended December 31, 2017, compared with the three months ended December 31, 2016, resulted primarily from an increase in our stream revenuelower gold sales at Andacollo, lower copper sales at Mount Milligan and an increase in the averagelower gold and silver and copper prices.  The increase in our stream revenue was primarilyproduction attributable to increasedour interest at Peñasquito. The decrease was offset by higher gold production attributable to our interest at AndacolloCortez as a result of the newly acquired royalties and Wassahigher gold and Prestea, and new gold production from our Rainy River stream, partially offset by a production (gold) decrease at Mount Milligan.  Silver deliveries from Rainy River began during our December 2017 quarter with silver sales anticipatedprices when compared to begin in the March 2018 quarter.  Copper deliveries from Mount Milligan began during our June 2017 quarter. prior year period.

23


Gold and silver ounces and tonnes of copper pounds purchased and sold during the three months ended December 31, 2017June 30, 2023 and 2016,2022, and gold and silver ounces and tonnes of copper pounds in inventory as of June 30, 2023, and December 31, 2017, and June 30, 2017,2022, for our streaming interests were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Three Months Ended

 

As of

 

As of

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

June 30, 2017

Three Months Ended

Three Months Ended

As of

As of

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Gold Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Mount Milligan

 

17,700

 

12,700

 

23,500

 

25,700

 

5,200

 

100

17,300

17,500

23,800

15,500

3,800

5,200

Pueblo Viejo

6,800

7,400

8,600

7,100

6,800

7,900

Andacollo

 

13,500

 

17,000

 

9,200

 

9,200

 

 —

 

100

3,700

4,000

9,900

6,300

1,800

3,800

Other

11,200

11,600

10,400

11,300

4,700

4,100

Total

39,000

40,500

52,700

40,200

17,100

21,000

Three Months Ended

Three Months Ended

As of

As of

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Silver Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Khoemacau

398,700

373,000

247,000

221,800

155,100

105,900

Pueblo Viejo

 

12,600

 

14,500

 

15,600

 

13,700

 

8,500

 

12,900

150,700

362,200

307,000

274,500

150,700

337,800

Wassa and Prestea

 

6,000

 

6,800

 

4,300

 

4,000

 

500

 

1,000

Rainy River

 

1,000

 

800

 

 —

 

 —

 

200

 

 —

Other

70,600

65,700

55,200

53,700

25,500

17,500

Total

 

50,800

 

51,800

 

52,600

 

52,600

 

14,400

 

14,100

620,000

800,900

609,200

550,000

331,300

461,200

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Three Months Ended

 

As of

 

As of

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

June 30, 2017

Silver Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Pueblo Viejo

 

260,200

 

469,600

 

322,500

 

543,300

 

260,800

 

536,800

Rainy River

 

11,900

 

 —

 

 —

 

 —

 

11,900

 

 —

Total

 

272,100

 

469,600

 

322,500

 

543,300

 

272,700

 

536,800

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Three Months Ended

 

As of

 

As of

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

June 30, 2017

Three Months Ended

Three Months Ended

As of

As of

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Copper Stream

    

Purchases (tonnes)

    

Sales (tonnes)

    

Purchases (tonnes)

    

Sales (tonnes)

    

Inventory (tonnes)

    

Inventory (tonnes)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Inventory (Mlbs.)

    

Inventory (Mlbs.)

Mount Milligan

 

1,245

 

819

 

N/A

 

N/A

 

426

 

 —

2.5

1.7

4.0

4.0

0.8

0.9

Our royalty revenue increased during the quarter ended December 31, 2017, compared with the quarter ended December 31, 2016, primarily due to an increase in the average gold, silver and copper prices.  Please refer to “Property Developments” earlier within this MD&A for further discussion on recent developments regarding properties covered by certain of our stream and royalty interests.

Cost of sales, which excludes depreciation, depletion and amortization, decreased to $19.9$23.4 million for the three months ended December 31, 2017June 30, 2023, from $22.5$23.8 million for the three months ended December 31, 2016.June 30, 2022. The decrease, when compared to the prior year quarter, was primarily due to decreaseda decrease in copper sales at Mount Milligan and lower gold sales from Mount Milligan.at Andacollo, offset by higher silver sales at Khoemacau. Cost of sales is specific to our stream agreements and is the result of RGLD Gold’sour purchase of gold, silver and copper for a cash payment. The cash payment for gold from Mount Milligan is the lesser of $435 per ounce or the prevailing market price of gold when purchased, while the cash payment for our other streams is a set contractual percentage of the gold, silver or copper (Mount Milligan) spot price near the date of metal delivery.

General and administrative expenses increasedcosts decreased to $9.6$9.1 million for the three months ended December 31, 2017June 30, 2023, from $7.5$9.3 million for the three months ended December 31, 2016.June 30, 2022. The increase during the current quarterdecrease was primarily due to an increase in legallower consulting costs and litigation costs of approximately $1.7 million. lower non-cash stock compensation expense during the current period.

Depreciation, depletion and amortization increaseddecreased to $42.0$38.4 million for the three months ended December 31, 2017June 30, 2023, from $39.5$44.0 million for the three months ended December 31, 2016.June 30, 2022. The increasedecrease was primarily attributabledue to increased gold saleslower depletion rates at AndacolloMount Milligan and WassaPueblo Viejo as a result of proven and Prestea, which resulted in additional depletion of approximately $6.6 million.  This increaseprobable mineral reserve increases when compared to the prior year quarter. The decrease was partially offset by a decrease in gold saleshigher depletion expense at Mount Milligan, which resulted in Khoemaca decrease inu due to the ramp-up of production and additional depletion of approximately $3.2 million.expense from the newly acquired royalties at Cortez when compared to the prior year quarter.

Interest and other income decreasedexpense increased to $0.6$8.4 million for the three months ended December 31, 2017,June 30, 2023, from $7.5$1.4 million for the three months ended December 31, 2016.June 30, 2022. The decreaseincrease was primarily due to higher interest expense as a gain recognized ($3.4 million) on consideration received as partresult of the termination ofhigher average amounts outstanding under our Phoenix Gold Project streaming interest duringrevolving credit facility compared to the prior period.  Referyear quarter. We had $400 million outstanding under our revolving credit facility as of June 30, 2023, compared to zero outstanding as of June 30, 2022.  The current all-in borrowing rate under our Fiscal 2017 10-K for discussion on the Phoenix Gold Project restructuring.  The decrease in interest and other incomerevolving credit facility was also due to consideration received6.7% as part of a legal settlement and termination of a non-principal royalty of approximately $2.8 million during the prior period.June 30, 2023.

DuringFor the three months ended December 31, 2017,June 30, 2023, we recognized income tax expense totaling $48.4 million compared with anrecorded income tax expense of $5.0$2.0 million, duringcompared with income tax benefit of $5.9 million for the three months ended December 31, 2016.  ThisJune 30, 2022. The income tax expense resulted in an effective tax rate of 148.5%3.1% in the current period, compared with 15.7% in the quarter ended December 31, 2016.  The increase in the effective tax rate(9.0%) for the three months ended December 31, 2017 is primarilyJune 30, 2022.  The three months ended June 30, 2023 and 2022, both included discrete tax benefits attributable to the effectsrelease of

24


the Act and a non-cash functional currency election atvaluation allowance on certain of our Canadian subsidiaries.  Refer to “Recent Business Developments” above and Note 7 of our notes to consolidated financial statements for further discussion on the Act. deferred tax assets.

Six Months Ended December 31, 2017,June 30, 2023, Compared to Six Months Ended December 31, 2016June 30, 2022

For the six months ended December 31, 2017,June 30, 2023, we recorded net income attributable to Royal Gold stockholders of $13.9$127.3 million, or $0.21$1.94 per basic and $1.93 per diluted share, as compared to net income attributable to Royal Gold stockholders of $57.9$136.8 million, or $0.89$2.08 per basic share and $0.88 per diluted share, for the six months ended December 31, 2016.

24

June 30, 2022. The decrease in our earnings per sharenet income was primarily attributable to an increase in ourhigher debt-related interest expense and income tax expense, due to the impacts of the Act and a non-cash functional currency election at certain of our Canadian subsidiaries.  The effects of the Act and the non-cash functional currency election for income tax purposes was additional income tax expense of approximately $26.4 million and $15.9 million, respectively, or $0.40 and $0.24 per basic share, respectively.  Refer to “Recent Business Developments” above and Note 7 of our notes to consolidated financial statements for further discussion on the Act.as discussed below.

For the six months ended December 31, 2017,June 30, 2023, we recognized total revenue of $226.8$314.4 million, which is comprised of stream revenue of $158.0$221.0 million and royalty revenue of $68.8$93.4 million at an average gold price of $1,277$1,932 per ounce, an average silver price of $16.78$23.31 per ounce and an average copper price of $2.98$3.95 per pound. This is compared to total revenue of $224.9$308.8 million for the six months ended December 31, 2016, which isJune 30, 2022, comprised of stream revenue of $159.5$210.1 million and royalty revenue of $65.4$98.7 million, at an average gold price of $1,280$1,874 per ounce, an average silver price of $18.42$23.32 per ounce and an average copper price of $2.28$4.43 per pound. Revenue and the corresponding production attributable to our stream and royalty interests for the six months ended December 31, 2016June 30, 2023, compared to the six months ended December 31, 2016 isJune 30, 2022, are as follows:

Revenue and Reported Production Subject to Our RoyaltyStream and StreamRoyalty Interests

Six Months Ended December 31, 2017 and 2016

(InAmounts in thousands, except reported production ozs.oz. and lbs.)

Six Months Ended

Six Months Ended

June 30, 2023

June 30, 2022

Reported

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

Production(1)

Revenue

Production(1)

Stream(2):

Mount Milligan

$

87,863

$

88,043

Gold

32,700

oz.

29,400

oz.

Copper

6.2

Mlbs.

7.6

Mlbs.

Pueblo Viejo

$

45,898

$

43,076

Gold

15,300

oz.

15,600

oz.

Silver

700,100

oz.

590,500

oz.

Andacollo

Gold

$

20,757

11,000

oz.

$

27,395

14,700

oz.

Khoemacau

Silver

$

18,035

777,000

oz.

$

7,592

221,800

oz.

Other(3)

$

48,452

$

44,024

Gold

23,500

oz.

22,000

oz.

Silver

131,900

oz.

226,900

oz.

Total stream revenue

$

221,005

$

210,130

Royalty(2):

Cortez Legacy Zone

Gold

$

37,393

185,300

oz.

$

24,852

154,000

oz.

Cortez CC Zone

Gold

$ 6,726

218,100

N/A

Peñasquito

$

13,538

$

22,758

Gold

103,700

oz.

264,100

oz.

Silver

12.0

Moz.

15.7

Moz.

Lead

72.1

Mlbs.

77.0

Mlbs.

Zinc

188.9

Mlbs.

205.0

Mlbs.

Other(3)

Various

$

35,772

N/A

$

51,056

N/A

Total royalty revenue

$

93,429

$

98,666

Total revenue

$

314,434

$

308,796

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

 

Six Months Ended

 

 

 

 

December 31, 2017

 

December 31, 2016

 

 

 

 

 

 

 

Reported

 

 

 

 

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

    

Production(1)

    

Revenue

    

Production(1)

Stream(2):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mount Milligan

 

 

 

$

53,584

 

 

 

 

$

70,050

 

 

 

 

 

Gold

 

 

 

 

31,300

oz.

 

 

 

 

54,600

oz.

 

 

Copper

 

 

 

 

4.4

Mlbs.

 

 

 

 

N/A

 

Pueblo Viejo

 

 

 

$

51,758

 

 

 

 

$

47,387

 

 

 

 

 

Gold

 

 

 

 

27,400

oz.

 

 

 

 

24,600

oz.

 

��

Silver

 

 

 

 

1.0

Moz.

 

 

 

 

866,600

oz.

Andacollo

 

Gold

 

$

33,938

 

26,700

oz.

 

$

31,154

 

24,400

oz.

Wassa and Prestea

 

Gold

 

$

17,699

 

13,900

oz.

 

$

10,920

 

8,600

oz.

Rainy River

 

Gold

 

$

1,070

 

800

oz.

 

 

N/A

 

N/A

 

Total stream revenue

 

 

 

$

158,049

 

 

 

 

$

159,511

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Royalty(2):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peñasquito

 

 

 

$

13,986

 

 

 

 

$

12,955

 

 

 

 

 

Gold

 

 

 

 

205,100

oz.

 

 

 

 

285,500

oz.

 

 

Silver

 

 

 

 

11.0

Moz.

 

 

 

 

10.3

Moz.

 

 

Lead

 

 

 

 

69.6

Mlbs.

 

 

 

 

66.6

Mlbs.

 

 

Zinc

 

 

 

 

186.8

Mlbs.

 

 

 

 

143.5

Mlbs.

Cortez

 

Gold

 

$

5,922

 

54,900

oz.

 

$

3,874

 

36,300

oz.

Other(3)

 

Various

 

$

48,867

 

N/A

 

 

$

48,569

 

N/A

 

Total royalty revenue

 

 

 

$

68,775

 

 

 

 

$

65,398

 

 

 

Total revenue

 

$

226,824

 

 

 

 

$

224,909

 

 

 


(1)Reported production relates to the amount of stream metal sales subjectand the metal sales attributable to our royalty and stream interests for the six

months ended December 31, 2017June 30, 2023, and 2016,2022, and may differ from the operators’ public reporting.reporting due to a number of factors, including the timing of the operator’s concentrate shipments, the delivery of metal to us and our subsequent sale of the delivered metal. Refer to Note 5 to the notes to consolidated financial statements.

(2)Refer to “Property Developments” above for furthera discussion onof recent developments at principal properties.

(3) Individually, except for our principal stream interests. 

(3)Individually,interest at Rainy River, which contributed 6% of total revenue for the six months ended June 30, 2023 and June 30, 2022, respectively, no stream or royalty included within the “Other” category contributed greater than 5% of our total revenue for either period.

25


The increase in our total revenue for the six months ended December 31, 2017, compared with the six months ended December 31, 2016, resulted primarily from an increase inhigher silver sales at Khoemacau due to the ramp-up and higher gold production attributable to our royalty revenue.interests at Cortez as a result of the newly acquired royalties. The increase in our royalty revenue was primarily attributable to increased gold production from our Cortez royalty interests.  The slight decrease in our stream revenue was primarily attributable to a decrease in production (gold) at Mount Milligan.  This decrease waspartially offset by production increaseslower gold sales at Pueblo Viejo, Andacollo and Wassalower gold and Prestea and new goldsilver production from our Rainy River stream interest.  Silver deliveries from our Rainy River interest began duringat Peñasquito when compared to the December 2017 quarter with silver sales anticipated to begin in the March 2018 quarter.  Copper deliveries from Mount Milligan began during our June 2017 quarter. prior year period.

25

Gold and silver ounces and tonnes of copper pounds purchased and sold during the six months ended December 31, 2017June 30, 2023, and 2016,2022, and gold and silver ounces and tonnes of copper pounds in inventory as of June 30, 2023, and December 31, 2017, and June 30, 2017,2022, for our streaming interests were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

 

Six Months Ended

 

As of

 

As of

 

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

June 30, 2017

Gold Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Mount Milligan

 

36,400

 

31,300

 

53,400

 

54,600

 

5,200

 

100

Andacollo

 

26,500

 

26,700

 

24,500

 

24,400

 

 —

 

100

Pueblo Viejo

 

23,100

 

27,400

 

29,200

 

24,600

 

8,500

 

12,900

Wassa and Prestea

 

13,400

 

13,900

 

8,900

 

8,600

 

500

 

1,000

Rainy River

 

1,000

 

800

 

 —

 

 -

 

200

 

 —

Total

 

100,400

 

100,100

 

116,000

 

112,200

 

14,400

 

14,100

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

 

Six Months Ended

 

As of

 

As of

 

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

June 30, 2017

Silver Stream

    

Purchases (Moz.)

    

Sales (Moz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Pueblo Viejo

 

730,200

 

1,006,200

 

865,800

 

866,600

 

260,800

 

536,800

Rainy River

 

11,900

 

 -

 

 —

 

 —

 

11,900

 

 —

Total

 

742,100

 

1,006,200

 

865,800

 

866,600

 

272,700

 

536,800

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

 

Six Months Ended

 

As of

 

As of

 

 

December 31, 2017

 

December 31, 2016

 

December 31, 2017

 

June 30, 2017

Copper Stream

    

Purchases (tonnes)

    

Sales (tonnes)

    

Purchases (tonnes)

    

Sales (tonnes)

    

Inventory (tonnes)

    

Inventory (tonnes)

Mount Milligan

 

2,414

 

1,988

 

N/A

 

N/A

 

426

 

 —

Six Months Ended

Six Months Ended

As of

As of

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Gold Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Mount Milligan

31,200

32,700

33,800

29,400

3,800

5,200

Pueblo Viejo

14,200

15,300

15,700

15,600

6,800

7,900

Andacollo

9,000

11,000

16,000

14,700

1,800

3,800

Other

24,200

23,500

21,500

22,000

4,700

4,100

Total

78,600

82,500

87,000

81,700

17,100

21,000

Six Months Ended

Six Months Ended

As of

As of

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Silver Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Khoemacau

826,200

777,000

362,100

221,800

155,100

105,900

Pueblo Viejo

513,000

700,100

581,600

590,500

150,700

337,800

Other

140,000

131,900

106,300

226,900

25,500

17,500

Total

1,479,200

1,609,000

1,050,000

1,039,200

331,300

461,200

Six Months Ended

Six Months Ended

As of

As of

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Copper Stream

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Inventory (Mlbs.)

    

Inventory (Mlbs.)

Mount Milligan

6.0

6.2

6.7

7.6

0.8

0.9

Cost of sales, decreasedwhich excludes depreciation, depletion and amortization, increased to $40.3$48.4 million for the six months ended December 31, 2017, compared to $45.2June 30, 2023, from $46.5 million for the six months ended December 31, 2016.June 30, 2022. The decreaseincrease, when compared to the prior year was primarily due to decreasedhigher silver sales at Khoemacau, offset by lower gold sales from Mount Milligan.at Andacollo. Cost of sales is specific to our stream agreements and is the result of RGLD Gold’sour purchase of gold, silver and copper for a cash payment. The cash payment for gold from Mount Milligan is the lesser of $435 per ounce or the prevailing market price of gold when purchased, while the cash payment for our other streams is a set contractual percentage of the gold, silver or copper (Mount Milligan) spot price near the date of metal delivery.

General and administrative expenses decreasedcosts increased to $16.5$20.1 million for the six months ended December 31, 2017,June 30, 2023, from $18.0$18.2 million for the six months ended December 31, 2016.June 30, 2022. The decrease during the current periodincrease was primarily due to a decreasean increase in non-cash stock based compensation.employee-related costs.

Depreciation, depletion and amortization increaseddecreased to $81.7$84.7 million for the six months ended December 31, 2017,June 30, 2023, from $79.6$92.0 million for the six months ended December 31, 2016.June 30, 2022. The increasedecrease was primarily attributabledue to increased gold saleslower depletion rates at Andacollo,Mount Milligan and Pueblo Viejo as a result of proven and Wassa and Prestea, which resulted in additional depletion of approximately $11.4 million.  This increaseprobable mineral reserve increases when compared to the prior year period. The decrease was partially offset by a decrease in gold saleshigher depletion expense at Mount Milligan, which resulted in Khoemaca decrease inu due to the ramp-up of production and additional depletion of approximately $4.8 million. from the newly acquired royalties at Cortez when compared to the prior year quarter.

Interest and other income decreasedexpense increased to $1.6$17.6 million for the six months ended December 31, 2017,June 30, 2023, from $9.0$2.3 million for the six months ended December 31, 2016.June 30, 2022. The decreaseincrease was primarily due to higher interest expense as a gain recognized ($3.4 million) on consideration received as partresult of the termination ofhigher average amounts outstanding under our Phoenix Gold Project streaming interest duringrevolving credit facility compared to the prior year period. ReferWe had $400 million outstanding under our revolving credit facility as of June 30, 2023, compared to zero outstanding as of June 30, 2022.  The current all-in borrowing rate under our Fiscal 2017 10-K for discussion on the Phoenix Gold Project restructuring.  The decrease in interest and other incomerevolving credit facility was also due to consideration received6.7% as part of a legal settlement and termination of a non-principal royalty of approximately $2.8 million during the prior period.June 30, 2023.

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DuringFor the six months ended December 31, 2017,June 30, 2023, we recognizedrecorded income tax expense totaling $55.9of $17.9 million, compared with $12.2income tax expense of $9.4 million duringfor the six months ended December 31, 2016.  ThisJune 30, 2022. The income tax expense resulted in an effective tax rate of 83.9%12.3% in the current period, compared with 18.5% during the six months ended December 31, 2016.  The increase in the effective tax rate6.4% for the six months ended December 31, 2017 is primarilyJune 30, 2022.  The six months ended June 30, 2023 and June 30, 2022, included discrete tax benefits attributable to the effectsrelease of the Act and a non-cash functional currency election atvaluation allowance on certain of our Canadian subsidiaries.  Refer to “Recent Business Developments” above and Note 7 of our notes to consolidated financial statements for further discussion on the Act.deferred tax assets.

Liquidity and Capital Resources

Overview

At December 31, 2017,June 30, 2023, we had current assets of $165.5$165.3 million compared to current liabilities of $41.6$63.1 million, resultingwhich resulted in working capital of $123.9$102.2 million and a current ratio of 4approximately 3 to 1. This compares to current assets of $143.6$185.8 million and current liabilities of $34.3$63.6 million at June 30, 2017,December 31, 2022, resulting in working capital of $109.3$122.2 million and a current ratio of approximately 43 to 1. The decrease in working capital was primarily due to a decrease in our available cash, which resulted from increased debt repayments during the current period.

During the quartersix months ended December 31, 2017,June 30, 2023, liquidity needs were met from $94.5$216.6 million in net revenuecash provided by operating activities and our available cash resources. During the three months ended December 31, 2017, the Company repaid $50.0As of June 30, 2023, we had $600 million of theavailable and $400 million outstanding borrowings under theour revolving credit facility.  As of December 31, 2017, the Company had $850 million available and $150 million outstanding under its revolving credit facility.  

Working capital, combined with the Company’s undrawnavailable capacity under our revolving credit facility, resulted in approximately $970$702 million of total available liquidity as of December 31, 2017.  The Company wasat June 30, 2023. We were in compliance with each financial covenant under the revolving credit facility as of December 31, 2017.June 30, 2023. Refer to Note 34 of our notes to consolidated financial statements and below under Recent Liquidity Developments for further discussion on our debt.

We believe that our current financial resources and funds generated from operations will be adequate to cover anticipated expenditures for debt service, general and administrative expense costs and capital expenditures for the foreseeable future. Our current financial resources are also available to fund dividends and for acquisitions of stream and royalty interests.interests, including any conditional funding schedules. Our long-term capital requirements are primarily affected by our ongoing acquisition activities. The CompanyWe currently, and generally at any time, hashave acquisition opportunities in various stages of active review. In the event of one or more substantial stream andor royalty interest or other acquisitions, we may seek additional debt or equity financing as necessary. We occasionally borrow and repay amounts under our revolving credit facility and may do so in the future.

Please refer to our risk factors included in Part 1, Item 1A of our Fiscal 20172022 10-K and in Part II, Item 1A of this Quarterly Report on Form 10-Q for a discussion of certain risks that may impact the Company’sour liquidity and capital resources.

SummaryRecent Liquidity Developments

Revolving Credit Facility Amendment

On June 28, 2023, we entered into a fifth amendment to our revolving credit facility dated as of June 2, 2017. The fifth amendment extended the scheduled maturity date from July 7, 2026 to June 28, 2028, replaced LIBOR with Secured Overnight Financing Rate (“Term SOFR”) as a benchmark interest rate and made certain other administrative changes to the existing revolving credit facility.

Revolving Credit Facility Repayment

On June 6, 2023, we made a $100 million principal payment towards the outstanding balance on the revolving credit facility leaving $600 million available as of June 30, 2023.

Cash Flows

Operating Activities

Net cash provided by operating activities totaled $147.2$216.6 million for the six months ended December 31, 2017,June 30, 2023, compared to $124.9$221.3 million for the six months ended December 31, 2016.June 30, 2022. The increasedecrease was primarily due to ahigher interest payments on

27

amounts outstanding under our revolving credit facility during the current period. The decrease in income taxes paid at certain foreign subsidiaries of approximately $14.0 million andwas partially offset by an increase in cash proceeds received from our stream and royalty interests, net of production taxes and cost of sales, of approximately $11.2 million. when compared to the prior year period.

Investing Activities

Net cash used in investing activities totaled $0.1$2.8 million for the six months ended December 31, 2017,June 30, 2023, compared to cash used in investing activities of $191.0$37.9 million for the six months ended December 31, 2016.June 30, 2022. The decrease in cash used in investing activities iswas primarily due to a decrease infewer acquisitions of royalty and stream and royalty interests in mineral properties compared to the prior year period.

Financing Activities

Net cash used in financing activities totaled $134.9$226.2 million for the six months ended December 31, 2017,June 30, 2023, compared to cash provided by financing activities of $33.5$46.4 million for the six months ended December 31, 2016.June 30, 2022. The decrease in cash provided by financing activities isincrease was primarily due to the Company’s $70repayments of $175 million borrowing under itson our revolving credit facility to fund a royalty acquisition during the priorcurrent year period.  During the six months ended December 31, 2017, the Company repaid $100 million of the outstanding borrowings under the revolving credit facility. 

27


Recently Issued or Adopted Accounting Standards and Critical Accounting Policies

Refer to Note 1 of our notes to consolidated financial statements for further discussion on any recently issued or adopted accounting standards. Refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Fiscal 20172022 10-K for discussion on our critical accounting policies.

Forward-Looking Statements

Cautionary “Safe Harbor” Statement underThis report and our other public communications include “forward-looking statements” within the Private Securities Litigation Reform Actmeaning of 1995:  With the exceptionU.S. federal securities laws. Forward-looking statements are any statements other than statements of historical matters, the matters discussed in this Quarterly Report on Form 10-Qfact. Forward-looking statements are forward-looking statements that involve risksnot guarantees of future performance, and uncertainties that could cause actual results tomay differ materially from projections or estimates contained herein.  Such forward-lookingthese statements.

Forward-looking statements include, without limitation, statements regarding projected production estimates and estimates pertaining to timing and commencement of production from the operators of properties where we hold stream and royalty interests; statements related to ongoing developments and expected developments at properties where we hold stream and royalty interests; effective tax rate estimates, including the effect of recently enacted tax reform; the adequacy of financial resources and funds to cover anticipated expenditures for debt service and general and administrative expenses as well as costs associated with exploration and business development and capital expenditures, expected delivery dates of gold, silver, copper and other metals, and our expectation that substantially all our revenues will be derived from stream and royalty interests.  Words such asare often identified by words like “will,” “may,” “could,” “should,” “would,” “believe,” “estimate,” “expect,” “anticipate,” “plan,” “forecast,” “potential,” “intend,” “continue,” “project,” and variationsor negatives of these words comparable wordsor similar expressions. Forward-looking statements include, among others, statements regarding the following: the proposed acquisition of new royalty interests on the producing Serrote and similar expressions generally indicate forward-looking statements, which speak only asSanta Rita mines in Brazil, including the details of the dateanticipated royalties thereon and funding of the statement is made.  Do not unduly rely on forward-looking statements. Actual results may differ materiallypurchase price; our expected financial performance and outlook, including sales volume, revenue, expenses, and tax rates; operators’ expected operating and financial performance, including production, deliveries, mine plans, estimates of mineral resources and mineral reserves, development, cash flows and liquidity, capital requirements, capital expenditures and completion of feasibility studies, permitting activities and resolution of labor strikes; receipt of metal deliveries; anticipated liquidity, capital resources, financing and stockholder returns; deliveries of deferred silver ounces from those expressed or implied by these forward-looking statements. Pueblo Viejo; and prices for gold, silver, copper, nickel and other metals.

Factors that could cause actual results to differ materially from these forward-looking statements include, among others:

·

a low price environment for gold and other metal prices on which our stream and royalty interests are paid or a low price environment for the primary metals mined at properties where we hold stream and royalty interests;

·

the production atothers, the following: a lower-price environment for gold, silver, copper, nickel or other metals; operating activities or financial performance of properties where we hold stream and royalty interests, and variation of actual performance from the production estimates and forecasts made by the operators of these properties;

·

the ability of operators to bring projects into production on schedule or operate in accordance with feasibility studies, including development stage mining properties, mine and mill expansion project and other development and construction projects;

·

acquisition and maintenance of permits and authorizations, completion of construction and commencement and continuation of production at the properties where we hold stream and royalty interests;

·

challenges to mining, processing and related permits and licenses, or to applications for permits and licenses, by or on behalf of indigenous populations, non-governmental organizations or other third parties;

·

liquidity or other problems our operators may encounter, including shortfalls in the financing required to complete construction and bring a mine into production;

·

decisions and activities of the operators of properties where we hold stream and royalty interests;

·

hazards and risks at the properties where we hold stream and royalty interests that are normally associated with developing and mining properties, including unanticipated grade, continuity and geological, metallurgical, processing or other problems, mine operating and ore processing facility problems, pit wall or tailings dam failures, industrial accidents, environmental hazards and natural catastrophes such as drought, floods or earthquakes and access to sufficient raw materials, water and power;

·

changes in operators’ mining, processing and treatment techniques, which may change the production of minerals subject to our stream and royalty interests;

·

changes in the methodology employed by our operators to calculate our stream and royalty interests in accordance with the agreements that govern them;

28


·

changes in project parameters as plans of the operators of properties whereproperties on which we hold stream or royalty interests, including variations between actual and forecasted performance, operators’ ability to complete projects on schedule and royalty interests are refined;

·

accuracy of and decreases in estimates of reserves and mineralization by the operators of properties where we hold stream and royalty interests;

·

contests to our stream and royalty interests and title and other defects to the properties where we hold stream and royalty interests;

·

adverse effects on market demand for commodities, the availability of financing, and other effects from adverse economic and market conditions;

·

future financial needs of the Company and the operators of properties where we hold stream or royalty interests;

·

federal, state and foreign legislation governing us or the operators of properties where we hold stream and royalty interests;

·

the availability of stream and royalty interests for acquisition or other acquisition opportunities and the availability of debt or equity financing necessary to complete such acquisitions;

·

our ability to make accurate assumptions regarding the valuation, timing and amount of revenue to be derived from our stream and royalty interests when evaluating acquisitions;

·

risks associated with conducting business in foreign countries, including application of foreign laws to contract and other disputes, validity of security interests, governmental consents for granting interests in exploration and exploitation licenses, application and enforcement of real estate, mineral tenure, contract, safety, environmental and permitting laws, currency fluctuations, expropriation of property, repatriation of earnings, taxation, price controls, inflation, import and export regulations, community unrest and labor disputes, endemic health issues, corruption, enforcement and uncertain political and economic environments;

·

changes in laws governing us, the properties where we hold stream and royalty interests or the operators of such properties;

·

risks associated with issuances of additional common stock or incurrence of indebtedness in connection with acquisitions or otherwise including risks associated with the issuance and conversion of convertible notes;

·

changes in management and key employees; and

·

failure to complete future acquisitions;

as well asplanned, operators’ changes to mine plans and mineral reserves and mineral resources (including updated mineral reserve and mineral resource information), liquidity needs, mining and environmental hazards, labor disputes, distribution and supply chain disruptions, permitting and licensing issues, contractual issues involving our stream or royalty agreements, or operational disruptions; the timing of deliveries of metals from operators; risks associated with doing business in foreign countries; the impact of inadequately assessing new acquisitions; increased competition for stream and royalty interests; environmental risks, included those caused by climate change; the risk that the conditions to closing for the potential acquisition of royalties on the Serrote and Santa Rita mines may not be satisfied; delays in the completion of the plant expansion at Pueblo Viejo; potential cyber-attacks, including ransomware; our ability to identify, finance, value and complete acquisitions; adverse economic and market conditions; impact of health epidemics and pandemics; changes in laws or regulations governing us, operators or operating properties; changes in management and key employees; and other risk factors described elsewhere in this report and our other reports filed with the SEC,Securities and Exchange Commission, including our Fiscal 20172022 10-K. Most of these factors are beyond our ability to predict or control.  Future events and actual results could differ materially from those set forth in, contemplated by or underlying the forward-looking statements.  

28

Forward-looking statements speak only as of the date on which they are made. We disclaim any obligation to update any forward-looking statements, made herein, except as required by law. Readers are cautioned not to put undue reliance on forward-looking statements.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our earnings and cash flows are significantly impacted by changes in the market price of gold and other metals. Gold, silver, copper, nickel and other metal prices can fluctuate significantly and are affected by numerous factors, such as demand, production levels, economic policies of central banks, producer hedging, world political and economic events, inflation and the strength of the U.S. dollar relative to other currencies. Please see the risk factor entitled VolatilityOur revenue is subject to volatility in gold, silver, copper, nickel and other metal prices, may have an adverse impact on the valuewhich could negatively affect our results of our stream and royalty interests and may reduce our revenues. Certain contracts governing our royalty stream interests have features that may amplify the negative effects of a drop in metals prices,operations or cash flow,” under Part I, Item 1A of our Fiscal 20172022 10-K, for more information that can affect gold, silver, copper, nickel and otherabout risks associated with metal prices as well as historical gold, silver, copper and nickel prices.price volatility.

29


During the six months ended December 31, 2017,June 30, 2023, we reported revenue of $226.8$314.4 million, with an average gold price for the period of $1,277$1,932 per ounce, an average silver price of $16.78$23.31 per ounce, and an average copper price of $2.98$3.95 per pound. Approximately 78%The table below shows the impact that a 10% increase or decrease in the average price of the specified metal would have had on our total reported revenuesrevenue for the six months ended December 31, 2017 were attributable to gold sales from our gold producing stream and royalty interests, as shown within the MD&A.  For the six months ended December 31, 2017, if the price of gold had averaged 10% higher or lower per ounce, we would have recorded an increase or decrease in revenue of approximately $18.2 million.June 30, 2023:

Metal

Percentage of Total Reported Revenue Associated with Specified Metal

Amount by Which Total Reported Revenue Would Have Increased or Decreased If Price of Specified Metal Had Averaged 10% Higher or Lower in Period

Gold

74%

$23.7 million

Silver

14%

$2.4 million

Copper

10%

$5.7 million

Approximately 9% of our total reported revenues for the six months ended December 31, 2017 were attributable to silver sales from our silver producing stream and royalty interests.  For the six months ended December 31, 2017, if the price of silver had averaged 10% higher or lower per ounce, we would have recorded an increase or decrease in revenue of approximately $2.1 million.

Approximately 9% of our total reported revenues for the six months ended December 31, 2017 were attributable to copper sales from our copper producing stream and royalty interests.  For the six months ended December 31, 2017, if the price of copper had averaged 10% higher or lower per pound, we would have recorded an increase or decrease in revenue of approximately $2.2 million.

ITEM 4.CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of December 31, 2017,Under the Company’s management,supervision and with the participation of the President andour management, including our Chief Executive Officer (the principal executive officer) and Chief Financial Officer and Treasurer (the principal financial and accounting officer) of the Company, carried out an evaluation of, we evaluated the effectiveness of the design and operation of the Company’sour disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)as of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)).June 30, 2023. Based on suchthis evaluation, the Company’s President andour Chief Executive Officer and its Chief Financial Officer and Treasurer have concluded that as of December 31, 2017, the Company’sour disclosure controls and procedures were effective to provideas of June 30, 2023, at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the three months ended June 30, 2023, that information requiredmaterially affected, or are reasonably likely to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the required time periods and that such information is accumulated and communicated to the Company’smaterially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

Our management, including the President andour Chief Executive Officer and the Chief Financial Officer, and Treasurer, as appropriate to allow timely decisions regarding required disclosure.

Disclosuredoes not expect that our disclosure controls and procedures involve human diligenceor our internal controls will prevent all error and compliance and are subject to lapses in judgment and breakdowns resulting from human failures.  As a result, aall fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the CompanyRoyal Gold have been detected.

Changes in Internal Controls

There has been no change in the Company’s internal control over financial reporting during the three months ended December 31, 2017 that has materially affected, or that is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II.OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

Voisey’s BayNone.

Refer to Note 10 of our notes to consolidated financial statements for a discussion of the litigation associated with our Voisey’s Bay royalty.

30


29

ITEM 1A.    RISK FACTORS

Information regardingThere have been no material changes to the risk factors appears in Part I, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Forward-Looking Statements,” and various risks faced by us are also discussed elsewhere in Part I, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Quarterly Report on Form 10-Q.  In addition, risk factors are included in Part I, Item 1Athe section entitled “Risk Factors” of our Fiscal 20172022 10-K.

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

Period

(a) Total Number of Shares Purchased

(b) Average Price Paid Per Share

(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs

(d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plan or Programs

April 2023

N/A

N/A

May 2023

N/A

N/A

June 2023

N/A

N/A

Total

N/A

N/A

Not applicable.

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

None.

Not applicable.

ITEM 4.MINE SAFETY DISCLOSURE

Not applicable.

ITEM 5.OTHER INFORMATION

On June 14, 2023, Paul Libner, Chief Financial Officer and Treasurer of Royal Gold, adopted a trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Securities Exchange Act of 1934, as amended, regarding the sale of up to 1,700 shares of common stock of Royal Gold. The plan provides that sales may begin on September 13, 2023, and will end on September 30, 2024, or such earlier date as all 1,700 shares are sold.

No non-Rule 10b5-1 trading arrangements (as defined by Item 408(a) of Regulation S-K) were entered into by a Section 16 director or officer of the Company during the quarter.

30

Table of Contents

Not applicable.

ITEM 6.EXHIBITS

Exhibit
Number

    

Description

10.1*3.1

FormCertificate of First Amendment to Employment Agreement made and entered intoRestatement of Certificate of Incorporation (filed as Exhibit 3.2(d) of the 15th day of December, 2017,Current Report on Form 8-K on March 8, 2023, and incorporated herein by and between Royal Gold, Inc. and each of the following:  Karli Anderson, William Heissenbuttel, Mark Isto, Tony Jensen, Bruce Kirchhoff and Stefan Wenger.reference)

3.2

Certificate of Amendment to the Restated Certificate of Incorporation (filed as Exhibit 3.1 of the Current Report on Form 8-K on May 26, 2023, and incorporated herein by reference)

10.1

Fifth Amendment to Revolving Credit Facility Credit Agreement, dated as of June 28, 2023, together with Annex A (filed as Exhibit 10.1 of the Current Report on Form 8-K on February 16, 2023, and incorporated herein by reference)

31.1*

Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*

Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1‡

Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2‡

Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*101*

XBRL Instance Document.The following financial statements from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, formatted in Inline XBRL: (a) Consolidated Statements of Cash Flows, (b) Consolidated Statements of Operations, (c) Consolidated Statements of Comprehensive Income, (d) Consolidated Balance Sheets, and (e) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.

101.SCH*

XBRL Taxonomy Extension Schema Document.

101.CAL*104*

The cover page from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, formatted in Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*

XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*

XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*

XBRL Taxonomy Extension Presentation Linkbase Document.(included as Exhibit 101).


*

Filed herewith.

Furnished herewith.

31


Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ROYAL GOLD, INC.

Date: February 8, 2018August 3, 2023

By:

/s/ Tony JensenWilliam Heissenbuttel

Tony JensenWilliam Heissenbuttel

President and Chief Executive Officer

(Principal Executive Officer)

Date:  February 8, 2018August 3, 2023

By:

/s/ Stefan WengerPaul Libner

Stefan WengerPaul Libner

Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer)

32