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 x No o

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 x No o

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

There were ~~62,260,914~~65,267,061 shares of the Company’s common stock, par value $0.01 per share, outstanding as of ~~January 28,~~April 21, 2016.

Table of Contents

INDEX

ITEM 1. FINANCIAL STATEMENTS

ROYAL GOLD, INC.

Consolidated Balance Sheets

(Unaudited, in thousands except share data)

	December 31, 2015			June 30, 2015			March 31, 2016		June 30, 2015
ASSETS
Cash and equivalents	$	117,600		$	742,849		$	122,863	$	742,849
Royalty receivables	22,913			37,681			20,233		37,681
Income tax receivable	12,828			6,422			21,578		6,422
Stream inventory	8,289			2,287			5,402		2,287
Available-for-sale securities (Note 4)							3,861		6,273
Prepaid expenses and other	1,230			1,511			1,243		1,511
Total current assets	162,860			790,750			175,180		797,023

Royalty and stream interests, net (Note 3)	2,996,421			2,083,608			2,863,440		2,083,608
Available-for-sale securities (Note 4)	8,411			6,273
Other assets	55,576			44,801			60,622		44,801
Total assets	$	3,223,268		$	2,925,432		$	3,099,242	$	2,925,432

LIABILITIES
Accounts payable	2,781			4,911			3,413		4,911
Dividends payable	15,010			14,341			15,011		14,341
Foreign withholding taxes payable	—			199
Other current liabilities	2,727			5,522			5,778		5,721
Total current liabilities	20,518			24,973			24,202		24,973

Debt (Note 5)	677,494			322,110			630,252		322,110
Deferred tax liabilities	140,614			146,603			139,861		146,603
Uncertain tax positions (Note 9)	15,935			15,130			17,080		15,130
Other long-term liabilities	6,489			689			6,489		689
Total liabilities	861,050			509,505			817,884		509,505

Commitments and contingencies (Note 12)

EQUITY
Preferred stock, $.01 par value, 10,000,000 shares authorized; and 0 shares issued	—			—			—		—
Common stock, $.01 par value, 100,000,000 shares authorized; and 65,082,861 and 65,033,547 shares outstanding, respectively	651			650
Common stock, $.01 par value, 100,000,000 shares authorized; and 65,089,008 and 65,033,547 shares outstanding, respectively							651		650
Additional paid-in capital	2,175,845			2,170,643			2,178,011		2,170,643
Accumulated other comprehensive loss	(1,154		)	(3,292		)
Accumulated other comprehensive income (loss)							553		(3,292		)
Accumulated earnings	125,821			185,121			43,153		185,121
Total Royal Gold stockholders’ equity	2,301,163			2,353,122			2,222,368		2,353,122
Non-controlling interests	61,055			62,805			58,990		62,805
Total equity	2,362,218			2,415,927			2,281,358		2,415,927
Total liabilities and equity	$	3,223,268		$	2,925,432		$	3,099,242	$	2,925,432

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

ROYAL GOLD, INC.

Consolidated Statements of Operations and Comprehensive (Loss) Income ~~(Loss)~~

(Unaudited, in thousands except share data)

	For The Three Months Ended						For The Six Months Ended						For The Three Months Ended						For The Nine Months Ended
	December 31,			December 31,			December 31,			December 31,			March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014			2016			2015			2016			2015
Revenue	$	98,118		$	61,304		$	172,173		$	130,330		$	93,487		$	74,110		$	265,660		$	204,439

Costs and expenses
Cost of sales	22,572			6,236			34,038			12,910			17,921			10,542			51,960			23,452
General and administrative	5,841			8,511			15,352			15,652			7,679			5,545			23,416			18,201
Production taxes	996			1,731			2,588			3,421			958			935			3,546			4,356
Exploration costs	1,129			—			4,285			—			1,851			155			6,135			155
Depreciation, depletion and amortization	40,407			20,278			67,555			42,490			38,163			24,783			105,717			67,273
Impairment of royalty and stream interests	—			26,570			—			28,339
Impairments of royalty and stream interests and royalty receivables (Note 3)													98,973			—			98,588			31,335
Total costs and expenses	70,945			63,326			123,818			102,812			165,545			41,960			289,362			144,772

Operating income (loss)	27,173			(2,022		)	48,355			27,518
Operating (loss) income													(72,058		)	32,150			(23,702		)	59,667

Interest and other income	386			228			615			279			3,060			435			2,804			714
Interest and other expense	(8,899		)	(6,358		)	(16,076		)	(13,070		)	(8,762		)	(6,433		)	(23,968		)	(19,502		)
Income (loss) before income taxes	18,660			(8,152		)	32,894			14,727			(77,760		)	26,152			(44,866		)	40,879

Income tax (expense) benefit	(4,740		)	1,827			(63,917		)	(2,131		)
Net income (loss)	13,920			(6,325		)	(31,023		)	12,596
Income tax benefit (expense)													8,262			(1,041		)	(55,655		)	(3,172		)
Net (loss) income													(69,498		)	25,111			(100,521		)	37,707
Net loss (income) attributable to non-controlling interests	1,194			(223		)	1,090			(462		)	1,842			(97		)	2,932			(559		)
Net income (loss) attributable to Royal Gold common stockholders	$	15,114		$	(6,548	)	(29,933		)	$	12,134
Net (loss) income attributable to Royal Gold common stockholders													$	(67,656	)	$	25,014		(97,589		)	$	37,148

Net income (loss)	$	13,920		$	(6,325	)	$	(31,023	)	$	12,596
Net (loss) income													$	(69,498	)	$	25,111		$	(100,521	)	$	37,707
Adjustments to comprehensive income (loss) , net of tax
Unrealized change in market value of available-for-sale securities	2,587			(481		)	2,138			(1,820		)	2,383			(2,168		)	4,521			(3,988		)
Comprehensive income (loss)	16,507			(6,806		)	(28,885		)	10,776
Reclassification adjustment for gains included in net income													(675		)	—			(675		)	—
Comprehensive (loss) income													(67,790		)	22,943			(96,675		)	33,719
Comprehensive loss (income) attributable to non-controlling interests	1,194			(223		)	1,090			(462		)	1,842			(97		)	2,932			(559		)
Comprehensive income (loss) attributable to Royal Gold stockholders	$	17,701		$	(7,029	)	$	(27,795	)	$	10,314
Comprehensive (loss) income attributable to Royal Gold stockholders													$	(65,948	)	$	22,846		$	(93,743	)	$	33,160

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

Basic earnings (loss) per share	$	0.23		$	(0.10	)	$	(0.46	)	$	0.19
Basic (loss) earnings per share													$	(1.04	)	$	0.38		$	(1.50	)	$	0.57
Basic weighted average shares outstanding	65,073,678			65,002,307			65,061,059			64,982,595			65,085,225			65,033,547			65,069,056			64,999,331
Diluted earnings (loss) per share	$	0.23		$	(0.10	)	$	(0.46	)	$	0.19
Diluted (loss) earnings per share													$	(1.04	)	$	0.38		$	(1.50	)	$	0.57
Diluted weighted average shares outstanding	65,121,744			65,002,307			65,061,059			65,122,185			65,085,225			65,129,362			65,069,056			65,122,313
Cash dividends declared per common share	$	0.23		$	0.22		$	0.45		$	0.43		$	0.23		$	0.22		$	0.68		$	0.65

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

ROYAL GOLD, INC.

Consolidated Statements of ~~Operations and Comprehensive Income (Loss)~~Cash Flows

(Unaudited, in ~~thousands except share data)~~thousands)

	For The Six Months Ended						For The Nine Months Ended
	December 31,			December 31,			March 31,			March 31,
	2015			2014			2016			2015
Cash flows from operating activities:
Net (loss) income	$	(31,023	)	$	12,596		$	(100,521	)	$	37,707
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation, depletion and amortization	67,555			42,490			105,717			67,273
Non-cash employee stock compensation expense	5,449			2,824			7,789			3,660
Impairments of royalty and stream interests and royalty receivables							98,588			31,335
Amortization of debt discount	5,383			5,013			8,142			7,624
Impairment of royalty and stream interests	—			28,339
Gain on sale of available-for-sale securities							(675		)	—
Deferred tax benefit							(17,246		)	(34,199		)
Tax expense (benefit) of stock-based compensation exercises	247			(74		)	247			(74		)
Deferred tax benefit	(11,767		)	(17,103		)
Other	(390		)	—			(390		)	—
Changes in assets and liabilities:
Royalty receivables	14,768			9,340			14,976			4,172
Income taxes receivable							(2,996		)	25,191
Stream inventory	(6,002		)	1,308			(3,115		)	434
Prepaid expenses and other assets	3,100			2,036			1,630			4,037
Accounts payable	(2,092		)	(1,182		)	(1,533		)	(1,742		)
Foreign withholding taxes payable	(199		)	(1,999		)
Income taxes receivable	3,530			(1,778		)
Uncertain tax positions	806			1,027			1,950			1,736
Other liabilities	5,231			(563		)	8,084			1,040
Net cash provided by operating activities	$	54,596		$	82,274		$	120,647		$	148,194

Cash flows from investing activities:
Acquisition of royalty and stream interests	(1,324,984		)	(38,734		)	(1,326,256		)	(60,341		)
Andacollo royalty termination	345,000			—			345,000			—
Golden Star term loan	(20,000		)	—			(20,000		)	—
Proceeds from sale of available-for-sale securities							6,933			—
Tulsequah stream termination							—			10,000
Other	(271		)	(517		)	(302		)	(71		)
Net cash used in investing activities	$	(1,000,255	)	$	(39,251	)	$	(994,625	)	$	(50,412	)

Cash flows from financing activities:
Borrowings from revolving credit facility	350,000			—			350,000			—
Net proceeds from issuance of common stock	—			775
Repayment of revolving credit facility							(50,000		)	—
Common stock dividends	(28,699		)	(27,369		)	(43,709		)	(41,712		)
Debt issuance costs							(1,049		)	—
Distribution to non-controlling interests	(636		)	(911		)	(829		)	(1,227		)
Net (payments) proceeds from issuance of common stock							(174		)	775
Tax (benefit) expense of stock-based compensation exercises	(247		)	74			(247		)	74
Other	(8		)	—
Net cash provided by (used in) financing activities	$	320,410		$	(27,431	)	$	253,992		$	(42,090	)
Net (decrease) increase in cash and equivalents	(625,249		)	15,592			(619,986		)	55,692
Cash and equivalents at beginning of period	742,849			659,536			742,849			659,536
Cash and equivalents at end of period	$	117,600		$	675,128		$	122,863		$	715,228

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

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

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

Royal Gold, Inc. (“Royal Gold”, the “Company”, “we”, “us”, or “our”), together with its subsidiaries, is engaged in the business of acquiring and managing precious metals royalties (or “royalty interests”), metal streams (or “stream interests”), and similar 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. 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.

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~~nine months ended ~~December~~March 31, ~~2015,~~2016, are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2016. These interim unaudited financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2015 filed with the Securities and Exchange Commission on August 6, 2015 (“Fiscal 2015 10-K”).

Certain amounts in the prior period financial statements 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.

Asset Impairment

We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts of an asset or group of assets may not be recoverable. The recoverability of the carrying value of royalty and stream interests in production and development stage mineral properties is evaluated based upon estimated future undiscounted net cash flows from each royalty and stream interest ~~property~~ using estimates of proven and probable reserves and other relevant information received from the operators. We evaluate the recoverability of the carrying value of royalty interests in exploration stage mineral properties in the event of significant decreases in the price of gold, silver, copper, nickel and other metals, and whenever new information regarding the mineral properties is obtained from the operator indicating that production will not likely occur or may be reduced in the future, thus potentially affecting the future recoverability of our royalty or stream interests. Impairments in the carrying value of each property are measured and recorded to the extent that the carrying value in each property exceeds its estimated fair value, which is generally calculated using estimated future discounted cash flows.

Estimates of gold, silver, copper, nickel and other metal prices, operators’ estimates of proven and probable reserves or mineralized material related to our royalty or streaming properties, and operators’ estimates of operating and capital costs are subject to certain risks and uncertainties which may affect the recoverability of our investment in these royalty and stream interests in mineral properties. It is possible

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

that changes could occur to these estimates, which could adversely affect the net cash flows expected to be generated from these royalty and stream interests. Refer to Note 3 for discussion and the results of our quarterly impairment assessments for the three and nine months ended March 31, 2016.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Recently Issued Account Standards

In ~~January~~March 2016, the Financial Accounting Standards Board (“FASB”) issued guidance to simplify several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation with actual forfeitures as they occur, as well as certain classifications on the statement of cash flows. The new guidance is effective for the Company’s fiscal year beginning July 1, 2017. We are currently evaluating the impact this guidance will have on our consolidated financial statements and footnote disclosures.

In January 2016, the FASB issued guidance on the recognition and measurement of financial instruments. The amended guidance requires, among other things, that equity securities classified as available-for-sale to be measured at fair value with changes in fair value recognized in net income rather than other comprehensive income as required under previous guidance. The new guidance is effective for the Company’s fiscal year beginning July 1, 2018. We are currently evaluating the impact this guidance will have on our consolidated financial statements.

In November 2015, the FASB issued guidance on the presentation of deferred income taxes that requires deferred tax assets and liabilities, along with related valuation allowances, to be classified as non-current on the balance sheet. As a result, each tax jurisdiction will now only have one net non-current deferred tax asset or liability. The new guidance does not change the existing requirement that prohibits offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. The new guidance is effective for the Company’s fiscal year beginning July 1, 2017 and will only result in a change in presentation of these deferred taxes on our consolidated balance sheets. Early adoption is permitted, and we are currently evaluating the impact of this guidance on our consolidated financial statements.

2. ACQUISITIONS

Acquisition and Amendment of Gold Stream on Wassa ~~Bogoso~~ and Prestea

On July 28, 2015, RGLD Gold AG (“RGLD Gold”), a wholly-owned subsidiary of the Company, closed a $130 million gold stream transaction with a wholly-owned subsidiary of Golden Star Resources Ltd. (together “Golden Star”). On December 30, 2015, the parties executed an amendment providing for an additional $15 million investment (for a total investment of $145 million) by RGLD Gold. At Golden Star’s option, RGLD Gold will increase its investment by a further $5 million (for a total investment of $150 million) subject to satisfaction of certain conditions, including Golden Star’s procurement of a minimum of $5 million of third party equity investment.

Also on July 28, 2015 and separate from the stream transaction by RGLD Gold, the Company also funded a $20 million, 4-year term loan to Golden Star and received warrants to purchase 5 million shares of Golden Star common stock, with a grant date fair value of approximately $0.8 million. Interest under the term loan is due quarterly at a rate equal to 62.5% of the average daily gold price for the relevant quarter divided by 10,000, but not to exceed 11.5%. The warrants have a term of four years and an exercise price of $0.27.

Pursuant to the stream transaction and subject to certain conditions, RGLD Gold will make $145 million in advance payments to Golden Star in stages. As of ~~December~~March 31, ~~2015,~~2016, RGLD Gold has advanced $75 ~~million, including~~million. On April 1, 2016, RGLD Gold made an advance payment of $20 million ~~advanced at closing of the amendment. RGLD Gold~~and expects to advance

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

the balance in ~~four~~three quarterly payments as follows: (i) $20 million on each of ~~April 1,~~ July 1 and October 1, 2016, and (ii) $10 million on January 1, 2017; however ~~funds will~~this schedule may be ~~advanced~~modified based on ~~a pro rata basis with~~the actual spending on the Wassa and Prestea underground projects and these funds are subject to satisfaction of certain conditions. Golden Star will deliver to RGLD Gold 9.25% of gold produced from the Wassa ~~Bogoso~~ and Prestea mines, until the earlier of (i) December 31, 2017 or (ii) the date at which the Wassa and Prestea underground projects achieve commercial production. At that point, the stream percentage will increase

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

to 10.5% (or to 10.9% if the total investment increases to $150 million) of gold produced from the Wassa ~~Bogoso~~ and Prestea projects until an aggregate 240,000 ounces have been delivered (or 250,000 ounces if the total investment increases to $150 million). Once the applicable delivery threshold is met, the stream percentage will decrease to 5.5% for the remaining life of the mines.

RGLD Gold will pay Golden Star a cash price equal to 20% of the spot price for each ounce of gold delivered at the time of delivery until the applicable delivery threshold is met, and 30% of the spot price for each ounce of gold delivered thereafter.

The Wassa ~~Bogoso~~ and Prestea gold stream acquisition has been accounted for as an asset acquisition. The $75 million paid as part of the aggregate advance payments of $145 million, plus direct acquisition costs, ~~has~~have been recorded as ~~separate components of~~ a production stage stream interest withinRoyalty and stream interests, neton our consolidated balance sheets. ~~Accordingly, approximately $62.5 million and $13.7 million was allocated to production stage and exploration stage stream interest, respectively, as of December 31, 2015.~~ Future advance payments, plus any direct acquisition costs incurred, will be recorded as a production stage ~~or an exploration stream~~ interest accordingly. The acquisition ~~costs~~cost of the ~~production stage~~Wassa and Prestea gold stream interest will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, ~~for Wassa, Bogoso and Prestea,~~ as provided by Golden Star.

The $20 million four-year term loan and the received warrants have been recorded within Other assetson our consolidated balance sheets. The warrants have been classified as a financial asset instrument and are recorded at fair value at each reporting period using the Black-Scholes model. Any change in the fair value of the warrants at subsequent reporting periods will be recorded within Interest and other on our consolidated statements of operations and comprehensive income.

Acquisition of Gold and Silver Stream at Pueblo Viejo

On September 29, 2015, RGLD Gold closed its Precious Metals Purchase and Sale Agreement with Barrick Gold Corporation (“Barrick”) and its wholly-owned subsidiary, BGC Holdings Ltd. (“BGC”) for a percentage of the gold and silver production attributable to Barrick’s 60% interest in the Pueblo Viejo mine located in the Dominican Republic. Pursuant to the Precious Metals Purchase and Sale Agreement, RGLD Gold made a single advance payment of $610 million to BGC as part of the closing. The transaction is effective as of July 1, 2015 for the gold stream and January 1, 2016 for the silver stream.

BGC will deliver gold to RGLD Gold in amounts equal to 7.50% of Barrick’s interest in the gold produced at the Pueblo Viejo mine ~~from July 1, 2015~~ until 990,000 ounces of gold have been delivered, and 3.75% of Barrick’s interest in gold produced thereafter. RGLD Gold will pay BGC 30% of the spot price per ounce of gold delivered until 550,000 ounces of gold have been delivered, and 60% of the spot price per ounce delivered thereafter. RGLD Gold began receiving gold deliveries during the quarter ended December 31, 2015.

BGC will deliver silver to RGLD Gold in amounts equal to 75% of Barrick’s interest in the silver produced at the Pueblo Viejo mine, ~~beginning on January 1, 2016~~subject to a minimum silver recovery of 70%, until 50 million ounces of silver have been delivered, and 37.50% of Barrick’s interest in silver produced thereafter. RGLD Gold will pay BGC 30% of the spot price per ounce of silver delivered until 23.10 million ounces of silver have been delivered, and 60% of the spot price per ounce of silver delivered thereafter.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

The Pueblo Viejo gold and silver stream acquisition has been accounted for as an asset acquisition. The advance payment of $610 million, plus direct transaction costs, have been recorded as a production stage stream interest within Royalty and stream interests, neton our consolidated balance sheets. The acquisition cost of the Pueblo Viejo gold and silver stream interest will be depleted using the units of

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

production method, which is estimated using aggregate proven and probable reserves, as provided by Barrick.

Acquisition of Gold and Silver Stream at Rainy River

On July 20, 2015, RGLD Gold entered into a $175 million Purchase and Sale Agreement with New Gold, Inc. (“New Gold”), for a percentage of the gold and silver production from the Rainy River Project located in Ontario, Canada (“Rainy River”). Pursuant to the Purchase and Sale Agreement, RGLD Gold made an advance payment to New Gold, consisting of $100 million on July 20, 2015, and will make an additional advance payment of $75 million once capital spending at Rainy River is 60% complete (currently expected by mid-calendar 2016). ~~Also under~~Under the Purchase and Sale Agreement, New Gold will deliver to RGLD Gold 6.50% of the gold produced at Rainy River until 230,000 gold ounces have been delivered, and 3.25% thereafter. New Gold also will deliver to RGLD Gold 60% of the silver produced at Rainy River until 3.10 million silver ounces have been delivered, and 30% thereafter. RGLD Gold will pay New Gold 25% of the spot price per ounce of gold and silver at the time of delivery.

The Rainy River gold and silver stream acquisition has been accounted for as an asset acquisition. The $100 million paid as part of the aggregate advance payments of $175 million, plus direct transaction costs, have been recorded as a development stage stream interest within Royalty and stream interests, net on our consolidated balance sheets.

Acquisition of Gold Stream at Carmen de Andacollo

On July 9, 2015, RGLD Gold entered into a Long Term Offtake Agreement (the “Andacollo Stream Agreement”) with Compañía Minera Teck Carmen de Andacollo (“CMCA”), a 90% owned subsidiary of Teck Resources Limited (“Teck”). Pursuant to the Andacollo Stream Agreement, CMCA will sell and deliver to RGLD Gold 100% of payable gold from the Carmen de Andacollo (“Andacollo”) copper-gold mine located in Chile until 900,000 ounces have been delivered, and 50% thereafter, subject to a fixed payable percentage of 89%. RGLD Gold made a $525 million advance payment in cash to CMCA upon entry into the Andacollo Stream Agreement, and RGLD Gold will also pay CMCA 15% of the monthly average gold price for the month preceding the delivery date for all gold purchased under the Andacollo Stream Agreement.

The transaction encompasses certain of CMCA’s presently owned mining concessions on the Andacollo mine, as well as any other mining concessions presently owned or acquired by CMCA or any of its affiliates within aan approximate 1.5 kilometer area of interest, and certain other mining concessions that CMCA or its affiliates may acquire. The Andacollo Stream Agreement iswas effective July 1, 2015, and applies to all final settlements of gold received on or after that date. Deliveries to RGLD Gold will be made monthly, and RGLD Gold began receiving gold deliveries during the quarter ended September 30, 2015.

The Company accounted for the acquisition of the stream interest at Andacollo as an asset acquisition. For US GAAP financial reporting purposes on the date of acquisition, the Company’s new consolidated carrying value in its stream interest at Andacollo was approximately $388.2 million, which included direct acquisition costs, and has been recorded as a production stage stream interest within Royalty and stream interests, net on our consolidated balance sheets. The Andacollo gold stream interest will be

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by Teck.

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

Termination of Royalty Interest at Carmen de Andacollo

On July 9, 2015, Royal Gold Chile Limitada (“RG Chile”), a wholly owned subsidiary of the Company, entered into a Royalty Termination Agreement with CMCA. The Royalty Termination Agreement terminated an amended Royalty Agreement originally dated January 12, 2010, which provided RG Chile with a royalty equivalent to 75% of the gold produced from the sulfide portion of the Andacollo mine until 910,000 payable ounces have been produced, and 50% of the gold produced thereafter. CMCA paid total consideration of $345 million to RG Chile in connection with the Royalty Termination Agreement. The net carrying value of the Andacollo royalty on the date of termination was approximately $207.5 million. The royalty termination transaction was taxable in Chile and the United States.

3. ROYALTY AND STREAM INTERESTS

The following tables summarize the Company’s royalty and stream interests as of ~~December~~March 31, ~~2015~~2016 and June 30, 2015.

As of December 31, 2015 (Amounts in thousands):	Cost		Accumulated Depletion			Net
As of March 31, 2016 (Amounts in thousands):								Cost		Accumulated Depletion			Impairments			Net
Production stage royalty interests:
Voisey’s Bay	$	150,138	$	(82,897	)	$	67,241	$	205,724	$	(85,671	)	$	—		$	120,053
Peñasquito	99,172		(28,334		)	70,838		99,172		(29,439		)	—			69,733
Holt	34,612		(15,656		)	18,956		34,612		(16,391		)	—			18,221
Cortez	10,630		(9,970		)	660		10,630		(9,987		)	—			643
Other	531,734		(324,204		)	207,530		531,734		(333,196		)	(18,605		)	179,933
Total production stage royalty interests	826,286		(461,061		)	365,225		881,872		(474,684		)	(18,605		)	388,583

Production stage stream interests:
Mount Milligan	783,046		(55,980		)	727,066		783,046		(65,329		)	—			717,717
Pueblo Viejo	610,400		(5,612		)	604,788		610,404		(13,344		)	—			597,060
Andacollo	388,182		(6,514		)	381,668		388,182		(12,497		)	—			375,685
Wassa/Bogoso/Prestea	62,507		(4,620		)	57,887		76,427		(6,000		)	—			70,427
Total production stage stream interests	1,844,135		(72,726		)	1,771,409		1,858,059		(97,170		)	—			1,760,889
Production stage royalty and stream interests	2,670,421		(533,787		)	2,136,634		2,739,931		(571,854		)	(18,605		)	2,149,472

Development stage royalty interests:
Pascua-Lama	380,657		—			380,657		380,657		—			—			380,657
Other	66,415		—			66,415		66,415		—			—			66,415
Total development stage royalty interests	447,072		—			447,072		447,072		—			—			447,072

Development stage stream interests:
Rainy River	100,684		—			100,684		100,684		—			—			100,684
Other	87,822		(86		)	87,736		87,881		(153		)	(75,702		)	12,026
Total development stage stream interests	188,506		(86		)	188,420		188,565		(153		)	(75,702		)	112,710
Development stage royalty and stream interests	635,578		(86		)	635,492		635,637		(153		)	(75,702		)	559,782

Exploration stage royalty interests	210,584		—			210,584		155,997		—			(1,811		)	154,186
Exploration stage stream interests	13,711		—			13,711		—		—			—			—
Total royalty and stream interests	$	3,530,294	$	(533,873	)	$	2,996,421	$	3,531,565	$	(572,007	)	$	(96,118	)	$	2,863,440

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

As of June 30, 2015 (Amounts in thousands):	Cost		Accumulated Depletion			Impairments			Net		Cost		Accumulated Depletion			Impairments			Net
Production stage royalty interests:
Andacollo	$	272,998	$	(65,467	)	$	—		$	207,531	$	272,998	$	(65,467	)	$	—		$	207,531
Voisey’s Bay	150,138		(76,141		)	—			73,997		150,138		(76,141		)	—			73,997
Peñasquito	99,172		(24,555		)	—			74,617		99,172		(24,555		)	—			74,617
Mulatos	48,092		(32,313		)				15,779		48,092		(32,313		)				15,779
Holt	34,612		(13,950		)	—			20,662		34,612		(13,950		)	—			20,662
Robinson	17,825		(12,748		)				5,077		17,825		(12,748		)				5,077
Cortez	10,630		(9,933		)	—			697		10,630		(9,933		)	—			697
Other	495,763		(265,727		)	(27,586		)	202,450		495,763		(265,727		)	(27,586		)	202,450
Total production stage royalty interests	1,129,230		(500,834		)	(27,586		)	600,810		1,129,230		(500,834		)	(27,586		)	600,810

Production stage stream interests:
Mount Milligan	783,046		(35,195		)	—			747,851		783,046		(35,195		)	—			747,851
Production stage royalty and stream interests	1,912,276		(536,029		)	(27,586		)	1,348,661		1,912,276		(536,029		)	(27,586		)	1,348,661

Development stage royalty interests:
Pascua-Lama	372,105		—			—			372,105		372,105		—			—			372,105
Other	67,017		—			—			67,017		67,017		—			—			67,017
Total development stage royalty interests	439,122		—			—			439,122		439,122		—			—			439,122

Development stage stream interests:
Phoenix Gold	75,843		—			—			75,843		75,843		—			—			75,843
Other	8,183		—			(603		)	7,580		8,183		—			(603		)	7,580
Total development stage stream interests	84,026		—			(603		)	83,423		84,026		—			(603		)	83,423
Development stage royalty and stream interests	523,148		—			(603		)	522,545		523,148		—			(603		)	522,545

Exploration stage royalty interests	212,552		—			(150		)	212,402		212,552		—			(150		)	212,402
Total royalty and stream interests	$	2,647,976	$	(536,029	)	$	(28,339	)	$	2,083,608	$	2,647,976	$	(536,029	)	$	(28,339	)	$	2,083,608

Impairment of royalty and stream interests and royalty receivables

In accordance with our impairment accounting policy discussed in Note 1, impairments in the carrying value of each royalty or stream interest are measured and recorded to the extent that the carrying value in each royalty or stream interest exceeds its estimated fair value, which is generally calculated using estimated future discounted cash-flows. As part of the Company’s regular asset impairment analysis, which included the presence of impairment indicators, the Company ~~did not record any~~recorded impairment charges for the three and ~~six~~nine months ended ~~December~~March 31, ~~2015. See Note 13 for further discussion on our Phoenix Gold streaming interest. The Company recorded impairment charges for the fiscal year ended June 30,~~2016 and 2015, as ~~discussed further~~summarized in the ~~Company’s Fiscal 2015 10-K.~~following table:

	For The Three Months Ended March 31,				For The Nine Months Ended March 31,
	2016		2015		2016			2015
	(Amounts in thousands)				(Amounts in thousands)
Phoenix Gold(1)	$	75,702	$	—	$	75,702		$	—
Inata(2)	11,982		—		11,982			—
Wolverine(2)	5,307		—		5,307			25,967
Other	3,127		—		3,127			2,372
Total impairment of royalty and stream interests	$	96,118	$	—	$	96,118		$	28,339
Inata	2,855		—		2,855			—
Wolverine	—		—		(385		)	2,996
Total impairment of royalty and stream interests and royalty receivables	$	98,973	$	—	$	98,588		$	31,335

(1) Included in Other development stage stream interests in the above royalty and stream interests table.

(2) Included in Other production stage royalty interests in the above royalty and stream interests table.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Phoenix Gold

RGLD Gold owns the right to purchase 6.30% of any gold produced from the Phoenix Gold Project until 135,000 ounces have been delivered, and 3.15% thereafter. The Phoenix Gold Project is located in Red Lake, Ontario, Canada, and operated by Rubicon Minerals Corporation (“Rubicon”). On January 11, 2016, Rubicon provided an updated geologic model and mineralized material statement for the Phoenix Gold Project, which included a significant reduction in mineralized material compared to previous statements provided by Rubicon. Rubicon also announced that they are evaluating strategic alternatives, including merger and divestiture opportunities either at the corporate or asset level, obtaining new financing or capital restructurings. A significant reduction in mineralized material, along with recent decreases in the long-term metal price assumptions used by the industry, are indicators of impairment.

During the quarter ended March 31, 2016, the Company independently evaluated the updated geologic model and mineralized material statement in an effort to properly assess the recoverability of our carrying value. The Company’s technical evaluation was completed by internal and external qualified personnel and included an econcomic analysis of the Phoenix Gold Project and a detailed review of the geological model and mineralized material statement.

Based upon the results of the Company’s review of the updated geological model and mineralized material statement, and other factors, it was determined that our stream interest at the Phoenix Gold Project should be written down to zero as of March 31, 2016. The Company will continue to pursue commercial alternatives for potential recovery of our investment.

Inata

The Company owns a 2.5% gross smelter return royalty on all gold and silver produced from the Inata mine, located in Burkina Faso, West Africa, and operated by a subsidiary of Avocet Mining PLC (“Avocet”). The Company’s carrying value for its royalty interest at Inata was approximately $12.0 million as of December 31, 2015. As part of the Company’s impairment assessment for the three months ended March 31, 2016, the Company was notified of an updated mine plan at Inata, which included a significant reduction in the life of the mine. Based upon our review of the updated mine plan, it was determined that our royalty interest should be written down to zero as of March 31, 2016.

The Company also has a royalty receivable of approximately $2.8 million associated with past due royalty payments on the Inata interest. As a result of Avocet’s financial and operational difficulties and our review of the updated mine plan at Inata, the Company believes payment of the receivable is uncertain and provided for an allowance against the entire royalty receivable as of March 31, 2016. The Company will continue to pursue collection of all past due payments.

Wolverine

The Company owns a 0.00% to 9.445% sliding-scale NSR royalty on all gold and silver produced from the Wolverine underground mine and milling operation located in Yukon Territory, Canada, and formerly operated by Yukon Zinc Corporation (“Yukon Zinc”). As discussed further in the Company’s Fiscal 2015 10-K, the Company recognized an impairment of approximately $26.0 million on the Wolverine royalty interest and an allowance against the entire royalty receivable of approximately $3.0 million during the three months ended December 31, 2014. The Company’s remaining carrying value at Wolverine as of December 31, 2015, was approximately $5.3 million.

During the second half of calendar 2015, Yukon Zinc completed bankruptcy proceedings in the Supreme Court of British Columbia and during the quarter ended March 31, 2016, we were made aware of no

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

further intentions to recommission the mine. Based upon the updated developments and limited remaining mineralized material at Wolverine, the Company determined the remaining carrying value at Wolverine should be written down to zero as of March 31, 2016.

Other

As part of the Company’s regular asset impairment analysis during the three months ended March 31, 2016, including consideration of recent operator/property updates and developments, the Company determined that one production stage royalty interest and three exploration stage royalty interests should be written down to zero for a total impairment of approximately $3.1 million.

4. AVAILABLE-FOR-SALE SECURITIES

The Company’s available-for-sale securities as of ~~December~~March 31, ~~2015~~2016 and June 30, 2015 consist of the following:

	As of December 31, 2015									As of March 31, 2016
			(Amounts in thousands)									(Amounts in thousands)
			Unrealized									Unrealized
	Cost Basis		Gain		Loss			Fair Value		Cost Basis		Gain		Loss		Fair Value
Non-current:
Seabridge	$	9,565	—		(1,154		)	$	8,411	$	3,307	554		—		$	3,861
	$	9,565	$	—	$	(1,154	)	$	8,411	$	3,307	$	554	$	—	$	3,861

	As of June 30, 2015
			(Amounts in thousands)
			Unrealized
	Cost Basis		Gain		Loss			Fair Value
Non-current:
Seabridge	$	9,565	—		(3,292		)	$	6,273
	$	9,565	$	—	$	(3,292	)	$	6,273

Our only significant available-for-sale security is the investment in Seabridge Gold, Inc. (“Seabridge”) common stock, acquired in June 2011. ~~The Company’s policy for determining whether declines in fair value of available-for-sale securities are other than temporary includes a quarterly analysis of~~ During the investments and a review by management of all investments for which the cost exceeds the fair value. Any temporary declines in fair value are recorded as a charge to other comprehensive income. If such impairment is determined bythree months ended March 31, 2016, the Company ~~to be~~sold 666,666 shares of its Seabridge common stock, resulting in a realized gain of approximately $0.7 million. The realized gain is recorded within Interest and other ~~than temporary, the investment’s cost basis is written down to fair value and recorded in net~~ income ~~during the period the Company determines such impairment to be other than temporary. Based~~ on the Company’s ~~quarterly analysis~~consolidated statements of ~~its investments~~operations and ~~our ability and intent to hold these investments~~comprehensive income for ~~a reasonable period of time, there were no write downs on our available-for-sale securities during~~ the three and ~~six~~nine months ended ~~December~~March 31, ~~2015. T~~2016.he Company will continue to evaluate its investment in Seabridge common stock considering additional facts and circumstances as they arise, including, but not limited to, the progress of development of Seabridge’s KSM project.

5.~~DEBT~~

~~The Company’s non-current debt as of December 31, 2015 and June 30, 2015 consists of the following:~~

As of

As of

December 31, 2015

June 30, 2015

Non-current

Non-current

(Amounts in thousands)

Convertible notes due 2019, net

$
327,494

$
322,110

Revolving credit facility

350,000

—

Total debt

$
677,494

$
322,110

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

5.DEBT

The Company’s non-current debt as of March 31, 2016 and June 30, 2015 consists of the following:

	As of		As of
	March 31, 2016		June 30, 2015
	Non-current		Non-current
	(Amounts in thousands)
Convertible notes due 2019, net	$	330,252	$	322,110
Revolving credit facility	300,000		—
Total debt	$	630,252	$	322,110

Convertible Senior Notes Due 2019

In June 2012, the Company completed an offering of $370 million aggregate principal amount of 2.875% convertible senior notes due 2019 (“2019 Notes”). The 2019 Notes bear interest at the 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. Interest expense recognized on the 2019 Notes for the three and ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, was $5.7 million and ~~$11.3~~$17.1 million, respectively, compared to ~~$5.5~~$5.6 million and ~~$10.9~~$16.5 million, respectively, for the three and ~~six~~nine months ended ~~December~~March 31, ~~2014,~~2015, and included the contractual coupon interest, the accretion of the debt discount and amortization of the debt issuance costs.

Revolving credit facility

The Company maintains a $650 million revolving credit facility. As of ~~December~~March 31, ~~2015,~~2016, the Company had ~~$350.0~~$300.0 million outstanding and ~~$300.0~~$350.0 million available under the revolving credit facility. Borrowings under the revolving credit facility bear interest at a floating rate of LIBOR plus a margin of 1.25% to 3.00%, based on Royal Gold’s defined leverage ratio. As of ~~December~~March 31, ~~2015,~~2016, the interest rate on borrowings under the revolving credit facility was LIBOR plus 2.25% for an all-in rate of ~~2.82%~~2.87%. During the three months ended March 31, 2016, the Company repaid $50.0 million of the outstanding borrowings under the revolving credit facility. Royal Gold may repay borrowings under the revolving credit facility at any time without premium or penalty.

On March 16, 2016, the Company entered into Amendment No. 2 (the “Amendment”) to the Sixth Amended and Restated Revolving Credit Agreement, dated as of January 29, 2014 (as amended by Amendment No. 1 thereto as of April 29, 2015, the “Revolving Credit Agreement”), by and among the Company, certain subsidiaries of the Company as guarantors, certain lenders from time to time party thereto, and HSBC Bank USA, National Association, as administrative agent for the lenders. The Amendment revises the Revolving Credit Agreement to extend the scheduled maturity date from January 29, 2019 to March 16, 2021.

As discussed in Note 6 to the notes to consolidated financial statements in the Company’s Fiscal 2015 10-K, the Company has financial covenants associated with its revolving credit facility. At ~~December~~March 31, ~~2015,~~2016, the Company was in compliance with each financial covenant.

6.~~REVENUE~~

~~Revenue is comprised of the following:~~

For The Three Months Ended

For The Six Months Ended

December 31,

December 31,

December 31,

December 31,

2015

2014

2015

2014

(Amounts in thousands)

(Amounts in thousands)

Stream interests

$
67,312

$
17,318

$
105,168

$
36,975

Royalty interests

30,806

43,986

67,005

93,355

Total revenue

$
98,118

$
61,304

$
172,173

$
130,330

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

6.REVENUE

Revenue is comprised of the following:

	For The Three Months Ended				For The Nine Months Ended
	March 31,		March 31,		March 31,		March 31,
	2016		2015		2016		2015
	(Amounts in thousands)				(Amounts in thousands)
Stream interests	$	63,439	$	29,718	$	168,607	$	66,693
Royalty interests	30,048		44,392		97,053		137,746
Total revenue	$	93,487	$	74,110	$	265,660	$	204,439

7. STOCK-BASED COMPENSATION

The Company recognized stock-based compensation expense as follows:

	For The Three Months Ended						For The Six Months Ended				For The Three Months Ended					For The Nine Months Ended
	December 31,			December 31,			December 31,		December 31,		March 31,		March 31,			March 31,		March 31,
	2015			2014			2015		2014		2016		2015			2016		2015
	(Amounts in thousands)						(Amounts in thousands)				(Amounts in��thousands)					(Amounts in thousands)
Stock options	$	115		$	106		$	224	$	219	$	116	$	112		$	339	$	331
Stock appreciation rights	424			338			816		693		430		361			1,246		1,054
Restricted stock	774			157			2,144		1,327		747		637			2,892		1,964
Performance stock	(91		)	(226		)	2,265		585		1,047		(274		)	3,312		311
Total stock-based compensation expense	$	1,222		$	375		$	5,449	$	2,824	$	2,340	$	836		$	7,789	$	3,660

Stock-based compensation expense is included within general and administrative in the consolidated statements of operations and comprehensive income.

~~During the three and six months ended December 31, 2015 and 2014, the Company granted the following stock-based compensation awards:~~

For The Three Months Ended

For The Six Months Ended

December 31,

December 31,

December 31,

December 31,

2015

2014

2015

2014

(Number of shares)

(Number of shares)

Stock options

1,125

—

25,437

19,760

Stock appreciation rights

—

—

97,817

87,890

Restricted stock

1,125

—

73,187

55,589

Performance stock

1,125

—

48,422

46,800

Total stock-based compensation expense

3,375

—

244,863

210,039

As of ~~December~~March 31, ~~2015,~~2016, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards was as follows:

	Unrecognized compensation expense		Weighted- average vesting period (years)	Unrecognized compensation expense		Weighted-average vesting period (years)
Stock options	$	735	2.1	$	625	1.9
Stock appreciation rights	2,707		2.0	2,322		1.9
Restricted stock	6,817		3.3	6,177		3.1
Performance stock	4,014		1.6	3,053		1.5

8. EARNINGS PER SHARE (“EPS”)

Basic earnings (loss) per common share were 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 share pursuant

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

~~are considered participating securities and are included in the computation of earnings per share pursuant~~ to the two-class method. The Company’s unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. The Company’s unexercised stock options, unexercised SSARs and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings (loss) used to determine basic earnings (loss) per common share 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 earnings (loss) per common share.

The following tables summarize the effects of dilutive securities on diluted EPS for the period:

	For The Three Months Ended					For The Six Months Ended					For The Three Months Ended					For The Nine Months Ended
	December 31,		December 31,			December 31,			December 31,		March 31,			March 31,		March 31,			March 31,
	2015		2014			2015			2014		2016			2015		2016			2015
	(in thousands, except per share data)					(in thousands, except per share data)					(in thousands, except per share data)					(in thousands, except per share data)
Net income (loss) available to Royal Gold common stockholders	$	15,114	$	(6,548	)	$	(29,933	)	$	12,134
Net (loss) income available to Royal Gold common stockholders											$	(67,656	)	$	25,014	$	(97,589	)	$	37,148
Weighted-average shares for basic EPS	65,073,678		65,002,307			65,061,059			64,982,595		65,085,225			65,033,547		65,069,056			64,999,331
Effect of other dilutive securities	48,066		—			—			139,590		—			95,815		—			122,982
Weighted-average shares for diluted EPS	65,121,744		65,002,307			65,061,059			65,122,185		65,085,225			65,129,362		65,069,056			65,122,313
Basic earnings (loss) per share	$	0.23	$	(0.10	)	$	(0.46	)	$	0.19
Diluted earnings (loss) per share	$	0.23	$	(0.10	)	$	(0.46	)	$	0.19

Basic (loss) earnings per share											$	(1.04	)	$	0.38	$	(1.50	)	$	0.57

Diluted (loss) earnings per share											$	(1.04	)	$	0.38	$	(1.50	)	$	0.57

The calculation of weighted average shares includes all of our outstanding common stock. The Company intends to settle the principal amount of the 2019 Notes 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 $105.31.

9. INCOME TAXES

	For The Three Months Ended						For The Six Months Ended						For The Three Months Ended						For The Nine Months Ended
	December 31,			December 31,			December 31,			December 31,			March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014			2016			2015			2016			2015
	(Amounts in thousands, except rate)						(Amounts in thousands, except rate)						(Amounts in thousands, except rate)						(Amounts in thousands, except rate)

Income tax (expense) benefit	$	(4,740	)	$	1,827		$	(63,917	)	$	(2,131	)
Income tax benefit (expense)													$	8,262		$	(1,041	)	$	(55,655	)	$	(3,172	)
Effective tax rate	25.4		%	22.4		%	194.3		%	14.5		%	10.6		%	4.0		%	124.0		%	7.8		%

The ~~higher~~ effective tax rate for the three months ended ~~December~~March 31, ~~2015~~2016, was ~~primarily related to higher discrete period charges as compared~~impacted due to the ~~three months ended December 31, 2014.~~impairment charges and appreciation of the Canadian dollar. The increase in the effective tax rate for the ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 is primarily related to the discrete tax impacts attributable to the Company’s Andacollo transactions (Note 2) ~~and~~, the liquidation of our Chilean ~~subsidiary.~~subsidiary, and the impact of current period impairment charges.

As of ~~December~~March 31, ~~2015~~2016 and June 30, 2015, the Company had ~~$15.9~~$17.1 million and $15.1 million of total gross unrecognized tax benefits, respectively. If recognized, these unrecognized tax benefits would positively impact the Company’s effective income tax rate.

The Company’s continuing practice is to recognize potential interest and/or penalties related to unrecognized tax benefits as part of its income tax expense. At ~~December~~March 31, ~~2015~~2016 and June 30, 2015, the amount of accrued income-tax-related interest and penalties was $5.7 million and $4.6 million, respectively.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

~~the amount of accrued income-tax-related interest and penalties was $5.3 million and $4.6 million, respectively.~~

10. SEGMENT INFORMATION

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

As of December 31, 2015

Royalty interest

Stream interest

Total royalty and stream
interests, net

Canada

$
240,500

$
903,519

$
1,144,019

Chile

453,629

381,668

$
835,297

Dominican Republic

—

604,789

$
604,789

Mexico

124,192

—

$
124,192

United States

106,893

—

$
106,893

Australia

46,667

—

$
46,667

Africa

12,727

71,598

$
84,325

Other

38,273

11,966

$
50,239

Total

$
1,022,881

$
1,973,540

$
2,996,421

As of June 30, 2015

Royalty interest

Stream interest

Total royalty and stream
interests, net

Canada

$
251,688

$
823,091

$
1,074,779

Chile

653,019

—

$
653,019

Mexico

131,742

—

$
131,742

United States

110,286

—

$
110,286

Australia

50,119

—

$
50,119

Africa

12,760

—

$
12,760

Dominican Republic

—

—

$
—

Other

42,720

8,183

$
50,903

Total

$
1,252,334

$
831,274

$
2,083,608

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

	As of March 31, 2016						As of June 30, 2015
	Royalty interest		Stream interest		Total royalty and stream interests, net		Royalty interest		Stream interest		Total royalty and stream interests, net
Canada	$	230,170	$	818,402	$	1,048,572	$	251,688	$	823,091	$	1,074,779
Chile	453,629		375,685		$	829,314	653,019		—		653,019
Dominican Republic	—		597,060		$	597,060	—		—		—
Mexico	121,269		—		$	121,269	131,742		—		131,742
United States	104,785		—		$	104,785	110,286		—		110,286
Africa	719		70,427		$	71,146	12,760		—		12,760
Australia	44,488		—		$	44,488	50,119		—		50,119
Other	34,781		12,025		$	46,806	42,720		8,183		50,903
Total	$	989,841	$	1,873,599	$	2,863,440	$	1,252,334	$	831,274	$	2,083,608

The Company’s revenue, cost of sales and net revenue by reportable segment for the three and ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 and ~~2014,~~2015, is geographically distributed as shown in the following table:

For The Three Months Ended December 31, 2015

Revenue

Cost of sales

Net revenue

Royalties:

Mexico

$
10,287

$
—

$
10,287

United States

8,484

—

8,484

Canada

7,206

—

7,206

Australia

2,325

—

2,325

Africa

474

—

474

Other

2,030

—

2,030

Total royalties

$
30,806

$
—

$
30,806

Streams:

Canada

$
42,418

$
16,860

$
25,558

Africa

9,776

1,988

7,788

Dominican Republic

9,400

2,832

6,568

Chile

5,718

892

4,826

Total streams

$
67,312

$
22,572

$
44,740

Total royalties and streams

$
98,118

$
22,572

$
75,546

	For The Three Months Ended December 31, 2014						For The Three Months Ended March 31, 2016						For The Three Months Ended March 31, 2015
	Revenue		Cost of sales		Net revenue		Revenue		Cost of sales		Net revenue		Revenue		Cost of sales		Net revenue
Royalties:
United States	$	10,482	$	—	$	10,482	$	8,522	$	—	$	8,522	$	10,975	$	—	$	10,975
Mexico							8,353		—		8,353		11,016		—		11,016
Canada	10,403		—		10,403		8,029		—		8,029		7,527		—		7,527
Mexico	8,435		—		8,435
Australia	2,031		—		2,031		2,834		—		2,834		2,466		—		2,466
Africa	562		—		562		570		—		570		722		—		722
Other	12,073		—		12,073		1,740		—		1,740		11,686		—		11,686
Total royalties	$	43,986	$	—	$	43,986	$	30,048	$	—	$	30,048	$	44,392	$	—	$	44,392

Streams:
Canada	$	17,318	$	6,236	$	11,082	$	29,946	$	11,095	$	18,851	$	29,718	$	10,542	$	19,176
Chile	—		—		—		15,730		2,255		13,475		—		—		—
Dominican Republic							13,608		3,787		9,821		—		—		—
Africa	—		—		—		4,155		784		3,371		—		—		—
Dominican Republic	—		—		—
Total streams	$	17,318	$	6,236	$	11,082	$	63,439	$	17,921	$	45,518	$	29,718	$	10,542	$	19,176

Total royalties and streams	$	61,304	$	6,236	$	55,068	$	93,487	$	17,921	$	75,566	$	74,110	$	10,542	$	63,568

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

For The Six Months Ended December 31, 2015

Revenue

Cost of sales

Net revenue

Royalties:

Mexico

$
21,092

$
—

$
21,092

United States

18,697

—

18,697

Canada

17,607

—

17,607

Australia

4,776

—

4,776

Africa

731

—

731

Other

4,102

—

4,102

Total royalties

$
67,005

$
—

$
67,005

Streams:

Canada

$
65,935

$
25,988

$
39,947

Chile

16,433

2,496

13,937

Africa

13,400

2,722

10,678

Dominican Republic

9,400

2,832

6,568

Total streams

$
105,168

$
34,038

$
71,130

Total royalties and streams

$
172,173

$
34,038

$
138,135

	For The Six Months Ended December 31, 2014						For The Nine Months Ended March 31, 2016						For The Nine Months Ended March 31, 2015
	Revenue		Cost of sales		Net revenue		Revenue		Cost of sales		Net revenue		Revenue		Cost of sales		Net revenue
Royalties:
Mexico	$	18,439	$	—	$	18,439	$	29,446	$	—	$	29,446	$	29,454	$	—	$	29,454
United States							27,220		—		27,220		32,639		—		32,639
Canada	21,730		—		21,730		25,635		—		25,635		29,256		—		29,256
United States	21,664		—		21,664
Australia	3,924		—		3,924		7,610		—		7,610		6,390		—		6,390
Africa	1,874		—		1,874		1,301		—		1,301		2,595		—		2,595
Other	25,724		—		25,724		5,841		—		5,841		37,412		—		37,412
Total royalties	$	93,355	$	—	$	93,355	$	97,053	$	—	$	97,053	$	137,746	$	—	$	137,746

Streams:
Canada	$	36,975	$	12,910	$	24,065	$	95,881	$	37,084	$	58,797	$	66,693	$	23,452	$	43,241
Chile	—		—		—		32,163		4,751		27,412		—		—		—
Dominican Republic							23,008		6,619		16,389		—		—		—
Africa	—		—		—		17,555		3,506		14,049		—		—		—
Dominican Republic	—		—		—
Total streams	$	36,975	$	12,910	$	24,065	$	168,607	$	51,960	$	116,647	$	66,693	$	23,452	$	43,241

Total royalties and streams	$	130,330	$	12,910	$	117,420	$	265,660	$	51,960	$	213,700	$	204,439	$	23,452	$	180,987

11. FAIR VALUE MEASUREMENTS

FASB Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures (“ASC 820”) establishes a fair value hierarchy that 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 the fair value hierarchy under ASC 820 are described below:

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

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

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

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’s financial assets measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

	At December 31, 2015										At March 31, 2016
	Carrying		Fair Value								Carrying		Fair Value
	Amount		Total		Level 1		Level 2		Level 3		Amount		Total		Level 1		Level 2		Level 3
Assets (In thousands):
Marketable equity securities(1)	$	8,411	$	8,411	$	8,411	$	—	$	—	$	3,861	$	3,861	$	3,861	$	—	$	—
Warrants(2)	$	414	$	414	$	—	$	414	$	—	$	1,615	$	1,615	$	—	$	1,615	$	—
Total assets			$	8,825	$	8,411	$	414	$	—			$	5,476	$	3,861	$	1,615	$	—

Liabilities (In thousands):
Debt(3)	$	404,494	$	335,313	$	335,313	$	—	$	—	$	407,252	$	354,275	$	354,275	$	—	$	—
Total liabilities			$	335,313	$	335,313	$	—	$	—			$	354,275	$	354,275	$	—	$	—

(1) Included in Available for sale securities on the Company’s consolidated balance sheets.

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

(3) 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.

The Company’s 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 security multiplied by the quantity of shares held by the Company. The Company’s debt classified within Level 1 of the fair value hierarchy is valued using quoted prices in an active market. The carrying value of the Company’s revolving credit facility (Note 5) approximates fair value as of ~~December~~March 31, ~~2015.~~ 2016.During the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, the warrants issued by Golden Star (Note 2) were added to the Level 2 fair value hierarchy.

As of ~~December~~March 31, ~~2015,~~2016, the Company also had assets that, under certain conditions, are subject to measurement at fair value on a non-recurring basis like those associated with royalty and stream 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.

12. COMMITMENTS AND CONTINGENCIES

Rainy River Gold and Silver Stream Acquisition

As of ~~December~~March 31, ~~2015,~~2016, the Company has a remaining commitment, subject to certain conditions, of $75.0 million as part of its Rainy River gold and silver stream acquisition in August 2015 (Note 2).

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

Wassa ~~Bogoso~~ and Prestea Gold Stream Acquisition and Amendment

As of ~~December~~March 31, ~~2015,~~2016, the Company has a remaining commitment, subject to certain conditions, of $70.0 million as part of its Wassa ~~Bogoso~~ and Prestea gold stream acquisition (July 2015) and amendment (December 2015) as discussed further in Note 2.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Ilovica Gold Stream Acquisition

As of ~~December~~March 31, ~~2015,~~2016, the Company has a remaining commitment, subject to certain conditions, of $163.75 million as part of its Ilovica gold stream acquisition in October 2014.

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, Canadian Minerals Partnership, is the general partner and 89.99% owner. The remaining interests in LNRLP are owned by Altius Investments Ltd. (10%), a company unrelated to Royal Gold, and the Company’s wholly-owned indirect subsidiary, Voisey’s Bay Holding Corporation (0.01%).

On December 5, 2014, LNRLP filed amendments to its October 16, 2009 Statement of Claim in the Supreme Court of Newfoundland and Labrador Trial Division against Vale Inco Limited, now known as Vale Canada Limited (“Vale Canada”) 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, have indicated an intention to calculate the NSR in a manner LNRLP believes will violate the royalty agreement as Voisey’s Bay concentrates are processed at Vale’s new Long Harbour processing facility, and have breached their contractual duties of good faith and honest performance 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.

~~13.~~~~SUBSEQUENT EVENT~~

~~Phoenix Gold~~

On January 11, 2016, Rubicon provided an updated geologic model and mineralized material statement for the Phoenix Gold Project, which included a significant reduction in mineralized material compared to previous statements provided by Rubicon. Rubicon also announced that they are evaluating strategic alternatives, including merger and divestiture opportunities either at the corporate or asset level, obtaining new financing or capital restructurings.

~~ROYAL GOLD, INC.~~

~~Notes to Consolidated Financial Statements~~

~~(Unaudited)~~

evaluating the updated geologic model and mineralized material statement in an effort to properly assess the recoverability of our carrying value. The Company’s technical evaluation will include a detailed review of the geological model and mineralized material statement by internal and external qualified personnel. Other factors under consideration by the Company as part of its recoverability analysis include any developments with respect to Rubicon’s stragetic alternatives, which may have implications on RGLD Gold’s $75 million security interest on the assets of the Phoenix Gold Project.

The Company anticipates that it will conclude its technical evaluation of the revised geologic model and mineralized material statement prior to the release of our financial results for the period ended March 31, 2016. Upon completion of our evaluation and upon consideration of any strategic developments with Rubicon or the Phoenix Gold Project, the Company could determine that an impairment in the near future is necessary.

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

General

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 our financial condition and results of operations. Royal Gold, Inc. (“Royal Gold”, the “Company”, “we”, “us”, or “our”), recommends that you 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 our Annual Report on Form 10-K for the fiscal year ended June 30, 2015 filed with the Securities and Exchange Commission (the “SEC”) on August 6, 2015 (the “Fiscal 2015 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,” “metal ~~stream”~~stream (or “stream”)” and other types of royalty or similar interests throughout this MD&A. These terms are defined in our Fiscal 2015 10-K.

Overview

Royal Gold, together with its subsidiaries, is engaged in the business of acquiring and managing precious metals royalties, metal streams, and similar 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. 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. We seek to acquire existing royalty and stream interests or to finance projects that are in production or in the development stage in exchange for royalty or stream interests. In the ordinary course of business, we engage in a continual review of opportunities to acquire existing royalty and stream interests, ~~establishing~~to establish new streams on operating mines, to create new royalty and stream interests through the financing of mine development or exploration, or to acquire companies that hold royalty and stream interests. We currently, and generally at any time, have acquisition opportunities in various stages of active review, including, for example, our engagement of consultants and advisors to analyze particular opportunities, analysis of technical, financial and other confidential information, submission of indications of interest, participation in preliminary discussions and negotiations and involvement as a bidder in competitive processes.

As of ~~December~~March 31, ~~2015,~~2016, the Company owned stream interests on four producing properties and three development stage properties and owned royalty interests on 34 producing properties, 21 development stage properties and ~~135~~131 exploration stage properties, of which the Company considers 49 to be evaluation stage projects. The Company uses “evaluation stage” to describe exploration stage properties that contain mineralized material and on which operators are engaged in the search for reserves. We do not conduct mining operations on the properties in which we hold royalty and ~~streaming~~stream interests, and except for our interest in Peak Gold, LLC joint venture, we are not required to contribute to capital costs, exploration costs, environmental costs or other operating costs on those properties. During the three months ended ~~December~~March 31, ~~2015,~~2016, we focused on the management of our existing royalty and stream interests and the acquisition of additional royalty and stream interests.

Our financial results are primarily tied to the price of gold and, to a lesser extent, the price of silver, copper and nickel, together with the amounts of production from our producing stage royalty and stream interests. The price of gold, silver, copper, nickel and other metals has fluctuated widely in recent years and most recently has experienced declines from highs experienced in the first half of our fiscal year 2013. The marketability and the price of metals are influenced by numerous factors beyond the control of

the Company and significant declines in the price of gold, silver, copper or nickel could have a material and adverse effect on the Company’s results of operations and financial condition.

For the three and ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 and ~~2014,~~2015, gold, silver, copper and nickel price averages and percentage of revenue by metal were as follows:

	Three Months Ended								Six Months Ended								Three Months Ended								Nine Months Ended
	December 31, 2015				December 31, 2014				December 31, 2015				December 31, 2014				March 31, 2016				March 31, 2015				March 31, 2016				March 31, 2015
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	$	1,106	90	%	$	1,201	78	%	$	1,116	86	%	$	1,243	77	%	$	1,183	90	%	$	1,218	85	%	$	1,138	87	%	$	1,235	80	%
Silver ($/ounce)	$	14.77	2	%	$	16.50	3	%	$	14.84	2	%	$	18.14	4	%	$	14.85	2	%	$	16.71	3	%	$	14.84	2	%	$	17.67	3	%
Copper ($/pound)	$	2.22	3	%	$	3.00	5	%	$	2.30	4	%	$	3.09	8	%	$	2.12	5	%	$	2.64	6	%	$	2.24	4	%	$	2.94	7	%
Nickel ($/pound)	$	4.28	2	%	$	7.17	10	%	$	4.54	4	%	$	7.80	7	%	$	3.86	1	%	$	6.50	1	%	$	4.32	3	%	$	7.38	5	%
Other	N/A		3	%	N/A		4	%	N/A		4	%	N/A		4	%	N/A		2	%	N/A		5	%	N/A		4	%	N/A		5	%

Recent Business Developments

Acquisition and Amendment of Gold Stream on Wassa ~~Bogoso~~ and Prestea

Funds will be used for ongoing development of Golden Star’s Wassa ~~Bogoso~~ and Prestea mines in ~~Ghana, including underground development at Wassa and Prestea.~~Ghana. As of ~~December~~March 31, ~~2015,~~2016, RGLD Gold has advanced $75 ~~million, including~~million. On April 1, 2016, RGLD Gold made an advance payment of $20 million ~~advanced at closing of the amendment. RGLD Gold~~and expects to advance the balance in ~~four~~three quarterly payments as follows: (i) $20 million on each of ~~April 1,~~ July 1 and October 1, 2016, and (ii) $10 million on January 1, 2017; however ~~funds will~~this schedule may be ~~advanced~~modified based on ~~a pro rata basis with~~the actual spending on the Wassa and Prestea underground projects and these funds are subject to satisfaction of certain conditions.

In return, Golden Star will deliver to RGLD Gold 9.25% of gold produced from the Wassa ~~Bogoso~~ and Prestea mines, until the earlier of (i) December 31, 2017 or (ii) the date at which the Wassa and Prestea underground projects achieve commercial production. At that point, the stream percentage will increase to 10.5% (or to 10.9% if the total investment increases to $150 million) of gold produced from the Wassa ~~Bogoso~~ and Prestea mines until an aggregate 240,000 ounces have been delivered (or 250,000 ounces if the total investment increases to $150 million). Once the applicable delivery threshold is met, the stream percentage will decrease to 5.5% for the remaining term of the transaction.

RGLD Gold sold approximately 12,000 ounces of gold delivered from Golden Star during the six months ended December 31, 2015, and has approximately 700 ounces of gold remaining in inventory as of such date.

The Wassa mine is located approximately 90 miles west of Accra and has operated continuously since 2005. Golden Star forecasts calendar 2016 production of 100,000 to 110,000 ounces of gold from the single Wassa open pit. Open pit proven and probable reserves are ~~812,000~~878,000 ounces at ~~1.42~~1.59 grams per

tonne, as of December 31, ~~2014.~~2015. RGLD Gold’s investment will fund development of the Wassaunderground deposit, which has ~~746,000~~796,000 ounces of ~~proven and~~ probable gold reserves at ~~4.27~~4.59 grams per tonne. Once the underground deposit is in production, Golden Star expects average annual gold production of 150,000 ounces of gold over the life of mine from the combined open pit and underground at Wassa.

~~Bogoso and~~ Prestea ~~are~~is located approximately 125 miles west of Accra and ~~have~~has produced over 9 million ounces of gold from both open pit and underground sources over the last 100 years. Prestea underground probable gold reserves are 469,000 ounces at 14.02 grams per tonne as of December 31, 2015. Golden Star forecasts calendar 2016 production of 60,000 to 70,000 ounces of gold from the open pit operations. Underground development at Prestea is already well ~~advanced and Golden Star plans to modify the Bogoso plant to process Prestea material.~~advanced. Golden Star expects to spend $63 million of capital investment on Prestea, which includes hoist and shaft upgrades, electrical infrastructure, ventilation and a process plant upgrade. Once in full production, Golden Star expects annual production of approximately 75,000 ounces from Prestea, with estimated life of mine production of 450,000 ounces. Golden Star forecasts underground gold production from the Wassa and Prestea mines by mid-calendar 2016 and early calendar 2017, respectively.

Also on July 28, 2015 and separate from the stream transaction by RGLD Gold, the Company funded a $20 million, 4-year term loan to a wholly-owned subsidiary of Golden Star and received warrants to purchase 5 million shares of Golden Star common stock. Interest under the term loan is due quarterly at a rate equal to 62.5% of the average daily gold price for the relevant quarter divided by 10,000, but not to exceed 11.5%. The warrants have a term of four years and an exercise price of $0.27.

Acquisition of Gold and Silver Stream at Pueblo Viejo

On September 29, 2015, RGLD Gold entered into a Precious Metals Purchase and Sale Agreement with Barrick Gold Corporation (“Barrick”) and its wholly-owned subsidiary, BGC Holdings Ltd. (“BGC”) for a percentage of the gold and silver production attributable to Barrick’s 60% interest in the Pueblo Viejo mine located in the Dominican Republic. Pursuant to the Precious Metals Purchase and Sale Agreement, RGLD Gold made a single advance payment of $610 million to BGC as part of the closing. The transaction is effective as of July 1, 2015 for the gold stream and January 1, 2016 for the silver stream.

BGC will deliver gold to RGLD Gold in amounts equal to 7.50% of Barrick’s interest in the gold produced at the Pueblo Viejo mine ~~from July 1, 2015~~ until 990,000 ounces of gold have been delivered, and 3.75% of Barrick’s interest in gold produced thereafter. RGLD Gold will pay BGC 30% of the spot price per ounce of gold delivered until 550,000 ounces of gold have been delivered, and 60% of the spot price per ounce delivered thereafter. RGLD Gold received its first delivery of ~~approximately 20,600 ounces of~~ gold from Pueblo Viejo on December 15, ~~2015, for gold production during the period July 1, 2015 to November 30,~~ 2015.

BGC will deliver silver to RGLD Gold in amounts equal to 75% of Barrick’s interest in the silver produced at the Pueblo Viejo mine, ~~beginning on January 1, 2016~~subject to a minimum silver recovery of 70%, until 50.0 million ounces of silver have been delivered, and 37.50% of Barrick’s interest in silver produced thereafter. RGLD Gold will pay BGC 30% of the spot price per ounce of silver delivered until 23.10 million ounces of silver have been delivered, and 60% of the spot price per ounce of silver delivered thereafter. RGLD Gold received its first delivery of 209,800 ounces of silver from Pueblo Viejo on March 15, 2016 for the period January through February 2016.

The Pueblo Viejo mine is an open-pit mining operation located approximately 60 miles northwest of Santo Domingo, in the Dominican Republic, and is owned by a joint venture in which Barrick ~~owns~~holds a 60% interest and is responsible for operations, and in which Goldcorp Inc. (“Goldcorp”) ~~owns~~holds a 40% interest. The mine began production in 2013. Barrick reported ~~preliminary~~ calendar ~~2015~~2016 production forecast, on a 60% basis, of ~~572,000~~600,000-650,000 ounces of gold. Barrick also reported proven and probable gold reserves attributable to Barrick of ~~9.3~~9.0 million contained ounces at ~~3.30~~2.97 grams per tonne, and attributable proven

and probable silver reserves of ~~58.3~~54.1 million contained ounces grading ~~20.7~~17.9 grams per tonne, in each case as of December 31, ~~2014.~~2015.

Acquisition of Gold and Silver Stream at Rainy River

The Rainy River Project is located approximately 40 miles northwest of Fort Frances in western Ontario, Canada. Over its first nine years of full production, the 21,000 tonne per day, combined open pit-underground operation is scheduled to produce an average of 325,000 ounces of gold per year. Construction was initiated in calendar 2015 and at the end of ~~the third quarter of calendar 2015 detailed engineering~~February 2016, overall construction was ~~complete, site earthworks over 50% complete and key initial mining equipment successfully commissioned and 19%% of the total development capital estimate of $877 million has been spent.~~25% complete. Rainy River has an estimated fourteen year mine life based on current reserves and is projected by New Gold to start-up in mid-calendar 2017.

Acquisition of Gold Stream at Carmen de Andacollo

On July 9, 2015, RGLD Gold entered into a Long Term Offtake Agreement (the “Andacollo Stream Agreement”) with Compañía Minera Teck Carmen de Andacollo (“CMCA”), a 90% owned subsidiary of Teck Resources Limited (“Teck”). Pursuant to the Andacollo Stream Agreement, CMCA will sell and deliver to RGLD Gold 100% of payable gold from the Carmen de Andacollo (“Andacollo”) copper-gold mine until 900,000 ounces have been delivered, and 50% thereafter, subject to a fixed payable percentage of 89%. RGLD Gold made a $525 million advance payment in cash to CMCA upon entry into the Andacollo Stream Agreement, and RGLD Gold will also pay CMCA 15% of the monthly average gold price for the month preceding the delivery date for all gold purchased under the Andacollo Stream Agreement.

The transaction encompasses certain of CMCA’s presently owned mining concessions on the Andacollo mine, as well as any other mining concessions presently owned or acquired by CMCA or any of its affiliates within a 1.5 kilometer area of interest, and certain other mining concessions that CMCA or its affiliates may acquire. The Andacollo Stream Agreement is effective as of July 1, 2015, and applies to all final settlements of gold received on or after that date. RGLD Gold sold approximately 14,700 ounces of gold delivered from CMCA during the six months ended December 31, 2015, and has approximately 5,200 ounces of gold remaining in inventory as of such date.

Termination of Royalty Interest at Carmen de Andacollo

total consideration of $345 million to RG Chile in connection with the Royalty Termination Agreement. The royalty termination transaction was taxable in Chile and the United States.

Principal Royalty and Stream Interests

The Company considers both historical and future potential revenues in determining which royalty and stream interests in our portfolio are principal to our business. Estimated future potential revenues from both producing and development properties are based on a number of factors, including reserves subject

to our royalty and stream interests, production estimates, feasibility studies, metal price assumptions, mine life, legal status and other factors and assumptions, any of which could change and could cause the Company to conclude that one or more of such royalty and stream interests are no longer principal to our business. Our principal producing and development royalty and stream interests are listed alphabetically in the following tables.

Please refer to our Fiscal 2015 10-K for further discussion of our principal producing and development royalty and stream interests.

Principal Producing Properties

			Royalty or stream interests
Mine	Location	Operator	(Gold unless otherwise stated)
Andacollo(1)	Region IV, Chile	Compañía Minera Teck Carmen de Andacollo	Gold stream - 100% of gold produced (until 900,000 ounces delivered; 50% thereafter)
Cortez	Nevada, USA	Barrick	GSR1: 0.40% to 5.0% sliding-scale GSR
			GSR2: 0.40% to 5.0% sliding-scale GSR
			GSR3: 0.71% GSR
			NVR1: 1.014% NVR; 0.618% NVR (Crossroads)
Holt	Ontario, Canada	Kirkland Lake Gold, Inc. (“Kirkland Lake”)	0.00013 x quarterly average gold price NSR
Mt. Milligan	British Columbia, Canada	Thompson Creek Metals Company Inc. (“Thompson Creek”)	Gold stream - 52.25% of payable gold
Peñasquito	Zacatecas, Mexico	Goldcorp	2.0% NSR (gold, silver, lead, zinc)
Pueblo Viejo(1)	Sanchez Ramirez, Domincan 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)
Voisey’s Bay	Newfoundland and Labrador, Canada	Vale Newfoundland & Labrador Limited (“Vale”)	2.7% NSR (nickel, copper, cobalt)
Wassa/~~Bogoso/~~Prestea(1)	Western Region of Ghana	Golden Star	Gold stream - 8.5% of gold produced for the six months ended December 31, 2015; 9.25% of the gold produced effective January 1, 2016.

(1) The gold and silver stream at Pueblo Viejo and the gold ~~stream~~streams at Wassa/~~Bogoso/~~Prestea and Andacollo were acquired during the three months ended September 30, 2015. Please refer to “Recent Business Developments” above for further discussion on these acquisitions.

Principal Development Properties

			Royalty or stream interests
Mine	Location	Operator	(Gold unless otherwise stated)
Rainy River(1)	Ontario, Canada	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)
Pascua-Lama(1)	Region III, Chile	Barrick	0.78% to 5.45% sliding-scale NSR 1.09% fixed rate royalty (copper)

(1) The gold and silver stream at Rainy River and ~~the~~an additional royalty interest at Pascua-Lama were acquired during the three months ended September 30, 2015. Please refer to “Recent Business Developments” above for further discussion on ~~these acquisitions.~~the Rainy River acquisition.

Operators’ Production Estimates by Royalty and Stream Interest for Calendar ~~2015~~2016

We received annual production estimates from many of the operators of our producing mines during the first calendar quarter of ~~2015.~~2016. The following table shows such production estimates for our principal producing properties for calendar ~~2015~~2016 as well as the actual production reported to us by the various operators through ~~December~~March 31, ~~2015.~~2016. The estimates and production reports are prepared by the operators of the mining properties. We do not participate in the preparation or calculation of the operators’ estimates or production reports and have not independently assessed or verified the accuracy of such information. Please refer to “Property Developments” below within this MD&A for further discussion on our principal producing or development properties.

Operators’ Estimated and Actual Production by Royalty and Stream Interest for Calendar ~~2015~~

2016

Principal Producing Properties

For the period January 1, ~~2015~~2016 through ~~December~~March 31, ~~2015~~2016

Calendar 2015 Operator’s Production
Estimate(1),(2)

Calendar 2015 Operator’s Production
Actual(3),(4)

Gold

Silver

Base Metals

Gold

Silver

Base Metals

Royalty/Stream

(oz.)

(oz.)

(lbs.)

(oz.)

(oz.)

(lbs.)

Andacollo(5)

52,200

—

—

47,600

—

—

Cortez GSR1

104,100

—

—

113,700

—

—

Cortez GSR2

27,900

—

—

35,000

—

—

Cortez GSR3

132,000

—

—

148,700

—

—

Cortez NVR1

97,200

—

—

110,100

—

—

Holt

64,000

—

—

63,000

—

—

Mount Milligan(6)

200,000-220,000

—

—

218,100

—

—

Penasquito(7),(8)

700,000-750,000

24-26 million

—

690,400

19.5 million

—

Lead(7),(8)

175-185 million

133.4 million

Zinc(7),(8)

400-415 million

299.5 million

Pueblo Viejo(9)

625,000-675,000

572,000

—

—

Wassa/Bogoso/Prestea(10)

205,000-215,000

222,400

	Calendar 2016 Operator’s Production Estimate(1),(2)			Calendar 2016 Operator’s Production Actual(3),(4)
	Gold	Silver	Base Metals	Gold	Silver	Base Metals
Royalty/Stream	(oz.)	(oz.)	(lbs.)	(oz.)	(oz.)	(lbs.)
Andacollo(5)	57,600	—	—	13,600	—	—
Cortez GSR1	119,200	—	—	16,700	—	—
Cortez GSR2	1,300	—	—	1,700	—	—
Cortez GSR3	120,500	—	—	18,400	—	—
Cortez NVR1	68,900	—	—	13,300	—	—
Mount Milligan(6)	240,000-270,000	—	—	53,300	—	—
Penasquito(7),(8)	520,000-580,000	22-24 million	—	N/A	N/A	—
Lead(7),(8)			145-155 million			N/A
Zinc(7),(8)			375-400 million			N/A
Pueblo Viejo(9)	600,000-650,000	Not provided		172,000	Not provided	—
Wassa/Prestea(10)	205,000-215,000			53,000

(1) Production estimates received from our operators are for calendar ~~2015.~~2016. There can be no assurance that production estimates received from our operators will be achieved. Please refer to our cautionary language regarding forward-looking statements following this MD&A, as well as the Risk Factors identified in Part I, Item 1A, of our Fiscal 2015 10-K for information regarding factors that could affect actual results.

(2) Vale and Kirkland Lake did not release public calendar 2016 production guidance for ~~calendar 2015,~~Voisey’s Bay and Holt, respectively, thus estimated and actual production information for Voisey’s Bay and Holt is not shown in the table.

(3) Actual production figures shown are for the period January 1, ~~2015~~2016 through ~~December~~March 31, ~~2015,~~2016, unless otherwise noted.

(4) Actual production figures for ~~Andacollo and~~ Cortez are based on information provided to us by the operators, and actual production figures for ~~Holt,~~Andacollo, Mount Milligan, Peñasquito (gold) and Wassa/~~Bogoso/~~Prestea are the operators’ publicly reported figures.

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

(6) The estimated and actual production figures shown for Mount Milligan are payable gold in concentrate.

(7) The estimated gold and silver production figures reflect payable gold and silver in concentrate and doré, while the estimated lead and zinc production figures reflect payable metal in concentrate.

(8) The ~~actual gold production figure for gold reflects payable gold in concentrate and doré as reported by the operator. The actual production for silver, lead and zinc were not publicly available. The~~ Company’s royalty interest at Peñasquito includes gold, silver, lead and zinc. Actual production ~~shown is~~ for the ~~nine months~~quarter ended ~~September 30, 2015. Full year 2015 information~~March 31, 2016, was not available from the operator as of the date of this report.

(9) The gold and silver stream at Pueblo Viejo was acquired during the quarter ended September 30, ~~2015 and the first gold delivery is expected in December 2015 for the period July 1 — November 30,~~ 2015. ~~Please refer to “Recent Business Developments” above for further information.~~ The estimated and actual production figures shown are payable gold in doré and represent Barrick’s 60% interest in Pueblo Viejo.

(10) ~~The gold stream at Wassa/Bogoso/Prestea was acquired during the quarter ended September 30, 2015. Please refer to “Recent Business Developments” above for further information.~~ The estimated production figure shown is payable gold in doré.

Property Developments

The following information is provided by the operators of the property, either to Royal Gold or in various documents made publicly available.

Andacollo

Production attributable to our interest at Andacollo ~~decreased nearly 50%~~increased approximately 42% when compared to the prior year quarter. The ~~area near Andacollo experienced~~increase, partially related to an ~~earthquake~~increase in ~~September 2015, which resulted~~production, was a result of our interest changing from a 75% royalty to a 100% stream on gold production in ~~some downtime at the operations and port facilities and impacted timing of sales.~~July 2015.

~~Andacollo delivers gold~~Consistent with the mine plan, copper grades are expected to ~~RGLD~~continue to gradually decline in calendar 2016 and in future years, which Teck expects to offset by planned throughput improvements. Gold ~~within five business days following the end of the month~~grade and production in ~~which final smelter settlement occurs. RGLD Gold typically sells gold ounces over a few weeks following physical receipt. Andacollo final settlements generally take five~~calendar 2016 are expected to six months from the bill-of-lading date. The difference in timing between Andacollo quarterly production and final smelter settlements may result in the divergence of produced ounces reported by Teck and those reported as sold by Royal Gold for future quarters.exceed calendar 2015 production.

Cortez

Production attributable to our royalty interest at Cortez decreased approximately 72% over the prior year quarter as mining continued at Cortez Hills. Barrick indicated earlier that mining during calendar 2015 would include Cortez Hills, which is not subject to our royalty interest.

~~Holt~~

~~Production attributable to our royalty interest at Holt increased 5%~~74% over the prior year quarter. ~~Head grades were slightly higher than expected but lower than the previous quarter~~The decrease was primarily due to ~~stope sequencing. The average throughput for~~higher production in the ~~quarter was similar~~Pipeline and Gap pits, where our royalty applies, in the prior year quarter. Calendar 2016 gold production at Cortez, subject to ~~the previous quarters. Mill recoveries were~~our royalty interests, is expected to be down compared to calendar 2015 production. Waste stripping at ~~their~~Crossroads is expected ~~level of 94%. The development of the lower Zone 6 on the 925m Level started during the current quarter and will continue in calendar 2016. St Andrew Goldfields (“St Andrew”) expects Zone 6~~ to ~~provide a new mining horizon~~restart later in calendar 2016.

On January 26, 2016, Kirkland Lake and St Andrew announced the completion of their previously announced plan of arrangement, whereby Kirkland Lake has acquired all of the outstanding common shares of St Andrew. Upon closing of the arrangement, St Andrew became a wholly-owned subsidiary of Kirkland Lake.

Mount Milligan

Thompson Creek reported production of ~~58,300~~53,300 ounces of payable gold during the quarter, which represents an increase of ~~42%~~approximately 16% over the prior year quarter. Mill throughput averaged ~~48,176~~58,099 tonnes, ~~per day for the quarter,~~ an increase of ~~10%~~47% over the prior year quarter. Thompson Creek surpassed the mill design capacity of 60,000 tonnes per day during the last week of December when mill throughput averaged 61,212 tonnes with highest daily throughput in December being 64,478 tonnes. Thompson Creek continues to optimize the operation and expects to make a decision on construction of the permanent secondary crusher during the March 2016 quarter.

Gold grades averaged ~~0.63~~0.55 grams per tonne, ~~an increase~~a decrease of ~~17%~~13% over the prior year quarter and gold recoveries averaged ~~67.3%~~59.3% for the quarter, ~~an increase~~a decrease of 11% over the prior year quarter. Copper and gold recoveries were lower in the current period primarily as a result of changes in the operational conditions resulting from increased throughput. Gold recoveries were further impacted during the current quarter as a result of lower gold grades when compared to the prior period. Thompson Creek stated it will continue to optimize the mine and mill operations to increase recoveries during calendar 2016.

~~For calendar 2016,~~ Thompson Creek ~~forecasts annual gold payable production~~stated that construction of ~~240,000~~the permanent secondary crushing circuit remains on schedule, and they expect to ~~270,000 ounces, an increase~~complete construction and commissioning by the end of ~~approximately 10% to 24% over~~ calendar ~~year 2015 production of approximately 218,000 ounces.~~2016.

Thompson Creek announced in November 2015 that they ~~have~~ engaged Moelis & Company and BMO Capital Markets to assist them in evaluating strategic and financial alternatives, including debt refinancing and

restructuring, new capital transaction and asset sales. The Company continues to monitor Thompson Creek’s financial situation and is working to ensure our interests at Mount Milligan are protected.

Thompson Creek delivers gold to RGLD Gold within two business days of receipt of final smelter settlement proceeds and RGLD Gold typically sells gold ounces over a few weeks following physical receipt. Mount Milligan final settlements generally take five months from the bill-of-lading date. The difference in timing between Mount Milligan quarterly production results and final smelter settlements may result in the divergence of produced ounces reported by Thompson Creek and those reported as sold by Royal Gold for each quarter.

Peñasquito

Gold, silver, lead and zinc production attributable to our royalty interest at Peñasquito ~~increased~~decreased approximately ~~56%~~32%, ~~33%~~20%, ~~41%~~23% and ~~17%~~11%, respectively, over the prior year ~~quarter.~~quarter, as Goldcorp’s mine plan calls for production from a lower grade portion of the pit in calendar 2016.

During the December 2015 quarter, Goldcorp ~~continued with~~completed the Metallurgical Enhancement Project (“MEP”) ~~feasibility study,~~Feasibility Study and determined that the Concentrate Enrichment Process component of the MEP no longer met Goldcorp’s required rates of return due to improved fundamentals in the concentrate smelting market. An investment decision on the Pyrite Leach Plant component of the MEP is expected by mid-calendar 2016, which, ~~remains on schedule~~if approved, is expected to ~~be completed~~increase gold production starting in ~~early~~late calendar ~~2016.~~2018.

Phoenix Gold

On January 11, 2016, Rubicon Minerals Corporation (“Rubicon”) provided an updated geological model and mineralized material statement for the Phoenix Gold Project that included a significant reduction in mineralized material compared to previous ~~statements provided by Rubicon.~~ statements. Rubicon stated the decrease in reported mineralized material was mainly the result of new drilling information, changes in modeling approach and restrictions to the depth of the interpreted extent of gold mineralization. Rubicon suspended activities related to their previously announced Phoenix Project Implementation Plan ~~has~~and retained BMO Capital Markets, TD Securities, and Stikeman Elliott LLP as advisors to assist in evaluating strategic alternatives available to Rubicon.

A significant reduction in mineralized material, along with recent decreases in the long-term metal price assumptions used by the industry, are indicators of potential impairment that required Royal Gold to consider the carrying value of this asset. Royal Gold is currently evaluating the updated geologic model Operating activities, other than care and mineralized material statement in an effort to properly assess the recoverability of our carrying value. Royal Gold anticipates that it will conclude its technical evaluation of the revised geologic model and

mineralized material statement prior to the release of our financial results for the period ended March 31, 2016. Upon completion of our evaluation and upon consideration of any strategic developments with Rubicon ormaintenance, remain suspended at the Phoenix Gold Project at this time.

Refer to Note 3 of our notes to consolidated financial statements for further discussion on the ~~Company could determine that an~~ impairment ~~of its carrying value in~~assessment and results for the ~~near future is necessary.~~Phoenix Gold Project during the quarter ended March 31, 2016.

Pueblo Viejo ~~and Pascua-Lama~~

On January 21, 2016, Barrick announced that it is in the process of carrying out its annual impairment review. Barrick indicated that its preliminary analysis suggests a potential asset impairment charge in the range of $1.0-$1.2 billion primarily related to Pascua-Lama and Pueblo Viejo. Barrick did not provide any further information on what the impairment charges were attributable to atStream deliveries from Pueblo Viejo ~~or Pascua-Lama. Barrick is scheduled to report final impairment results~~were 10,600 ounces of gold and provide a reserve and mineralized material update on February 17, 2016. Consistent with our asset impairment policy, Royal Gold will evaluate and review Barrick’s updated reserve and mineral material report for Pueblo Viejo and Pascua-Lama as part209,800 ounces of ~~our third quarter fiscal 2016 impairment analysis.~~

silver during the quarter. In November 2015, Barrick announced that two of three electric motors at the Pueblo Viejo oxygen plant experienced unexpected failures and ~~were shipped to the United States for repair. A~~that a comprehensive plan to mitigate the impact of the motor failure was implemented ~~by Barrick~~ in December 2015, which involved installing a number of portable ~~compressors~~compressors. Barrick achieved 85% capacity by early January 2016 and ~~bringing forward~~100% capacity by mid-January 2016 with portable compressor motors. The first repaired motor was reinstalled and commissioned in late January 2016 and the second motor was repaired and reinstalled early February 2016.

In calendar 2016, Barrick expects improved throughput and plant availability as compared to calendar 2015 primarily due to overcoming the issues related to the oxygen plant motor failures which negatively impacted 2015 throughput. In addition, Barrick is focused on improving efficiency and throughput through projects such as ore blending optimization, increasing autoclave availability, and optimization of maintenance ~~that was originally scheduled for January 2016. One~~strategies.

Barrick delivers gold and silver to RGLD Gold on a quarterly basis (mid-March, June, September and December) based on Barrick’s 60% indirect share of any provisional and final offtake settlements in the prior three calendar month period, subject to certain specific terms of the ~~two repaired motors has arrived~~agreement (including a fixed silver recovery assumption of 70%). RGLD Gold usually sells gold and silver ounces over the three month period following physical receipt. All of these factors will result in ~~the Dominican Republic~~a difference of produced ounces reported by Barrick and ~~will be installed and tested~~those reported as sold by ~~the end of January 2016. The second motor is due to arrive on-site in mid-February 2016.~~Royal Gold for each quarter.

Voisey’s Bay

~~In April~~Since the June 2015 quarter, we ~~announced our intention to recognize~~have recognized Voisey’s Bay royalty revenue on a cash basis, or in the period in which actual payment information is received from ~~Vale, beginning with the June 2015 quarter. Production attributable to our royalty interest at Voisey’s Bay for the December 2015 quarter (from Vale’s production~~Vale. Payment received during the ~~September 2015 quarter) was 15.2~~current quarter related to 39.2 million pounds of copper and ~~23.6~~19.3 million pounds of ~~nickel.~~nickel production.

Vale reported that it ~~will transition from~~began processing ~~a blend of nickel matte from its Indonesian operations and~~only nickel concentrates from Voisey’s Bay at its new Long Harbour hydrometallurgical plant ~~and will begin processing only Voisey’s Bay concentrate~~ at ~~Long Harbour by~~ the ~~first~~beginning of calendar ~~quarter of~~ 2016. ~~We received the first three quarterly royalty payments relating to processing Voisey’s Bay nickel concentrates at Long Harbour.~~ Vale ~~has made clear its intention to deduct~~currently deducts full Long Harbour operating costs, depreciation and cost of capital from actual proceeds when calculating the net smelter return royalty, which ~~could have~~has the effect of further reducing or eliminating royalty payments. Royal Gold strongly disagrees with Vale’s position that full operating costs, ~~capital costs~~depreciation and cost of capital are permissible net smelter return deductions pursuant to the royalty agreement and is aggressively pursuing its legal remedies. See Note 12 to the consolidated financial statements for discussion of litigation between the Company and Vale.

Wassa and Prestea

Golden Star announced gold production of approximately ~~52,000~~53,000 ounces of gold during the ~~December 2015~~current quarter. Production in the current quarter was from the open pit operations with approximately ~~31,300~~22,000 ounces ~~attributable to~~of production from Prestea and approximately 31,000 ounces from Wassa. The open pit operations at both Wassa and ~~approximately 20,700 ounces attributable~~Prestea are expected to ~~Prestea.~~ ~~For~~be the primary source of production through calendar 2016 ~~Golden Star forecasts annual gold~~as development work continues on the respective underground projects. The new underground projects are scheduled to begin contributing to production ~~of 180,000 to 205,000 ounces, which is a slight decrease from actual~~beginning late this calendar year ~~2015 production of approximately 222,000 ounces.~~

~~Golden Star reported that~~from the Wassa ~~Underground~~underground project ~~made substantial progress during calendar 2015, with stope development of the upper mineralization expected to commence~~and in ~~the June 2016 quarter and first ore production anticipated~~ mid-calendar 2016. Infill drilling early in calendar 2015 was successful in expanding the F Shoot target and further drilling will be conducted to determine additional mineral potential in the area. Golden Star also reported work on2017 for the Prestea ~~Underground~~underground project, ~~is progressing as scheduled with first ore~~thereby increasing annualized production ~~expected~~levels by approximately 25% beginning in ~~early~~late calendar 2017.

Golden Star ~~delivers gold to RGLD Gold within five business days of its receipt of final smelter settlement proceeds and RGLD Gold typically sells gold ounces over~~stated preliminary cash operating costs estimated for the quarter are below $750 per ounce, reflecting a ~~few weeks following physical receipt.~~level that is consistent with the new lower cost strategy established by Golden Star.

Results of Operations

Quarter Ended ~~December~~March 31, ~~2015,~~2016, Compared to Quarter Ended ~~December~~March 31, ~~2014~~2015

For the quarter ended ~~December~~March 31, ~~2015,~~2016, we recorded ~~net income attributable to Royal Gold stockholders of~~ ~~$15.1~~ ~~million, or $0.23 per basic and diluted share, as compared to~~ a net loss attributable to Royal Gold stockholders of ~~$6.5~~$67.7 million, or ($~~0.10)~~1.04) per basic and diluted share, as compared to net income attributable to Royal Gold stockholders of $25.0 million, or $0.38 per basic and diluted share, for the quarter ended ~~December~~March 31, ~~2014.~~2015. The ~~increase~~decrease in our earnings per share ~~in the current period~~ was primarily attributable to ~~an increase in our revenue, as discussed below. During the prior year quarter, the Company recognized~~ impairment charges of approximately ~~$29.6~~$99.0 million (including a royalty receivable write down of ~~$3.0~~approximately $2.9 million) on our stream interest at the Phoenix Gold Project and certain other non-principal royalty interests, as discussed further below. This decrease was partially offset by an increase in our revenue, which ~~impacted earnings~~is also discussed below. The effect of the impairment charges during the quarter ended March 31, 2016, was $1.33 per ~~share by $0.34 per~~basic share, after taxes.

For the quarter ended ~~December~~March 31, ~~2015,~~2016, we recognized total revenue of $~~98.1~~93.5 million, which is comprised of stream revenue of ~~$67.3~~$63.4 million and royalty revenue of ~~$30.8~~$30.1 million, at an average gold price of ~~$1,106~~$1,183 per ounce, an average silver price of ~~$14.77~~$14.85 per ounce, an average nickel price of ~~$4.28~~$3.86 per pound and an average copper price of ~~$2.22~~$2.12 per pound. This is compared to total revenue of ~~$61.3~~$74.1 million for the three months ended ~~December~~March 31, ~~2014,~~2015, which was comprised of royalty revenue of ~~$44.0~~$44.4 million and stream revenue of ~~$17.3~~$29.7 million, at an average gold price of ~~$1,201~~$1,218 per ounce, an average silver price of ~~$16.50~~$16.71 per ounce, an average nickel price of ~~$7.17~~$6.50 per pound and an average copper price of ~~$3.00~~$2.64 per pound for the quarter ended ~~December~~March 31, ~~2014.~~2015. Revenue and the corresponding production attributable to our royalty and stream interests for the quarter ended ~~December~~March 31, ~~2015~~2016 compared to the quarter ended ~~December~~March 31, ~~2014~~2015 is as follows:

Revenue and Reported Production Subject to Our Royalty and Stream Interests

Quarter Ended ~~December~~March 31, ~~2015~~2016 and ~~2014~~2015

(In thousands, except reported production ozs. and lbs.)

		Three Months Ended			Three Months Ended				Three Months Ended				Three Months Ended
		December 31, 2015			December 31, 2014				March 31, 2016				March 31, 2015
				Reported			Reported				Reported				Reported
Royalty/Stream	Metal(s)	Revenue		Production(1)	Revenue		Production(1)	Metal(s)	Revenue		Production(1)		Revenue		Production(1)
Stream(2):
Mount Milligan	Gold	$	42,294	38,700 oz.	$	17,318	14,300 oz.	Gold	$	29,806	25,400	oz.	$	29,718	24,200	oz.
Andacollo								Gold	$	15,730	13,500	oz.	N/A		N/A
Pueblo Viejo								Gold	$	13,608	11,800	oz.	N/A		N/A
Wassa/Prestea	Gold	$	9,776	8,800 oz.	N/A		N/A	Gold	$	4,155	3,500	oz.	N/A		N/A
Pueblo Viejo	Gold	$	9,400	8,800 oz.	N/A		N/A
Andacollo	Gold	$	5,718	5,200 oz.	N/A		N/A
Other(4)	Gold	$	124	100 oz.	N/A		N/A	Gold	$	140	100	oz.	N/A		N/A
Royalty:
Peñasquito		$	6,952		$	5,573			$	5,210			$	7,253
	Gold			195,400 oz.			125,000 oz.	Gold			120,300	oz.			177,200	oz.
	Silver			6.8 Moz.			5.1 Moz.	Silver			4.8	Moz.			6.0	Moz.
	Lead			41.7 Mlbs.			29.5 Mlbs.	Lead			30.2	Mlbs.			39.5	Mlbs.
	Zinc			98.0 Mlbs.			84.0 Mlbs.	Zinc			73.1	Mlbs.			82.6	Mlbs.
Voisey’s Bay		$	2,822		$	6,117			$	2,778			$	1,919
	Nickel			23.6 Mlbs.			19.6 Mlbs.	Nickel			17.2	Mlbs.			17.2	Mlbs.
	Copper			15.2 Mlbs.			30.1 Mlbs.	Copper			39.2	Mlbs.			N/A
Holt	Gold	$	2,391	15,000 oz.	$	2,676	14,300 oz.	Gold	$	2,451	13,500	oz.	$	3,208	16,700	oz.
Cortez	Gold	$	1,175	17,000 oz.	$	5,001	60,400 oz.	Gold	$	1,853	18,400	oz.	$	5,025	65,200	oz.
Andacollo(3)	Gold	$	—	— oz.	$	9,594	10,500 oz.	Gold	$	—	—	oz.	$	8,507	9,500	oz.
Other(4)	Various	$	17,466	N/A	$	15,025	N/A	Various	$	17,756	N/A		$	18,480	N/A
Total Revenue		$	98,118		$	61,304			$	93,487			$	74,110

(1) Reported production relates to the amount of metal sales, subject to our royalty and stream interests, for the three months ended ~~December~~March 31, ~~2015~~2016 and ~~2014, as reported to us by the operators of the mines,~~2015, and may differ from the operators’ public reporting.

(2) Refer to “Property Developments” above for further discussion on our principal stream interests. Our streams at Andacollo, Pueblo Viejo and Wassa/~~Bogoso/~~Prestea were acquired during the quarter ended September 30, ~~2015. The first gold delivery as part of the Pueblo Viejo gold stream was received in December~~ 2015. Refer to “Recent Business Developments” above for further discussion on the recent stream acquisitions.

(3) Refer to “Recent Business Developments” above for further discussion on the recent Andacollo royalty sale.

(4) Individually, no stream or royalty included within the “Other” category contributed greater than 5% of our total revenue for either period.

The increase in our total revenue for the three months ended ~~December~~March 31, ~~2015,~~2016, compared with the three months ended ~~December~~March 31, ~~2014,~~2015, resulted primarily from an increase in our stream revenue, which was a result of ~~increased production at Mount Milligan and~~ new production from our recently acquired streams at Pueblo Viejo, ~~and~~ Wassa/Prestea and Andacollo. Gold and silver ounces purchased and sold during the three months ended ~~December~~March 31, 2016 and 2015, and ~~2014,~~gold and ~~gold~~silver ounces in inventory as of ~~December~~March 31, ~~2015,~~2016, for our streaming interests ~~was~~were as follows:

	Three months ended December 31, 2015				Three months ended December 31, 2014				As of December 31, 2015	Three months ended March 31, 2016		Three months ended March 31, 2015		As of March 31, 2016
Stream	Gold ounces purchased	Gold ounces sold	Average realized gold price/ounce		Gold ounces purchased	Gold ounces sold	Average realized gold price/ounce		Gold ounces in inventory
Gold Stream										Purchases (oz.)	Sales (oz.)	Purchases (oz.)	Sales (oz.)	Ounces in inventory
Mount Milligan	38,700	38,700	$	1,093	13,000	14,300	$	1,208	8,068	17,400	25,400	26,200	24,200	16
Wassa/Prestea	6,300	8,800	$	1,116	N/A	N/A	N/A		699	4,400	3,500	N/A	N/A	1,536
Pueblo Viejo	20,600	8,800	$	1,068	N/A	N/A	N/A		11,769	10,600	11,800	N/A	N/A	10,633
Andacollo	10,100	5,200	$	1,102	N/A	N/A	N/A		5,152	8,300	13,500	N/A	N/A	22
Phoenix Gold	100	100	$	1,126	N/A	N/A	N/A		—	100	100	N/A	N/A	—
Total	75,800	61,600	$	1,094	13,000	14,300	$	1,208	25,688	40,800	54,300	26,200	24,200	12,207

	Three months ended March 31, 2016		Three months ended March 31, 2015		As of March 31, 2016
Silver Stream	Purchases (oz.)	Sales (oz.)	Purchases (oz.)	Sales (oz.)	Ounces in inventory
Pueblo Viejo	209,800	—	N/A	N/A	209,800

Our royalty revenue decreased during the quarter ended ~~December~~March 31, ~~2015,~~2016, compared with the quarter ended ~~December~~March 31, ~~2014,~~2015, due to decreases in the average ~~gold, silver, copper and nickel~~metal prices, ~~and due to a production decrease at Cortez and~~ the recent sale of the Andacollo ~~royalty. These~~royalty, and production decreases ~~were partially offset by increased production~~ at Cortez and Peñasquito. Please refer to “Recent Business Developments” and “Property Developments” earlier within this MD&A for further discussion on any recent developments regarding properties covered by certain of our royalty and stream interests.

Cost of sales were approximately ~~$22.6~~$17.9 million for the three months ended ~~December~~March 31, ~~2015,~~2016, compared to ~~$6.2~~$10.5 million for the three months ended ~~December~~March 31, ~~2014.~~2015. The increase is primarily attributable to ~~an increase in~~new production ~~at Mount Milligan and new stream production~~from our recently acquired streams at Andacollo, Pueblo Viejo and Wassa/Prestea. Cost of sales is specific to our stream agreements and is the result of RGLD Gold’s purchase of gold and silver for a cash payment. ~~For~~The cash payment at Mount Milligan ~~the cash payment~~ 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 or silver spot price near the date of metal delivery.

General and administrative expenses ~~decreased~~increased to $~~5.8~~7.7 million for the three months ended ~~December~~March 31, ~~2015,~~2016, from ~~$8.5~~$5.5 million for the three months ended ~~December~~March 31, ~~2014.~~2015. The ~~decrease~~increase during the current quarter was primarily due ~~to recognition of~~ an ~~allowance on the outstanding receivable associated with our Wolverine interest~~increase in non-cash stock based compensation of approximately ~~$3.0~~$1.5 million ~~during~~as a result of management’s change in estimate for the ~~prior year quarter.~~number of performance shares that are expected to vest.

Depreciation, depletion and amortization increased to $~~40.4~~38.2 million for the three months ended ~~December~~March 31, ~~2015,~~2016, from ~~$20.3~~$24.8 million for the quarter ended ~~December~~March 31, ~~2014.~~2015. The increase was primarily attributable to ~~the ramp-up in production at Mount Milligan ($8.2 million) and~~ new production from the recently acquired streams at Pueblo Viejo ($~~5.6~~7.7 million), Andacollo ($3.9 million) and Wassa/Prestea ($~~3.6~~1.4 million).

Impairment of royalty and stream interests and royalty receivables was $99.0 million for the quarter ended March 31, 2016. The impairment of royalty and stream interests ($96.1 million) was the result of our regular impairment analysis conducted during the three months ended March 31, 2016, and was primarily due to the presence of impairment indicators on our stream interest at the Phoenix Gold Project and two non-principal producing royalty interests, Inata and Wolverine. Also during the current quarter, the Company recognized an allowance of approximately $2.9 million on the entire outstanding royalty receivable associated with the Inata interest. The Company will continue to pursue collection efforts of all past due payments. Refer to Note 3 of our notes to consolidated financial statements for further discussion on the impairments and bad debt expense.

Interest and other income increased to $3.1 million for the quarter ended March 31, 2016, from $0.4 million for the quarter ended March 31, 2015. The increase was primarily attributable to the change in

fair value of our Golden Star warrants of approximately $1.3 million and a realized gain on the sale of our Seabridge Gold, Inc. (“Seabridge”) common shares of approximately $0.7 million during the current quarter. Please refer to Note 2 of our notes to consolidated financial statements for further discussion on the Golden Star warrants and Note 4 for further discussion on our available-for-sale securities.

Interest and other expense increased to ~~$8.9~~$8.8 million for the three months ended ~~December~~March 31, ~~2015,~~2016, from $6.4 million for the quarter ended ~~December~~March 31, ~~2014.~~2015. The increase was primarily due to an increase in interest expense associated with the outstanding balance on our revolving credit facility. The Company had ~~$350.0~~$300.0 million outstanding under the revolving credit facility as of ~~December~~March 31, ~~2015.~~2016. The Company did not have any amounts outstanding under the revolving credit facility during the quarter ended ~~December~~March 31, ~~2014.~~2015.

During the three months ended ~~December~~March 31, ~~2015,~~2016, we recognized ~~income tax expense totaling $4.7 million compared with~~ an income tax benefit totaling $8.2 million compared with income tax expense of ~~$1.8~~$1.0 million during the three months ended ~~December~~March 31, ~~2014.~~2015. This resulted in an effective tax rate of ~~25.4%~~10.6% in the current period, compared with ~~22.4%~~4.0% in the quarter ended ~~December~~March 31, ~~2014.~~2015. The ~~higher~~current period effective tax rate ~~for the three months ended December 31, 2015~~ was ~~primarily related to higher discrete period charges as compared~~negatively impacted due to the ~~three months ended December 31, 2014.~~impairment charges in the quarter and appreciation of the Canadian dollar. For further discussion of the factors that influence our effective tax rate, refer to Note 11 to the notes to consolidated financial statements in the Company’s Fiscal 2015 10-K.

~~Six~~Nine Months Ended ~~December~~March 31, ~~2015,~~2016, Compared to ~~Six~~Nine Months Ended ~~December~~March 31, ~~2014~~2015

For the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, we recorded a net loss attributable to Royal Gold stockholders of ~~$29.9~~$97.6 million, or ($~~0.46)~~1.50) per basic and diluted share, as compared to net income attributable to Royal Gold stockholders of ~~$12.1~~$37.1 million, or ~~$0.19~~$0.57 per basic and diluted share, for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The decrease in our earnings per share was primarily attributable to impairment charges of approximately $99.0 million (including a royalty receivable write down of approximately $2.9 million) on our stream interest at the Phoenix Gold Project and certain other non-principal royalty interests during the current quarter, as discussed further below. The decrease in our earnings per share was also attributable to an increase in tax expense due to the Company’s termination of the Andacollo royalty interest, as discussed below, and the planned liquidation of our Chilean subsidiary of approximately $56.0 million during the quarter ended September 30, 2015. ~~This decrease was~~These decreases were partially offset by an increase in our revenue, which is also discussed below. The effect of the impairment charges during the quarter ended March 31, 2016, was $1.33 per basic share, after taxes, while the effect of the tax expense attributable to the termination of the Andacollo royalty interest during the quarter ended September 30, 2015, was $0.86 per share. During the prior year period, our earnings per share ~~was~~were negatively impacted by impairment charges of approximately $31.3 million (including a royalty receivable write down of $3.0 million) on certain non-principal royalty interests. The effect of the impairment charges during the ~~six~~nine months ended ~~December~~March 31, ~~2014,~~2015, was $0.37 per basic share, after taxes.

For the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, we recognized total revenue of ~~$172.2~~$265.7 million, which is comprised of stream revenue of ~~$105.2~~$168.6 million and royalty revenue of ~~$67.0~~$97.1 million, at an average gold price of ~~$1,116~~$1,138 per ounce, an average silver price of $14.84 per ounce, an average nickel price of ~~$4.54~~$4.32 per pound and an average copper price of ~~$2.30~~$2.24 per pound. This is compared to total revenue of ~~$130.3~~$204.4 million for the ~~six~~nine months ended ~~December~~March 31, ~~2014,~~2015, which is comprised of royalty revenue of ~~$93.3~~$137.7 million and stream revenue of ~~$37.0~~$66.7 million, at an average gold price of ~~$1,243~~$1,235 per ounce, an average silver price of ~~$18.14~~$17.67 per ounce, an average nickel price of ~~$7.80~~$7.38 per pound and an average copper price of ~~$3.09~~$2.94 per pound for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. Revenue and the corresponding production attributable to our royalty and stream interests for the ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 compared to the ~~six~~nine months ended ~~December~~March 31, ~~2014~~2015 is as follows:

Revenue and Reported Production Subject to Our Royalty and Stream Interests

~~Six~~Nine Months Ended ~~December~~March 31, ~~2015~~2016 and ~~2014~~2015

(In thousands, except reported production ozs. and lbs.)

		Six Months Ended				Six Months Ended				Nine Months Ended				Nine Months Ended
		December 31, 2015				December 31, 2014				March 31, 2016				March 31, 2015
					Reported			Reported				Reported				Reported
Royalty/Stream	Metal(s)		Revenue		Production(1)	Revenue		Production(1)	Metal(s)	Revenue		Production(1)		Revenue		Production(1)
Stream(2):
Mount Milligan	Gold		$	65,758	59,600 oz.	$	36,975	29,700 oz.	Gold	$	95,564	85,100	oz.	$	66,693	53,900	oz.
Andacollo	Gold		$	16,433	14,700 oz.	N/A		N/A	Gold	$	32,163	28,200	oz.	N/A		N/A
Pueblo Viejo									Gold	$	23,008	20,600	oz.	N/A		N/A
Wassa/Prestea	Gold		$	13,400	12,000 oz.	N/A		N/A	Gold	$	17,555	15,500	oz.	N/A		N/A
Pueblo Viejo	Gold		$	9,400	8,800 oz.	N/A		N/A
Other(4)	Gold		$	177	200 oz.	N/A		N/A	Gold	$	317	200	oz.	N/A		N/A
Royalty:
Peñasquito			$	14,998		$	12,684			$	20,208			$	19,936
	Gold				421,900 oz.			268,100 oz.	Gold			542,100	oz.			445,300	oz.
	Silver				14.1 Moz.			11.6 Moz.	Silver			18.8	Moz.			17.6	Moz.
	Lead				90.8 Mlbs.			70.8 Mlbs.	Lead			120.9	Mlbs.			110.2	Mlbs.
	Zinc				216.7 Mlbs.			169.4 Mlbs.	Zinc			289.8	Mlbs.			252.0	Mlbs.
Voisey’s Bay			$	8,266		$	11,726			$	11,044			$	13,645
	Nickel				61.4 Mlbs.			36.7 Mlbs.	Nickel			78.6	Mlbs.			53.8	Mlbs.
	Copper				16.9 Mlbs.			52.1 Mlbs.	Copper			56.2	Mlbs.			44.0	Mlbs.
Holt	Gold		$	5,069	31,300 oz.	$	5,835	29,100 oz.	Gold	$	7,520	44,800	oz.	$	9,043	45,800	oz.
Cortez	Gold		$	2,987	39,600 oz.	$	9,736	119,900 oz.	Gold	$	4,840	58,000	oz.	$	14,761	185,100	oz.
Andacollo(3)	Gold		$	—	— oz.	$	20,093	21,500 oz.	Gold	$	—	—	oz.	$	28,599	31,000	oz.
Other(3)	Various		$	35,685	N/A	$	33,281	N/A	Various	$	53,441	N/A		$	51,762	N/A
Total Revenue			$	172,173		$	130,330			$	265,660			$	204,439

(1) Reported production relates to the amount of metal sales, subject to our royalty and stream interests, for the ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 and ~~2014, as reported to us by the operators of the mines,~~2015, and may differ from the ~~operators~~operators’ public reporting.

(2) Refer to “Property Developments” above for further discussion on our principal stream interests. Our streams at Andacollo, Pueblo Viejo and Wassa/~~Bogoso/~~Prestea were acquired during the quarter ended September 30, 2015. Refer to “Recent Business Developments” above for further discussion on the recent stream acquisitions.

(3) Refer to “Recent Business Developments” above for further discussion on the recent Andacollo royalty sale and Andacollo gold stream acquisition.

(4) Individually, no stream or royalty included within the “Other” category contributed greater than 5% of our total revenue for either period.

The increase in our total revenue for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, compared with the ~~six~~nine months ended ~~December~~March 31, ~~2014,~~2015, resulted primarily from an increase in our stream revenue, which was a result of increased production at Mount Milligan and new production from our recently acquired streams, Wassa/Prestea, Pueblo Viejo and Andacollo. Gold and silver ounces purchased and sold during the ~~six~~nine months ended ~~December~~March 31, 2016 and 2015, and ~~2014,~~gold and silver ounces in inventory as of March 31, 2016, for our streaming interests ~~was~~were as follows:

	Six months ended December 31, 2015				Six months ended December 31, 2014				As of December 31, 2015	Nine months ended March 31, 2016		Nine months ended March 31, 2016		As of March 31, 2016
Stream	Gold ounces purchased	Gold ounces sold	Average realized gold price/ounce		Gold ounces purchased	Gold ounces sold	Average realized gold price/ounce		Gold ounces in inventory
Gold Stream										Purchases (oz.)	Sales (oz.)	Purchases (oz.)	Sales (oz.)	Ounces in inventory
Mount Milligan	62,400	59,600	$	1,103	26,600	29,700	$	1,246	8,068	79,800	85,100	52,900	53,900	16
Andacollo	19,800	14,700	$	1,118	N/A	N/A	N/A		5,152	28,200	28,200	N/A	N/A	1,536
Wassa/Prestea	12,700	12,000	$	1,116	N/A	N/A	N/A		699	17,100	15,500	N/A	N/A	10,633
Pueblo Viejo	20,600	8,800	$	1,068	N/A	N/A	N/A		11,769	31,200	20,600	N/A	N/A	22
Phoenix Gold	200	200	$	1,128	N/A	N/A	N/A		—	300	200	N/A	N/A	—
Total	115,700	95,300	$	1,104	26,600	29,700	$	1,246	25,688	156,600	149,600	52,900	53,900	12,207

	Nine months ended March 31, 2016		Nine months ended March 31, 2015		As of March 31, 2016
Silver Stream	Purchases (oz.)	Sales (oz.)	Purchases (oz.)	Sales (oz.)	Ounces in inventory
Pueblo Viejo	209,800	—	N/A	N/A	209,800

Our royalty revenue decreased during the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, compared with the ~~six~~nine months ended ~~December~~March 31, ~~2014,~~2015, due to decreases in the average ~~gold, silver, copper and nickel~~metal prices, ~~and due to a production decrease at Cortez and~~ the recent sale of the Andacollo ~~royalty. These decreases were partially offset by increased~~royalty, and a production decrease at ~~Peñasquito.~~Cortez. Please refer to “Property Developments” earlier within this MD&A for further discussion on any recent developments regarding properties covered by certain of our royalty interests.

Cost of sales were approximately ~~$34.0~~$52.0 million for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, compared to ~~$12.9~~$23.5 million for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The increase is primarily attributable to an increase in production at Mount Milligan and new stream production at Andacollo, Pueblo Viejo and Wassa/Prestea. Cost of sales is specific to our stream agreements and is the result of RGLD Gold’s purchase of gold and silver for a cash payment. ~~For~~The cash payment for Mount Milligan ~~the cash payment~~ 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 or silver spot price near the date of metal delivery.

General and administrative expenses increased to $23.4 million for the nine months ended March 31, 2016, from $18.2 million for the nine months ended March 31, 2015. The increase during the current period was primarily due to an increase in non-cash stock based compensation of approximately $4.1 million as a result of management’s change in estimate for the number of performance shares that are expected to vest.

Exploration costs increased to $6.1 million for the nine months ended March 31, 2016, from $0.2 million for the nine months ended March 31, 2015. Exploration costs are specific to our Peak Gold joint venture for exploration and advancement of the Tetlin gold project, as discussed further in Note 3 to our notes to consolidated financial statements included in our Fiscal 2015 10-K.

Depreciation, depletion and amortization increased to ~~$67.6~~$105.7 million for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, from ~~$42.5~~$67.3 million for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The increase was primarily attributable to the ramp-up in production at Mount Milligan ($~~9.8~~10.7 million) and new production from the recently acquired streams at Pueblo Viejo ($~~5.6~~13.3 million), Wassa/Prestea ($6.0 million) and ~~Wassa/Prestea~~Andacollo ($~~4.6~~5.7 million).

Impairment of royalty and stream interests and royalty receivables were approximately $98.6 million for the nine months ended March 31, 2016, compared to $31.3 million for the nine months ended March 31, 2015. The impairment of royalty and stream interests during the current period ($96.1 million) was the result of our regular impairment analysis conducted during the three months ended March 31, 2016, and was primarily due to the presence of impairment indicators on our stream interest at the Phoenix Gold

Project and two non-principal producing royalty interests, Inata and Wolverine. Also during the current period, the Company recognized an allowance of approximately $2.9 million on the entire outstanding receivable associated with the Inata interest. The impairment charges in the prior period were primarily due to an impairment of our royalty interest at Wolverine ($26.0 million) and a write-off of the Wolverine royalty receivable ($3.0 million). The Company will continue to pursue collection efforts of all past due Inata payments. Refer to Note 3 of our notes to consolidated financial statements for further discussion on the impairments and bad debt expense.

Interest and other expense increased to ~~$16.1~~$24.0 million for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, from ~~$13.1~~$19.5 million for the ~~quarter~~nine months ended ~~December~~March 31, ~~2014.~~2015. The increase was primarily due to an increase in interest expense associated with the outstanding balance on our revolving credit facility. The Company had ~~$350.0~~$300.0 million outstanding under the revolving credit facility as of ~~December~~March 31, ~~2015.~~2016. The Company did not have any amounts outstanding under the revolving credit facility during the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015.

During the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, we recognized income tax expense totaling ~~$63.9~~$55.7 million compared with ~~$2.1~~$3.2 million during the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. This resulted in an effective tax rate of ~~194.3%~~(124.0%) in the current period, compared with ~~14.5%~~7.8% during the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The increase in the effective tax rate for the ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 is primarily related to the discrete tax impacts attributable to the Company’s Andacollo transactions and the liquidation of our Chilean subsidiary during the quarter ended September 30, ~~2015.~~2015, and discrete impacts due to impairment charges during the quarter ended March 31, 2016. Excluding all year-to-date discrete items, our effective tax rate for the ~~six~~nine months ended ~~December~~March 31, ~~2015~~2016 would have been ~~15.6%~~15.3%. For further discussion of the factors that influence our effective tax rate, refer to Note 12 to the notes to consolidated financial statements in the Company’s Fiscal 2015 10-K.

Liquidity and Capital Resources

Overview

At ~~December~~March 31, ~~2015,~~2016, we had current assets of $~~162.9~~175.2 million compared to current liabilities of ~~$20.5~~$24.2 million for a current ratio of 87 to 1. This compares to current assets of $790.8 million and current liabilities of $25.0 million at June 30, 2015, resulting in a current ratio of approximately 32 to 1. The decrease in our current ratio was primarily attributable to a decrease in our cash and equivalents as a result of the recent royalty and stream acquisitions, ~~during the current period,~~ as discussed earlier under “Recent Business Developments.” Please refer to “Summary of Cash Flows” below for further discussion on changes to our cash and equivalents during the period.

During the quarter ended ~~December~~March 31, ~~2015,~~2016, liquidity needs were met from $~~75.5~~75.6 million in net revenue and our available cash ~~resources, and borrowings under our revolving credit facility.~~resources. As of ~~December~~March 31, ~~2015,~~2016, the Company had ~~$300~~$350 million available and ~~$350~~$300 million outstanding under its revolving credit facility. During the three months ended March 31, 2016, the Company repaid $50.0 million of the outstanding borrowings under the revolving credit facility. The Company was in compliance with each financial covenant as of ~~December~~March 31, ~~2015.~~2016. Refer to Note 5 of our notes to consolidated financial statements for further discussion on our debt.

~~Working capital totaled approximately~~ ~~$142.3~~ million at December 31, 2015. When combined with the $300 million of availability under our revolving credit facility, total liquidity at December 31, 2015, was $442.3 million. Cash flow from operations was $54.6 million for the six months ended December 31, 2015, which considers the effects of approximately $47.7 million of total cash taxes related to the termination of the Andacollo royalty during the quarter ended September 30, 2015. Operating cash flow is expected to increase during the remainder of fiscal year 2016 (assuming similar gold prices) as three of the new transactions discussed above under “Recent Business Developments” are expected to deliver incremental operating cash flow during fiscal year 2016.

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 royalty and stream interests, including the remaining conditional commitments incurred in connection with the Ilovica, Golden Star and Rainy River stream acquisitions and the Peak Gold joint venture. Our long-term capital requirements are primarily affected by our ongoing acquisition activities. The Company currently, and generally at any time, has acquisition opportunities in various stages of active review. In the event of one or more substantial royalty and stream interest or other acquisitions, we may seek additional debt or equity financing as necessary.

Please refer to our risk factors included in Part 1, Item 1A of our Fiscal 2015 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’s liquidity and capital resources.

Recent Liquidity and Capital Resource Developments

Summary of Cash Flows

Operating Activities

Net cash provided by operating activities totaled $~~54.6~~120.6 million for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, compared to ~~$82.3~~$148.2 million for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The decrease was primarily due to an increase in income taxes paid of approximately ~~$45.9~~$58.9 million, an increase in exploration costs of approximately $6.0 million and an increase in interest paid of approximately $4.9 million. ~~This decrease was~~These decreases in net cash provided by operating activities were partially offset by an increase in proceeds received from our royalty and streaming interests, net of production taxes and cost of ~~sales.~~sales, of $41.9 million.

Investing Activities

Net cash used in investing activities totaled ~~$1.0 billion~~$994.6 million for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, compared to cash used in investing activities of ~~$39.3~~$50.4 million for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The increase in cash used in investing activities is primarily due to an increase in acquisitions of royalty and stream interests in mineral properties (primarily the Pueblo Viejo and Andacollo stream ~~acquisition)~~acquisitions) compared to the prior year period. Refer to “Recent Business Developments” above for further discussion on our recently acquired streams.

Financing Activities

Net cash provided by financing activities totaled $~~320.4~~254.0 million for the ~~six~~nine months ended ~~December~~March 31, ~~2015,~~2016, compared to cash used in financing activities of ~~$27.4~~$42.1 million for the ~~six~~nine months ended ~~December~~March 31, ~~2014.~~2015. The increase in cash provided by financing activities is primarily due to the Company’s ~~$350~~$300 million borrowing (net of repayment) under its revolving credit facility to fund stream acquisitions during the current period. Refer to “Recent Business Developments” above for further discussion on our recently acquired streams.

Recently Adopted Accounting Standards

There were no new accounting standards adopted during the three and ~~six~~nine months ended ~~December~~March 31, ~~2015.~~2016. Refer to Note 1 of our notes to consolidated financial statements for further discussion on recently issued accounting standards.

Critical Accounting Policies

Asset Impairment

Our estimates of gold, silver, copper, nickel and other metal prices, operators’ estimates of proven and probable reserves or mineralized material related to our royalty or streaming properties, and operators’ estimates of operating and capital costs are subject to certain risks and uncertainties which may affect the recoverability of our investment in these royalty and stream interests in mineral properties. Although we have made our best assessment of these factors based on current market conditions, it is possible that changes could occur to these estimates, which could adversely affect the net cash flows expected to be generated from these royalty and stream interests. Refer to Note 3 of our notes to consolidated financial statements for ~~further~~ discussion onand the results of our quarterly impairment ~~assessment.~~assessments for the three and nine months ended March 31, 2016.

Forward-Looking Statements

Cautionary “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: With the exception of historical matters, the matters discussed in this Quarterly Report on Form 10-Q are forward-looking statements that involve risks and uncertainties that could cause actual results to differ

materially from projections or estimates contained herein. Such 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 royalty and stream interests; effective tax rate estimates; the adequacy of financial resources and funds to cover anticipated expenditures for general and administrative expenses as well as costs associated with exploration and business development and capital expenditures, and our expectation that substantially all our revenues will be derived from royalty and stream interests. Words such as “may,” “could,” “should,” “would,” “believe,” “estimate,” “expect,” “anticipate,” “plan,” “forecast,” “potential,” “intend,” “continue,” “project” and variations of these words, comparable words and similar expressions generally indicate forward-looking statements, which speak only as of the date the statement is made. Do not unduly rely on forward-looking statements. Actual results may differ materially from those expressed or implied by these forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include, among others:

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

· the production at or performance of properties where we hold royalty and stream interests;

· the ability of operators to bring projects, particularly development stage properties, into production on schedule or operate in accordance with feasibility studies;

· 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 a bring a mine into production;

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

· hazards and risks at the properties where we hold royalty and stream 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 floods or earthquakes and access to raw materials, water and power;

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

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

· changes in project parameters as plans of the operators of properties where we hold royalty and stream interests are refined;

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

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

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

· the availability of royalty and stream 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 royalty and stream 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, environmental, governmental consents for granting interests in exploration and exploration licenses, real estate, contract 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 royalty and stream 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;

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

· changes in management and key employees; and

· failure to complete future acquisitions;

as well as other factors described elsewhere in this report and our other reports filed with the SEC. 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. 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 and the strength of the U.S. dollar relative to other currencies. Please see “Volatility in gold, silver, copper, nickel and other metal prices may have an adverse impact on the value of our royalty and stream interests and may reduce our revenues. Certain contracts governing our royalty and stream interests have features that may amplify the negative effects of a drop in metals prices,” under Part I, Item 1A of our Fiscal 2015 10-K, for more information that can affect gold, silver, copper, nickel and other metal prices as well as historical gold, silver, copper and nickel prices.

During the ~~three~~nine month period ended ~~December~~March 31, ~~2015,~~2016, we reported revenue of ~~$98.1~~$265.7 million, with an average gold price for the period of ~~$1,106~~$1,138 per ounce, an average silver price of ~~$14.77~~$14.84 per ounce, an

average copper price of $~~2.22~~$2.24 per pound and an average nickel price of ~~$4.28~~$4.32 per pound. Approximately ~~90%~~87% of our total reported revenues for the ~~three~~nine months ended ~~December~~March 31, ~~2015~~2016 were attributable to gold sales from our gold producing royalty and stream interests, as shown within the MD&A. For the ~~three~~nine months ended ~~December~~March 31, ~~2015,~~2016, 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 ~~$15.5 million and $15.4 million, respectively.~~$24.4 million.

Approximately 3%4% of our total reported revenues for the ~~three~~nine months ended ~~December~~March 31, ~~2015~~2016 were attributable to copper sales from our copper producing royalty interests. For the ~~three~~nine months ended ~~December~~March 31, ~~2015,~~2016, 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 $~~0.9~~1.6 million.

Approximately 2%3% of our total reported revenues for the ~~three~~nine months ended ~~December~~March 31, ~~2015~~2016 were attributable to nickel sales from our nickel producing royalty interests. For the ~~three~~nine months ended ~~December~~March 31, ~~2015,~~2016, if the price of nickel had averaged 10% higher or lower per pound, we would have recorded an increase or decrease in revenue of approximately $~~0.8~~1.0 million.

Approximately 2% of our total reported revenues for the ~~three~~nine months ended ~~December~~March 31, ~~2015~~2016 were attributable to silver sales from our silver producing royalty interests. For the ~~three~~nine months ended ~~December~~March 31, ~~2015,~~2016, 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 $~~0.5~~0.7 million.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of ~~December~~March 31, ~~2015,~~2016, the Company’s management, with the participation of the President and 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 the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on such evaluation, the Company’s President and Chief Executive Officer and its Chief Financial Officer and Treasurer have concluded that, as of ~~December~~March 31, ~~2015,~~2016, the Company’s disclosure controls and procedures were effective to provide reasonable assurance that information required 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’s management, including the President and Chief Executive Officer and its Chief Financial Officer and Treasurer, as appropriate to allow timely decisions regarding required disclosure.

Disclosure controls and procedures involve human diligence and compliance and are subject to lapses in judgment and breakdowns resulting from human failures. As a result, 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 Company 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~~March 31, ~~2015,~~2016, 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 Bay

Refer to Note 12 of our notes to consolidated financial statements for a discussion of the litigation associated with our Voisey’s Bay royalty.

ITEM 1A. RISK FACTORS

Information regarding 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 1A of our Fiscal 2015 ~~10-K. Other than as set forth below, there have been no material changes from those risk factors set forth~~10-K and in ~~our Fiscal 2015 10-K.~~

~~Many~~Part II, Item 1A of our ~~royalty and stream interests are important to us and any adverse development related to these properties could adversely affect our revenues and future prospects.~~

Our investments in the Mount Milligan, Andacollo, Voisey’s Bay and Peñasquito properties, among others, were significant to us in fiscal year 2015, as our interests in these properties generated approximately $179.1 million in revenue in fiscal year 2015, which was nearly 65% of our revenueQuarterly Report on Form 10-Q for the ~~period. We expect these properties, our new gold and silver stream at Pueblo Viejo, and others to be important to us in fiscal year~~quarter ended December 31, 2015, filed on February 4, 2016, and beyond. Any adverse development affecting the operation of or production from any of these properties would have a material adverse effect on our business, results of operations, cash flows, financial condition and future prospects. Any adverse decision madeas amended by the operators, such as changes to mine plans, production schedules, metallurgical processes or royalty calculation methodologies, may materially and adversely impact the timing and amount of revenue that we receive. In addition, any decision by an operator to impair assets of a projectForm 10-Q/A Amendment No. 1 filed on which we have a royalty or stream interest, such as Rubicon’s November 2015 announcement of the impairment of its Phoenix Gold Project and Barrick’s January 2016 announcement of anticipated impairments at Pascua-Lama and Pueblo Viejo, could lead us to re-evaluate the carrying value of our royalty and stream interests.

Thompson Creek announced in November 2015 that it engaged Moelis & Company and BMO Capital Markets to assist its board in evaluating strategic and financial alternatives, including debt financing and restructuring, new capital transactions and asset sales. Thompson Creek’s market capitalization has declined by over 90% from mid-2014. If Thompson Creek were to experience liquidity issues that impacted the operation of the Mount Milligan mine, or were to seek bankruptcy protection, we may not realize the future benefits from our stream interest on the Mount Milligan mine and our results could be materially and adversely affected.

Problems concerning the existence, validity, enforceability, terms or geographic extent of our royalty and stream interests could adversely affect our business and revenues, and our interests may similarly be materially and adversely impacted by change of control, bankruptcy or the insolvency of operators.

Defects in or disputes relating to the royalty and stream interests we hold or acquire may prevent us from realizing the anticipated benefits from our royalty and stream interests, and could have a material adverse effect on our business, results of operations, cash flows and financial condition. It is also possible thatFebruary 5, 2016.

material changes could occur that may adversely affect management’s estimate of the carrying value of our royalty and stream interests and could result in impairment charges. While we seek to confirm the existence, validity, enforceability, terms and geographic extent of the royalty and stream interests we acquire, there can be no assurance that disputes or other problems concerning these and other matters will not arise. Confirming these matters, as well as the title to mining property on which we hold or seek to acquire a royalty or stream interest, is a complex matter, and is subject to the application of the laws of each jurisdiction to the particular circumstances of each parcel of mining property and to the documents reflecting the royalty or stream interest. Similarly, royalty and stream interests in many jurisdictions are contractual in nature, rather than interests in land, and therefore may be subject to change of control, bankruptcy or the insolvency of operators, and our royalty or stream interests could be materially impaired or set aside through judicial or administrative proceedings. We often do not have the protection of security interests over property that we could liquidate to recover all or part of our investment in a royalty or stream interest. Even if we retain our royalty and stream interests in a mining project after any change of control, bankruptcy or insolvency of the operator, the project may end up under the control of a new operator, who may or may not operate the project in a similar manner to the current operator, which may negatively impact us.

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

Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURE

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

ITEM 6. EXHIBITS

The exhibits to this Quarterly Report on Form 10-Q are listed in the Exhibit Index.

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 4,~~April 28, 2016	By:	/s/ Tony Jensen
		Tony Jensen
		President and Chief Executive Officer
		(Principal Executive Officer)

Date: ~~February 4,~~April 28, 2016	By:	/s/ Stefan Wenger
		Stefan Wenger
		Chief Financial Officer and Treasurer
		(Principal Financial and Accounting Officer)

ROYAL GOLD, INC.

EXHIBIT INDEX

Exhibit Number		Description

10.1		~~Royal Gold, Inc. 2015 Omnibus Long-Term Incentive Plan~~Amendment No. 2 to Sixth Amended and Restated Revolving Credit Agreement, dated March 16, 2016 (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K on ~~November 16, 2015~~March 21, 2016 and incorporated herein by reference).

10.2*		Form of Amendment to Equity Award Agreements under Royal Gold’s 2004 Omnibus Long-Term Incentive Plan

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*		XBRL Instance Document.
101.SCH*		XBRL Taxonomy Extension Schema Document.
101.CAL*		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.

*		Filed herewith.
‡		Furnished herewith.

4542

Delaware		84-0835164
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation)		Identification No.)

1660 Wynkoop Street, Suite 1000
Denver, Colorado		80202
(Address of Principal Executive Offices)		(Zip Code)

Large accelerated filer x		Accelerated filer o
Non-accelerated filer o		Smaller reporting company o
(Do not check if a smaller reporting company)		~~Smaller reporting company~~ o

~~INDEX~~

		PAGE
PART I	FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)

	Consolidated Balance Sheets	3
	Consolidated Statements of Operations and Comprehensive (Loss) Income	4
	Consolidated Statements of Cash Flows	5
	Notes to Consolidated Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2221

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	4039

Item 4.	Controls and Procedures	4140

PART II	OTHER INFORMATION	42

Item 1.	Legal Proceedings	4240

Item 1A.	Risk Factors	4240

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4341

Item 3.	Defaults Upon Senior Securities	4341

Item 4.	Mine Safety Disclosure	4341

Item 5.	Other Information	4341

Item 6.	Exhibits	4341

SIGNATURES		4441

	As of December 31, 2015
	Royalty interest		Stream interest		Total royalty and stream interests, net
Canada	$	240,500	$	903,519	$	1,144,019
Chile	453,629		381,668		$	835,297
Dominican Republic	—		604,789		$	604,789
Mexico	124,192		—		$	124,192
United States	106,893		—		$	106,893
Australia	46,667		—		$	46,667
Africa	12,727		71,598		$	84,325
Other	38,273		11,966		$	50,239
Total	$	1,022,881	$	1,973,540	$	2,996,421

	Calendar 2015 Operator’s Production Estimate(1),(2)			Calendar 2015 Operator’s Production Actual(3),(4)
	Gold	Silver	Base Metals	Gold	Silver	Base Metals
Royalty/Stream	(oz.)	(oz.)	(lbs.)	(oz.)	(oz.)	(lbs.)
Andacollo(5)	52,200	—	—	47,600	—	—
Cortez GSR1	104,100	—	—	113,700	—	—
Cortez GSR2	27,900	—	—	35,000	—	—
Cortez GSR3	132,000	—	—	148,700	—	—
Cortez NVR1	97,200	—	—	110,100	—	—
Holt	64,000	—	—	63,000	—	—
Mount Milligan(6)	200,000-220,000	—	—	218,100	—	—
Penasquito(7),(8)	700,000-750,000	24-26 million	—	690,400	19.5 million	—
Lead(7),(8)			175-185 million			133.4 million
Zinc(7),(8)			400-415 million			299.5 million
Pueblo Viejo(9)	625,000-675,000			572,000	—	—
Wassa/Bogoso/Prestea(10)	205,000-215,000			222,400