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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the Quarterly Period Ended March 31, 2021June 30, 2022

or

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

For the transition period from        to        

Commission File Number: 001-13357

Royal Gold, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

    

84-0835164

(State or Other Jurisdiction of

(I.R.S. Employer

Incorporation)

Identification No.)

1144 15th Street, Suite 2500

Denver, Colorado

80202

(Address of Principal Executive Offices)

(Zip Code)

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

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

Title of Each Class

    

Trading Symbol

    

Name of the Exchange on which Registered

Common Stock, $0.01 par value

RGLD

Nasdaq Global Select Market

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes     No 

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

Large accelerated filer 

Accelerated filer 

Non-accelerated filer  

Smaller reporting company 

Emerging growth company 

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

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

There were 65,606,49665,639,660 shares of the Company’sRoyal Gold common stock par value $0.01 per share, outstanding as of April 29, 2021.July 28, 2022.

Table of Contents

In this Quarterly Report on Form 10-Q, Royal Gold, Inc., together with its subsidiaries, is collectively referred to as “Royal Gold,” “we,” “us,” or “our.”

INDEX

    

    

PAGE

PART I

FINANCIAL INFORMATION

Item 1.

Financial Statements (Unaudited)

Consolidated Balance Sheets

3

Consolidated Statements of Operations and Comprehensive Income

4

Consolidated Statements of Changes in Stockholders’ Equity

5

Consolidated Statements of Cash Flows

6

Notes to Consolidated Financial Statements

7

Item 2.

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

1918

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

3229

Item 4.

Controls and Procedures

3229

PART II

OTHER INFORMATION

Item 1.

Legal Proceedings

3229

Item 1A.

Risk Factors

3329

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

3330

Item 3.

Defaults Upon Senior Securities

3330

Item 4.

Mine Safety Disclosures

3330

Item 5.

Other Information

3330

Item 6.

Exhibits

3431

SIGNATURES

3532

2

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ITEM 1.     FINANCIAL STATEMENTS

ROYAL GOLD, INC.

Consolidated Balance Sheets

(Unaudited, amounts in thousands except share data)

    

March 31, 

    

June 30, 

    

June 30, 

    

December 31,

    

2021

2020

    

2022

    

2021

ASSETS

Cash and equivalents

$

370,260

$

319,128

$

280,617

$

143,551

Royalty receivables

45,427

27,689

36,868

54,088

Income tax receivable

14,669

2,435

7,712

4,915

Stream inventory

14,491

11,671

13,172

11,607

Prepaid expenses and other

1,475

1,227

1,971

1,835

Total current assets

446,322

362,150

340,340

215,996

Stream and royalty interests, net (Note 3)

2,224,435

2,318,913

2,389,864

2,443,752

Other assets

82,769

85,224

122,842

97,284

Total assets

$

2,753,526

$

2,766,287

$

2,853,046

$

2,757,032

LIABILITIES

Accounts payable

$

4,380

$

2,484

$

7,067

$

6,475

Dividends payable

19,680

18,364

22,984

22,966

Income tax payable

25,660

13,323

24,047

19,070

Other current liabilities

12,971

9,384

9,915

12,917

Total current liabilities

62,691

43,555

64,013

61,428

Debt (Note 5)

146,270

300,439

Deferred tax liabilities

84,079

86,439

86,206

87,705

Uncertain tax positions

12,957

25,427

Other liabilities

7,404

8,308

6,169

6,688

Total liabilities

313,401

464,168

156,388

155,821

Commitments and contingencies (Note 13)

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, 200,000,000 shares authorized; and 65,550,445 and 65,531,288 shares outstanding, respectively

656

655

Common stock, $.01 par value, 200,000,000 shares authorized; and 65,569,687 and 65,564,364 shares outstanding, respectively

656

656

Additional paid-in capital

2,202,410

2,210,429

2,210,809

2,206,159

Accumulated earnings

224,254

61,133

472,764

381,929

Total Royal Gold stockholders’ equity

2,427,320

2,272,217

2,684,229

2,588,744

Non-controlling interests

12,805

29,902

12,429

12,467

Total equity

2,440,125

2,302,119

2,696,658

2,601,211

Total liabilities and equity

$

2,753,526

$

2,766,287

$

2,853,046

$

2,757,032

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

3

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ROYAL GOLD, INC.

Consolidated Statements of Operations and Comprehensive Income

(Unaudited, amounts in thousands except share data)

Three Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

June 30, 

June 30, 

June 30, 

June 30, 

    

2021

    

2020

    

2021

    

2020

    

2022

    

2021

    

2022

    

2021

Revenue (Note 7)

$

142,589

$

136,437

$

447,829

$

378,853

Revenue (Note 6)

$

146,441

$

168,027

$

308,796

$

310,616

Costs and expenses

Cost of sales (excludes depreciation, depletion and amortization)

21,469

21,961

68,230

63,149

23,810

24,668

46,450

46,137

General and administrative

6,932

9,551

21,175

23,658

9,312

7,212

18,243

14,143

Production taxes

1,835

851

4,591

2,934

1,425

2,152

3,646

3,987

Exploration costs

565

563

4,705

Depreciation, depletion and amortization

41,296

51,228

135,541

130,038

43,989

48,028

91,976

89,324

Total costs and expenses

71,532

84,156

230,100

224,484

78,536

82,060

160,315

153,591

Gain on sale of Peak Gold JV interest

33,906

Operating income

71,057

52,281

251,635

154,369

67,905

85,967

148,481

157,025

Fair value changes in equity securities

1,902

(3,819)

4,060

(4,972)

(2,191)

1,957

(1,577)

3,859

Interest and other income

733

620

1,767

1,621

1,118

676

2,093

1,409

Interest and other expense

(1,820)

(2,088)

(5,274)

(7,139)

(1,398)

(1,145)

(2,296)

(2,965)

Income before income taxes

71,872

46,994

252,188

143,879

65,434

87,455

146,701

159,328

Income tax (expense) benefit

(17,679)

(8,702)

(31,332)

3,700

Income tax benefit (expense)

5,911

(5,536)

(9,393)

(23,214)

Net income and comprehensive income

54,193

38,292

220,856

147,579

71,345

81,919

137,308

136,114

Net (income) loss and comprehensive (income) loss attributable to non-controlling interests

(167)

262

(1)

2,750

Net income and comprehensive income attributable to non-controlling interests

(205)

(242)

(492)

(409)

Net income and comprehensive income attributable to Royal Gold common stockholders

$

54,026

$

38,554

$

220,855

$

150,329

$

71,140

$

81,677

$

136,816

$

135,705

Net income per share attributable to Royal Gold common stockholders:

Basic earnings per share

$

0.82

$

0.59

$

3.36

$

2.30

$

1.08

$

1.24

$

2.08

$

2.07

Basic weighted average shares outstanding

65,550,400

65,511,878

65,544,978

65,501,678

65,569,190

65,550,682

65,567,621

65,550,542

Diluted earnings per share

$

0.82

$

0.59

$

3.36

$

2.29

$

1.08

$

1.24

$

2.08

$

2.07

Diluted weighted average shares outstanding

65,621,603

65,600,770

65,624,472

65,626,400

65,678,320

65,636,964

65,661,653

65,629,284

Cash dividends declared per common share

$

0.300

$

0.280

$

0.880

$

0.825

$

0.35

$

0.30

$

0.70

$

0.60

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

4

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ROYAL GOLD, INC.

Consolidated Statements of Changes in Stockholders’ Equity

Three months ended March 31,June 30, 2022, and 2021 and 2020

(unaudited, amounts in thousands except share data)

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings (Losses)

Interests

Equity

Balance at December 31, 2020

 

65,548,415

$

656

 

$

2,201,076

$

189,910

$

13,037

$

2,404,679

Stock-based compensation and related share issuances

 

2,030

 

 

 

1,334

 

 

 

1,334

Distributions to non-controlling interests

 

 

 

 

 

(399)

 

(399)

Net income and comprehensive income

 

 

 

 

 

54,026

 

167

 

54,193

Dividends declared

 

 

 

 

 

(19,682)

 

 

(19,682)

Balance at March 31, 2021

 

65,550,445

$

656

 

$

2,202,410

$

224,254

$

12,805

$

2,440,125

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings (Losses)

Interests

Equity

Balance at December, 2019

 

65,496,004

$

655

 

$

2,205,364

$

10,290

$

30,905

$

2,247,214

Stock-based compensation and related share issuances

 

16,244

 

 

 

3,134

 

 

 

3,134

Distributions from (to) non-controlling interests

 

 

 

600

 

 

(344)

 

256

Net income (loss) and comprehensive income (loss)

 

 

 

 

 

38,554

 

(262)

 

38,292

Dividends declared

 

 

 

 

 

(18,361)

 

 

(18,361)

Balance at March 31, 2020

 

65,512,248

$

655

 

$

2,209,098

$

30,483

$

30,299

$

2,270,535

ROYAL GOLD, INC.

Consolidated Statements of Changes in Stockholders’ Equity

Nine months ended March 31, 2021 and 2020

(unaudited, amounts in thousands except share data)

Royal Gold Stockholders

Royal Gold Stockholders

Additional

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings (Losses)

Interests

Equity

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at June 30, 2020

 

65,531,288

$

655

 

$

2,210,429

$

61,133

$

29,902

$

2,302,119

Balance at March 31, 2022

 

65,568,799

$

656

 

$

2,208,425

$

424,608

$

12,425

$

2,646,114

Stock-based compensation and related share issuances

 

19,157

 

1

 

 

2,810

 

 

 

2,811

 

888

 

 

 

2,384

 

 

 

2,384

Sale of Peak Gold JV interest

(10,829)

(16,218)

(27,047)

Distributions to non-controlling interests

 

 

 

 

 

(880)

 

(880)

 

 

 

 

 

(201)

 

(201)

Net income and comprehensive income

 

 

 

 

 

220,855

 

1

 

220,856

 

 

 

 

71,140

 

205

 

71,345

Dividends declared

 

 

 

 

 

(57,734)

 

 

(57,734)

 

 

 

 

 

(22,984)

 

 

(22,984)

Balance at March 31, 2021

 

65,550,445

$

656

 

$

2,202,410

$

224,254

$

12,805

$

2,440,125

Balance at June 30, 2022

 

65,569,687

$

656

 

$

2,210,809

$

472,764

$

12,429

$

2,696,658

Royal Gold Stockholders

Royal Gold Stockholders

Additional

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

(Losses) Earnings

Interests

Equity

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at June 30, 2019

 

65,440,492

$

655

 

$

2,201,773

$

(65,747)

$

33,772

$

2,170,453

Balance at March 31, 2021

 

65,550,445

$

656

 

$

2,202,410

$

224,254

$

12,805

$

2,440,125

Stock-based compensation and related share issuances

 

71,756

 

 

 

4,025

 

 

 

4,025

 

616

 

 

 

1,453

 

 

 

1,453

Distributions from (to) non-controlling interests

 

 

 

3,300

 

 

(723)

 

2,577

Net income (loss) and comprehensive income (loss)

 

 

 

 

 

150,329

 

(2,750)

 

147,579

Distributions to non-controlling interests

 

 

 

 

 

(400)

 

(400)

Net income and comprehensive income

 

 

 

 

 

81,677

 

242

 

81,919

Dividends declared

 

 

 

 

 

(54,099)

 

 

(54,099)

 

 

 

 

 

(19,682)

 

 

(19,682)

Balance at March 31, 2020

 

65,512,248

$

655

 

$

2,209,098

$

30,483

$

30,299

$

2,270,535

Balance at June 30, 2021

 

65,551,061

$

656

 

$

2,203,863

$

286,249

$

12,647

$

2,503,415

ROYAL GOLD, INC.

Consolidated Statements of Changes in Stockholders’ Equity

Six Months ended June 30, 2022, and 2021

(unaudited, amounts in thousands except share data)

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at December 31, 2021

 

65,564,364

$

656

 

$

2,206,159

$

381,929

$

12,467

$

2,601,211

Stock-based compensation and related share issuances

 

5,323

 

 

 

4,650

 

 

 

4,650

Distributions to non-controlling interests

 

 

 

 

 

(530)

 

(530)

Net income and comprehensive income

 

 

 

 

 

136,816

 

492

 

137,308

Dividends declared

 

 

 

 

 

(45,981)

 

 

(45,981)

Balance at June 30, 2022

 

65,569,687

$

656

 

$

2,210,809

$

472,764

$

12,429

$

2,696,658

Royal Gold Stockholders

Additional

Common Shares

Paid-In

Accumulated

Non-controlling

Total

Shares

Amount

Capital

Earnings

Interests

Equity

Balance at December 31, 2020

 

65,548,415

$

656

 

$

2,201,076

$

189,910

$

13,037

$

2,404,679

Stock-based compensation and related share issuances

 

2,646

 

 

 

2,787

 

 

 

2,787

Distributions to non-controlling interests

 

 

 

 

 

(799)

 

(799)

Net income and comprehensive income

 

 

 

 

 

135,705

 

409

 

136,114

Dividends declared

 

 

 

 

 

(39,366)

 

 

(39,366)

Balance at June 30, 2021

 

65,551,061

$

656

 

$

2,203,863

$

286,249

$

12,647

$

2,503,415

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

5

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ROYAL GOLD, INC.

Consolidated Statements of Cash Flows

(Unaudited, amounts in thousands)

Nine Months Ended

March 31, 

March 31, 

    

2021

    

2020

Cash flows from operating activities:

Net income and comprehensive income

$

220,856

$

147,579

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

Depreciation, depletion and amortization

135,541

130,038

Gain on sale of Peak Gold JV interest

(33,906)

Non-cash employee stock compensation expense

4,236

8,283

Fair value changes in equity securities

(4,060)

4,972

Deferred tax benefit

(9,050)

(37,117)

Other

684

703

Changes in assets and liabilities:

Royalty receivables

(17,738)

(11,589)

Stream inventory

(2,820)

(567)

Income tax receivable

(12,235)

(8,658)

Prepaid expenses and other assets

998

(5,771)

Accounts payable

1,244

(1,295)

Income tax payable

12,337

14,054

Uncertain tax positions

(12,470)

(132)

Other liabilities

2,681

8,695

Net cash provided by operating activities

$

286,298

$

249,195

Cash flows from investing activities:

Acquisition of stream and royalty interests

(82,488)

(107,855)

Proceeds from sale of Peak Gold JV interest

49,154

Proceeds from sale of Contango shares

12,146

Other

(451)

2,766

Net cash used in investing activities

$

(21,639)

$

(105,089)

Cash flows from financing activities:

Repayment of debt

(155,000)

(115,000)

Net payments from issuance of common stock

(1,425)

(4,257)

Common stock dividends

(56,417)

(53,111)

Other

(685)

2,502

Net cash used in financing activities

$

(213,527)

$

(169,866)

Net increase (decrease) in cash and equivalents

51,132

(25,760)

Cash and equivalents at beginning of period

319,128

119,475

Cash and equivalents at end of period

$

370,260

$

93,715

Six Months Ended

June 30, 

June 30,

    

2022

    

2021

Cash flows from operating activities:

Net income and comprehensive income

$

137,308

$

136,114

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

Depreciation, depletion and amortization

91,976

89,324

Non-cash employee stock compensation expense

4,542

2,837

Fair value changes in equity securities

1,577

(3,859)

Deferred tax (benefit) expense

(28,114)

8,861

Other

491

572

Changes in assets and liabilities:

Royalty receivables

17,220

(2,925)

Stream inventory

(1,564)

(3,785)

Income tax receivable

(2,797)

4,419

Prepaid expenses and other assets

(1,359)

(582)

Accounts payable

592

3,786

Income tax payable

4,976

(8,839)

Uncertain tax positions

(12,358)

Other liabilities

(3,519)

(479)

Net cash provided by operating activities

$

221,329

$

213,086

Cash flows from investing activities:

Acquisition of stream and royalty interests

(37,841)

(119,315)

Khoemacau subordinated debt facility

(18,000)

Proceeds from sale of equity securities

8,651

Other

(36)

(177)

Net cash used in investing activities

$

(37,877)

$

(128,841)

Cash flows from financing activities:

Repayment of debt

(200,000)

Net payments from issuance of common stock

108

(50)

Common stock dividends

(45,953)

(39,364)

Other

(541)

(774)

Net cash used in financing activities

$

(46,386)

$

(240,188)

Net increase (decrease) in cash and equivalents

137,066

(155,943)

Cash and equivalents at beginning of period

143,551

381,859

Cash and equivalents at end of period

$

280,617

$

225,916

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

6

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

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

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

Summary of Significant Accounting Policies

The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair presentation of our interim financial statements have been included in this Form 10-Q. Operating results for the three and ninesix months ended March 31, 2021June 30, 2022 are not necessarily indicative of the results that may be expected for the fiscalcalendar year ending June 30, 2021.December 31, 2022. These interim unaudited consolidated financial statements should be read in conjunction with our AnnualTransition Report on Form 10-K for the fiscal yearsix months ended June 30, 2020December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on August 6, 2020February 17, 2022 (“Fiscal 2020 10-K”Transition Report”).

Recently AdoptedRecent Accounting Standards

Current Expected Credit Loss

In June 2016,We have evaluated all the recently issued, but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Board issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurementor other standards-setting bodies through the filing date of Credit Losses of Financial Instruments, which, together with subsequent amendments, changes how an entity records credit losses from an “incurred loss” approach to an “expected loss” approach. This update was effective for annual periods beginning after December 15, 2019these unaudited consolidated financial statements and interim financial statement periods within those years, with early adoption permitted. On July 1, 2020, we adopteddo not believe the new guidance and, based on our assessment, thefuture adoption of the new guidance did notany such standards will have anya material impact on our consolidated financial statements.

2.    SALE OF PEAK GOLD JV INTERESTACQUISITIONS

Lawyers Royalty Acquisition

On September 30, 2020,March 24, 2022, we entered intoacquired a 0.5% net smelter returns royalty (“NSR”) on production from the Lawyers Project, currently operated by Benchmark Metals Inc., which is located in British Columbia, Canada. As part of this transaction, we also acquired a right of first offer (“ROFO”) for an agreement with an affiliate of Kinrossexisting 2.0% NSR royalty over the Ranch Project owned by Thesis Gold, CorporationInc. that is located adjacent to sell our 40% membership interestthe Lawyers Project.  We paid $8.0 million in the Manh Choh Project (formerly known as the Peak Gold Project) for cash consideration of $49.2for the royalty and ROFO to Guardsmen Resources Inc. The Lawyers Project acquisition has been accounted for as an asset acquisition. The $8.0 million and to sell our 809,744 common shares in Contango Ore, Inc. (“Contango”), our partner in Peak Gold, LLC, the owner of the Manh Choh Project, for cash consideration, of $12.1 million.plus direct acquisition costs, have been recorded as an exploration stage royalty interest (Note 3) within Stream and royalty interests, net on our consolidated balance sheets.

In addition to the total cash consideration of $61.3 million, we received the following royalty interests:Khoemacau Silver Stream

An incremental 28% net smelter return royalty on silver produced from an area of interest which includes the current Manh Choh Project resource area. Peak Gold, LLC retains the right to acquire 50% of this royalty for consideration of $4.0 million; and
An incremental 1% net smelter return royalty on certain State of Alaska mining claims acquired by a wholly owned subsidiary of Contango in the transaction, increasing our royalty on this area from 2% to 3%.

On February 23, 2022, we made an advance payment of $10.0 million toward the option stream which increased our right to receive payable silver produced from Khoemaca

The royalties areu from 90% to 93%, and on March 14, 2022, we made our final advance payment of $16.5 million toward the option stream which increased our right to receive payable silver produced from 93% to 100%. Cumulative advance payments of $265 million, plus direct acquisition costs, have been recorded as explorationa production stage royalty interests instream interest within Stream and royalty interests, net inon our consolidated balance sheet assheets.

As of March 31, 2021June 30, 2022, $25.0 million of the subordinated debt facility, and were assigned a combined value$3.5 million of approximately $4.4 millionaccrued interest remains outstanding on the date of the transaction.We recorded Khoemaca gain of $33.9 million on the sale of our 40% membership interestu subordinated debt facility, and these amounts are included in the Manh Choh Project during the three months ended September 30, 2020. The mark-to-market increase of $3.6 million on the sale ofOther assets in our 809,744

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

common shares in Contango is included in Fair value changes in equity securities consolidated balance sheets. Refer to our Transition Report for further details on our consolidated statements of operationsthe Khoemacau silver stream acquisition and comprehensive income and was recognized during the three months ended September 30, 2020.subordinated debt facility.

3.    STREAM AND ROYALTY INTERESTS, NET

The following tables summarize our stream and royalty interests, net as of March 31, 2021 and June 30, 2020.2022 and December 31, 2021.

As of March 31, 2021 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Net

As of June 30, 2022 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Net

Production stage stream interests:

Mount Milligan

$

790,635

$

(283,660)

$

506,975

$

790,635

$

(369,245)

$

421,390

Pueblo Viejo

610,404

(235,169)

375,235

610,404

(274,189)

336,215

Andacollo

388,182

(124,225)

263,957

388,182

(146,235)

241,947

Khoemacau

265,911

(8,055)

257,856

Rainy River

175,727

(38,368)

137,359

175,727

(56,351)

119,376

Wassa

146,475

(76,131)

70,344

146,475

(90,625)

55,850

Other

69,101

(8,371)

60,730

Total production stage stream interests

2,111,423

(757,553)

1,353,870

2,446,435

(953,071)

1,493,364

Production stage royalty interests:

Voisey's Bay

205,724

(107,225)

98,499

205,724

(116,383)

89,341

Red Chris

116,187

(1,797)

114,390

Peñasquito

99,172

(48,765)

50,407

99,172

(55,399)

43,773

Cortez

80,681

(17,584)

63,097

80,681

(28,232)

52,449

Other

442,891

(377,642)

65,249

447,251

(392,962)

54,289

Total production stage royalty interests

828,468

(551,216)

277,252

949,015

(594,773)

354,242

Total production stage stream and royalty interests

2,939,891

(1,308,769)

1,631,122

3,395,450

(1,547,844)

1,847,606

Development stage stream interests:

Khoemacau

212,877

212,877

Other

12,037

12,037

12,038

12,038

Development stage royalty interests:

Côté

45,421

45,421

Other

73,416

73,416

62,796

62,796

Total development stage stream and royalty interests

298,330

298,330

120,255

120,255

Exploration stage stream interests:

NX Gold

34,253

34,253

Exploration stage royalty interests:

Pascua-Lama

177,690

177,690

177,690

177,690

Red Chris

48,895

48,895

Côté

29,610

29,610

Other

117,293

117,293

131,555

131,555

Total exploration stage royalty interests

294,983

294,983

Total exploration stage stream and royalty interests

422,003

422,003

Total stream and royalty interests, net

$

3,533,204

$

(1,308,769)

$

2,224,435

$

3,937,708

$

(1,547,844)

$

2,389,864

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

As of June 30, 2020 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

    

Impairments

Net

As of December 31, 2021 (Amounts in thousands):

    

Cost

    

Accumulated Depletion

Net

Production stage stream interests:

Mount Milligan

$

790,635

$

(236,352)

$

$

554,283

$

790,635

$

(336,921)

$

453,714

Pueblo Viejo

610,404

(203,935)

406,469

610,405

(260,321)

350,084

Andacollo

388,182

(110,521)

277,661

388,182

(139,035)

249,147

Khoemacau

239,411

(3,402)

236,009

Rainy River

175,727

(27,278)

148,449

175,727

(50,115)

125,612

Wassa

146,475

(67,619)

78,856

146,475

(84,915)

61,560

Other

69,101

(4,193)

64,908

Total production stage stream interests

2,111,423

(645,705)

1,465,718

2,419,936

(878,902)

1,541,034

Production stage royalty interests:

Voisey's Bay

205,724

(101,381)

104,343

205,724

(113,602)

92,122

Red Chris

116,187

116,187

Peñasquito

99,172

(44,614)

54,558

99,172

(53,022)

46,150

Cortez

80,681

(15,065)

65,616

80,681

(23,225)

57,456

Other

521,837

(426,931)

(1,341)

93,565

447,799

(387,364)

60,435

Total production stage royalty interests

907,414

(587,991)

(1,341)

318,082

949,563

(577,213)

372,350

Total production stage stream and royalty interests

3,018,837

(1,233,696)

(1,341)

1,783,800

3,369,499

(1,456,115)

1,913,384

Development stage stream interests:

Khoemacau

136,608

136,608

Other

12,037

12,037

12,037

12,037

Development stage royalty interests:

Côté

45,421

45,421

Other

70,952

70,952

54,755

54,755

Total development stage royalty interests

70,952

70,952

Total development stage stream and royalty interests

219,597

219,597

112,213

112,213

Exploration stage stream interests:

NX Gold

30,974

30,974

Exploration stage royalty interests:

Pascua-Lama

177,690

177,690

177,690

177,690

Red Chris

48,895

48,895

Côté

29,610

29,610

Other

137,826

137,826

130,986

130,986

Total exploration stage royalty interests

315,516

315,516

Total exploration stage stream and royalty interests

418,155

418,155

Total stream and royalty interests, net

$

3,553,950

$

(1,233,696)

$

(1,341)

$

2,318,913

$

3,899,867

$

(1,456,115)

$

2,443,752

Separation of the Wassa and Prestea and Bogoso Stream Agreement

On October 1, 2020, we announced the separation4.  MARKETABLE EQUITY SECURITIES

As of the Wassa gold stream and the Prestea and Bogoso gold streams into two separate stream agreements effective SeptemberJune 30, 2020. This separation was completed2022, our marketable equity securities include warrants to facilitate the sale by Golden Star Resources Ltd. (“Golden Star”)purchase up to 19,640,000 common shares of the Prestea and Bogoso mines to Future Global Resources (“FGR”).TriStar Gold Inc. Our marketable equity securities are measured at fair value (Note 11) each reporting period with any changes in fair value recognized in net income.

The Wassa stream agreement, which remains with Golden Star, continues to provide usfair value of our marketable equity securities decreased $2.2 million and $1.6 million for the right to purchase 10.5%three and six months ended June 30, 2022, respectively, and increased $2.0 million and $3.9 million for the three and six months ended June 30, 2021, respectively. These changes are included in Fair value changes in equity securities on our consolidated statements of the gold payable from the Wassa mine until the deliveryoperations and comprehensive income. The carrying value of 240,000 ounces, after which the stream percentage will decrease to 5.5%. The cash purchase price for gold remains at 20%our marketable equity securities as of the spot price per ounce delivered until the delivery of 240,000 ounces,June 30, 2022 and 30% of the spot price per ounce delivered thereafter. As of MarchDecember 31, 2021, approximately 115,700 ounces remain to be delivered from the Wassa mine until the 240,000 ounce delivery thresholdwas $0.2 million and $1.7 million, respectively, and is reached.

The Prestea and Bogoso stream agreement with FGR provides us the right to purchase 5.5% of the gold payable from the Prestea and Bogoso minesincluded in return for a cash purchase price of 30% of the spot price per ounce delivered.

The material terms of both the Wassa stream agreement and the Prestea and Bogoso stream agreement, including security and the rights and obligations of both Royal Gold and Golden Star, remain substantially consistent with those terms in the original agreement. The Wassa stream is recorded as a production stage stream interest within Stream and royalty interests, netOther assets on our consolidated balance sheets and has a carrying value of $70.3 million as of March 31, 2021.sheets.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

COVID-19 Pandemic

Throughout calendar 2020 and into calendar 2021, several of our operating counterparties have instituted temporary operational curtailments due to the ongoing COVID-19 pandemic. In addition, the pandemic and resulting economic and societal impacts have made it difficult for operators to forecast expected production amounts and, at times, operators have had to withdraw or revise previously disclosed guidance. For the most part, our results of operations and financial condition have not been materially impacted by these measures to date. However, the effects of the pandemic will ultimately depend on many factors that are outside of our control, including the severity and duration of the pandemic, government and operator actions in response to the pandemic, and the development, availability, and public acceptance of effective treatments and vaccines. As a result, we are currently unable to predict the nature or extent of any future impact on our results of operations and financial condition. We continue to monitor the impact of developments associated with the pandemic on stream and royalty interests as part of our regular asset impairment analysis.

4.  MARKETABLE EQUITY SECURITIES

As of March 31, 2021, our marketable equity securities include 3,949,575 common shares of Battle North Gold Corporation (“Battle North Gold”), and warrants to purchase up to 19,640,000 common shares of TriStar Gold Inc. Our marketable equity securities are measured at fair value (Note 12) each reporting period with any changes in fair value recognized in net income.

On March 15, 2021, Evolution Mining Limited announced it had entered into a definitive arrangement with Battle North Gold to acquire all of the issued and outstanding shares of Battle North Gold at a price of $2.65 Canadian dollars per common share, payable in cash. The transaction remains subject to the affirmative vote of Battle North Gold’s shareholders, which is expected to be held in May 2021, and is expected to close during the quarter ending June 30, 2021.

As discussed in Note 2, on September 30, 2020, we sold 809,744 common shares of Contango for total consideration of $12.1 million and recorded a mark-to-market increase of $3.6 million on the sale, which is included in Fair value changes in equity securities in our consolidated statement of operations and comprehensive income for the nine months ended March 31, 2021.

The fair value of our marketable equity securities increased $1.9 million and $4.0 million for the three and nine months ended March 31, 2021, respectively, and are included in Fair value changes in equity securities on our consolidated statements of operations and comprehensive income. The carrying value of our marketable equity securities as of March 31, 2021 and June 30, 2020 was $9.8 million and $17.9 million, respectively, and is included in Other assets on our consolidated balance sheets.

5.    DEBT

Our debt as of March 31, 2021 and June 30, 2020 consists of the following:

As of March 31, 2021

As of June 30, 2020

   

Principal

   

Debt Issuance Costs

   

Total

   

Principal

   

Debt Issuance Costs

   

Total

(Amounts in thousands)

(Amounts in thousands)

Revolving credit facility

$

150,000

$

(3,730)

$

146,270

$

305,000

$

(4,561)

$

300,439

Total debt

$

150,000

$

(3,730)

$

146,270

$

305,000

$

(4,561)

$

300,439

Revolving credit facility

As of March 31, 2021,June 30, 2022, we had $150 million0 amounts outstanding and $850 million available under our revolving credit facility. The interest rate on borrowings under our revolving credit facility dated June 2, 2017, and as of March 31, 2021 was LIBOR plus 1.10% for an all-in rate of 1.34%.amended. Interest expense, which includes interest on outstanding borrowings and amortization of debt issuance costs, was $0.8$0.2 million and $3.0$0.5 million for the three and ninesix months ended March 31, 2021,June 30, 2022, respectively, and $1.2$0.3 million and $5.0$1.1 million for the three and ninesix months ended March 31, 2020,June 30, 2021, respectively. As discussed in Note 6 to the consolidated financial statements in our Fiscal 2020 10-K, we have financial covenants associated with our revolving credit facility. As of March 31, 2021, weWe were in compliance with each financial covenant.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

On April 1, 2021, we repaidcovenant (leverage ratio and interest coverage ratio) under the remaining outstanding borrowings ($150 million) under our revolving credit facility. This increased the amount available under our revolving credit facility to $1 billion and decreased the amount outstanding to 0.as of June 30, 2022.

Royal GoldWe may repay any borrowings under ourthe revolving credit facility at any time without premium or penalty. Our revolving credit facility matures on June 3, 2024.

6.    LEASES

Our significant lease arrangements relate to our office spaces. These arrangements are for leases of assets such as corporate office space and office equipment. We lease office space and office equipment under operating leases expiring at various dates through the fiscal year ending June 30, 2030. The following amounts were recorded in the consolidated balance sheets at March 31, 2021 (amounts in thousands):

Classification

March 31, 2021

Operating Leases

Right-of-use assets - current

    

Prepaid expenses and other

    

$

805

Right-of-use assets - non-current

Other assets

6,206

Total right-of-use assets

$

7,011

Lease liabilities - current

Other current liabilities

$

952

Lease liabilities - non-current

Other long-term liabilities

7,403

Total operating lease liabilities

$

8,355

Maturities of operating lease liabilities at March 31, 2021 were as follows (amounts in thousands):

Fiscal Years:

Operating Leases

2021

$

287

2022

1,143

2023

1,120

2024

1,120

2025

1,083

Thereafter

4,533

Total lease payments

$

9,286

Less imputed interest

(931)

Total

$

8,355

Other information pertaining to leases consists of the following:

March 31, 2021

Operating Lease Term and Discount Rate

Weighted average remaining lease term in years

8.5

Weighted average discount rate

2.5%

We did not have any finance leases as of March 31, 2021.

7.6.    REVENUE

Revenue Recognition

Under U.S. GAAP guidance, aA performance obligation is a promise in a contract to transfer control of a distinct good or service (or integrated package of goods and/or services) to a customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, a performance obligation is satisfied. In accordance with this guidance, revenue attributable to our stream interests and royalty interests is generally recognized at the point in

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

time that control of the related metal production transfers to our customers. The amount of revenue we recognize further reflects the consideration to which we are entitled under the respective stream or royalty agreement. A more detailed summary of our revenue recognition policies for our stream and royalty interests is discussed below.

Stream Interests

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

Royalty Interests

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

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Royalty Revenue Estimates

For a small number of our royalty interests, we may not receive, or be entitled to receive, payment information, including production information from the operator, for the period in which metal production occurred prior to issuance of our financial statements for that period. As a result, we may estimate revenue for these royalties based on available information, including public information, from the operator. If adequate information is not available from the operator or from other public sources before we issue our financial statements, we will recognize royalty revenue during the period in which the necessary payment information is received. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known. Please also refer to our “Use of Estimates” accounting policy discussed in our Fiscal 2020 10-K.Transition Report. For the three and nine months ended March 31, 2021,June 30, 2022, royalty revenue that was estimated or was attributable to metal production for a period prior to March 31, 2021,June 30, 2022, was not material.  

Disaggregation of Revenue

We have identified 2 material revenue sources in our business: stream interests and royalty interests. These identified revenue sources are consistent with our reportable segments as discussed in Note 11.10.

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

Three Months Ended

Six Months Ended

June 30, 

    

June 30, 

    

June 30, 

    

June 30, 

2022

2021

2022

2021

Stream revenue:

    Gold

$

75,325

$

91,187

$

152,827

$

156,698

    Silver

12,892

8,449

24,331

21,255

    Copper

16,662

14,785

32,972

31,814

         Total stream revenue

$

104,879

$

114,421

$

210,130

$

209,767

Royalty revenue:

    Gold

$

28,974

$

37,164

$

66,890

$

68,409

    Silver

3,512

4,356

7,829

8,564

    Copper

3,281

3,977

9,986

7,993

    Other

5,795

8,109

13,961

15,883

         Total royalty revenue

$

41,562

$

53,606

$

98,666

$

100,849

Total revenue

$

146,441

$

168,027

$

308,796

$

310,616

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

Three Months Ended

Six Months Ended

June 30, 

    

June 30, 

    

June 30,

    

June 30,

Metal(s)

2022

2021

2022

2021

Stream revenue:

    Mount Milligan

Gold & Copper

$

45,627

$

43,802

$

88,043

$

77,606

    Pueblo Viejo

Gold & Silver

19,812

26,585

43,076

56,759

    Andacollo

Gold

11,721

27,868

27,395

40,889

    Wassa

Gold

8,248

7,129

15,451

15,902

    Khoemacau

Silver

5,203

7,591

    Other

Gold & Silver

14,268

9,037

28,574

18,611

         Total stream revenue

$

104,879

$

114,421

$

210,130

$

209,767

Royalty revenue:

    Peñasquito

Gold, Silver, Lead & Zinc

$

9,664

$

13,399

$

22,758

$

26,527

    Cortez

Gold

8,138

13,739

24,852

22,348

    Other

Various

23,760

26,468

51,056

51,974

         Total royalty revenue

$

41,562

$

53,606

$

98,666

$

100,849

Total revenue

$

146,441

$

168,027

$

308,796

$

310,616

Please refer to Note 10 for the geographical distribution of our revenue by reportable segment.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

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

Three Months Ended

Nine Months Ended

March 31, 

    

March 31, 

    

March 31, 

    

March 31, 

2021

2020

2021

2020

Stream revenue:

    Gold

$

65,511

$

78,503

$

232,793

$

219,838

    Silver

12,805

8,284

34,832

25,648

    Copper

17,030

10,673

41,943

28,579

         Total stream revenue

$

95,346

$

97,460

$

309,568

$

274,065

Royalty revenue:

    Gold

$

31,245

$

28,792

$

94,620

$

72,617

    Silver

4,208

2,666

��

11,842

7,860

    Copper

4,015

3,340

12,471

10,427

    Other

7,775

4,179

19,328

13,884

         Total royalty revenue

$

47,243

$

38,977

$

138,261

$

104,788

Total revenue

$

142,589

$

136,437

$

447,829

$

378,853

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

Three Months Ended

Nine Months Ended

March 31, 

    

March 31, 

    

March 31, 

    

March 31, 

Metal(s)

2021

2020

2021

2020

Stream revenue:

    Mount Milligan

Gold & Copper

$

33,803

$

32,298

$

113,135

$

93,423

    Pueblo Viejo

Gold & Silver

30,173

28,302

88,998

73,534

    Andacollo

Gold

13,022

22,055

54,297

63,324

    Wassa

Gold

8,774

8,647

24,644

18,760

    Other

Gold & Silver

9,574

6,158

28,494

25,024

         Total stream revenue

$

95,346

$

97,460

$

309,568

$

274,065

Royalty revenue:

    Peñasquito

Gold, Silver, Lead & Zinc

$

13,128

$

7,425

$

36,289

$

19,422

    Cortez

Gold

8,609

6,400

22,421

14,109

    Other

Various

25,506

25,152

79,551

71,257

         Total royalty revenue

$

47,243

$

38,977

$

138,261

$

104,788

Total revenue

$

142,589

$

136,437

$

447,829

$

378,853

Please refer to Note 11 for the geographical distribution of our revenue by reportable segment.

8.7.    STOCK-BASED COMPENSATION

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

Three Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

June 30, 

June 30, 

June 30, 

June 30, 

    

2021

    

2020

    

2021

    

2020

    

2022

    

2021

    

2022

    

2021

(Amounts in thousands)

(Amounts in thousands)

Stock options

$

17

$

94

$

50

$

151

Stock appreciation rights

430

1,365

1,231

2,237

Restricted stock

533

2,659

2,118

4,599

$

1,201

$

550

$

2,356

$

1,082

Performance stock

364

526

837

1,296

847

479

1,478

844

Stock appreciation rights

360

446

692

876

Stock options

10

18

16

35

Total stock-based compensation expense

$

1,344

$

4,644

$

4,236

$

8,283

$

2,418

$

1,493

$

4,542

$

2,837

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

13

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

There were 0 awards granted during the three months ended June 30, 2022 and 2021. During the three and ninesix months ended March 31,June 30, 2022 and 2021, and 2020, we granted the following stock-based compensation awards:

Three Months Ended

Nine Months Ended

Six Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

June 30, 

June 30, 

    

2021

    

2020

    

2021

    

2020

    

2022

    

2021

(Number of shares)

(Number of shares)

(Number of shares)

Stock options

2,860

1,604

Stock appreciation rights

6,890

64,100

53,616

Performance stock (at maximum 200% attainment)

39,380

Restricted stock

2,050

26,104

26,026

28,220

Performance stock (at maximum 200% attainment)

4,280

35,380

32,840

Total equity awards granted

13,220

128,444

114,086

67,600

As of March 31, 2021,June 30, 2022, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards were as follows:

    

Unrecognized

    

Weighted-

    

Unrecognized

    

Weighted-

compensation

average vesting

compensation

average vesting

expense

    

period (years)

expense

    

period (years)

Stock options

$

108

2.1

Stock appreciation rights

2,790

2.0

Restricted stock

4,551

3.3

$

8,347

2.4

Performance stock

2,050

1.7

6,039

2.2

Stock appreciation rights

964

1.1

Stock options

33

1.1

9.8.    EARNINGS PER SHARE (“EPS”)

Basic EPS werewas 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 EPS pursuant to the two-class method. Our unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. Our unexercised stock option awards, unexercised stock-settled stock appreciation rights and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings used to determine basic EPS 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 EPS.

The following tables summarize the effects of dilutive securities on diluted EPS for the period (amounts in thousands, except share data):

Three Months Ended

Nine Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

    

2021

    

2020

    

2021

    

2020

Net income attributable to Royal Gold common stockholders

$

54,026

$

38,554

$

220,855

$

150,329

Weighted-average shares for basic EPS

65,550,400

65,511,878

65,544,978

65,501,678

Effect of other dilutive securities

71,203

88,892

79,494

124,722

Weighted-average shares for diluted EPS

65,621,603

65,600,770

65,624,472

65,626,400

Basic EPS

$

0.82

$

0.59

$

3.36

$

2.30

Diluted EPS

$

0.82

$

0.59

$

3.36

$

2.29

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

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

Three Months Ended

Six Months Ended

June 30, 

June 30,

June 30, 

June 30, 

    

2022

    

2021

    

2022

    

2021

Net income attributable to Royal Gold common stockholders

$

71,140

$

81,677

$

136,816

$

135,705

Weighted-average shares for basic EPS

65,569,190

65,550,682

65,567,621

65,550,542

Effect of other dilutive securities

109,130

86,282

94,032

78,742

Weighted-average shares for diluted EPS

65,678,320

65,636,964

65,661,653

65,629,284

Basic EPS

$

1.08

$

1.24

$

2.08

$

2.07

Diluted EPS

$

1.08

$

1.24

$

2.08

$

2.07

10.9.    INCOME TAXES

Three Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

June 30, 

June 30,

June 30, 

June 30, 

    

2021

    

2020

    

2021

    

2020

    

2022

    

2021

    

2022

    

2021

(Amounts in thousands, except rate)

(Amounts in thousands, except rate)

Income tax expense (benefit)

$

17,679

$

8,702

$

31,332

$

(3,700)

Income tax benefit (expense)

$

5,911

$

(5,536)

$

(9,393)

$

(23,214)

Effective tax rate

24.6%

18.5%

12.4%

(2.6)%

9.0%

(6.3%)

(6.4%)

(14.6%)

The effective tax rate for the three and six months ended March 31, 2021,June 30, 2022, included ana discrete income tax expensebenefit of $18.8 million attributable to an increase inthe release of a valuation allowance on certain deferred tax assets. The effective tax rate for the three and six months ended March 31, 2020, included income tax benefits resulting from foreign exchange rate movements compared to the U.S. dollar.

The effective tax rate for the nine months ended March 31,June 30, 2021, included a discrete tax benefits ($21.8 million) primarilybenefit of $11.5 million attributable to the settlement of an uncertain tax position with a foreign jurisdiction and the release of a valuation allowance related to deferred tax assets. The effective tax rate for the nine months ended March 31, 2020, included discrete benefits ($32.3 million) attributable to the remeasurement of certain deferred tax assets and a net step-up in the basis of tax assets due to the enactment of the Federal Act on Tax Reform and AHV Financing (Swiss Tax Reform).

jurisdiction.

11.10.    SEGMENT INFORMATION

We manage our business under 2 reportable segments, consisting of the acquisition and management of stream interests and the acquisition and management of royalty interests. Royal Gold’sOur long-lived assets (stream and royalty interests, net) are geographically distributed as shown in the following table (amounts in thousands):

As of March 31, 2021

As of June 30, 2020

As of June 30, 2022

As of December 31, 2021

Total stream

Total stream

Total stream

Total stream

Stream

Royalty

and royalty

Stream

Royalty

and royalty

Stream

Royalty

and royalty

Stream

Royalty

and royalty

  

interest

  

interest

  

interests, net

  

interest

  

interest

  

interests, net

  

interest

  

interest

  

interests, net

  

interest

  

interest

  

interests, net

Canada

$

644,334

$

181,382

$

825,716

$

702,732

$

189,855

$

892,587

$

540,766

$

414,496

$

955,262

$

579,326

$

412,419

$

991,745

Chile

241,947

224,116

466,063

249,147

224,116

473,263

Dominican Republic

375,235

375,235

406,469

406,469

336,215

336,215

350,083

350,083

Chile

263,957

224,116

488,073

277,661

223,922

501,583

Africa

283,221

321

283,542

215,463

321

215,784

313,707

321

314,028

297,569

321

297,890

United States

101,921

101,921

107,761

107,761

Mexico

69,440

69,440

75,951

75,951

55,877

55,877

60,977

60,977

United States

114,776

114,776

159,445

159,445

Australia

28,484

28,484

30,006

30,006

26,861

26,861

27,496

27,496

Rest of world

12,037

27,132

39,169

12,038

25,050

37,088

107,020

26,617

133,637

107,920

26,617

134,537

Total

$

1,578,784

$

645,651

$

2,224,435

$

1,614,363

$

704,550

$

2,318,913

$

1,539,655

$

850,209

$

2,389,864

$

1,584,045

$

859,707

$

2,443,752

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

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

Three Months Ended March 31, 2021

Three Months Ended June 30, 2022

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

95,346

$

21,469

$

$

32,595

$

41,282

$

104,879

$

23,810

$

$

37,790

$

43,279

Royalty interests

47,243

1,835

8,607

36,801

41,562

1,425

6,075

34,062

Total

$

142,589

$

21,469

$

1,835

$

41,202

$

78,083

$

146,441

$

23,810

$

1,425

$

43,865

$

77,341

Three Months Ended March 31, 2020

Three Months Ended June 30, 2021

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

97,460

$

21,961

$

$

43,240

$

32,259

$

114,421

$

24,668

$

$

38,746

$

51,007

Royalty interests

38,977

851

7,875

30,251

53,606

2,152

9,190

42,264

Total

$

136,437

$

21,961

$

851

$

51,115

$

62,510

$

168,027

$

24,668

$

2,152

$

47,936

$

93,271

Nine Months Ended March 31, 2021

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

309,568

$

68,230

$

$

111,848

$

129,490

Royalty interests

138,261

4,591

23,428

110,242

Total

$

447,829

$

68,230

$

4,591

$

135,276

$

239,732

Nine Months Ended March 31, 2020

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

274,065

$

63,149

$

$

106,883

$

104,033

Royalty interests

104,788

2,934

22,875

78,979

Total

$

378,853

$

63,149

$

2,934

$

129,758

$

183,012

Six Months Ended June 30, 2022

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

210,130

$

46,450

$

$

74,169

$

89,511

Royalty interests

98,666

3,646

17,561

77,459

Total

$

308,796

$

46,450

$

3,646

$

91,730

$

166,970

Six Months Ended June 30, 2021

    

Revenue

    

Cost of sales (1)

    

Production taxes

    

Depletion (2)

    

Segment gross profit

Stream interests

$

209,767

$

46,137

$

$

71,341

$

92,289

Royalty interests

100,849

3,987

17,797

79,065

Total

$

310,616

$

46,137

$

3,987

$

89,138

$

171,354

(1)Excludes depreciation, depletion and amortization

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

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

Three Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

June 30, 

June 30, 

June 30, 

June 30, 

   

2021

   

2020

   

2021

   

2020

   

2022

   

2021

   

2022

   

2021

Total segment gross profit

$

78,083

$

62,510

$

239,732

$

183,012

$

77,341

$

93,271

$

166,970

$

171,354

Costs and expenses

General and administrative expenses

6,932

9,551

21,175

23,658

9,312

7,212

18,243

14,143

Exploration costs

565

563

4,705

Depreciation and amortization

94

113

265

280

124

92

246

186

Gain on sale of Peak Gold JV interest

(33,906)

Operating income

71,057

52,281

251,635

154,369

67,905

85,967

148,481

157,025

Fair value changes in equity securities

1,902

(3,819)

4,060

(4,972)

(2,191)

1,957

(1,577)

3,859

Interest and other income

733

620

1,767

1,621

1,118

676

2,093

1,409

Interest and other expense

(1,820)

(2,088)

(5,274)

(7,139)

(1,398)

(1,145)

(2,296)

(2,965)

Income before income taxes

$

71,872

$

46,994

$

252,188

$

143,879

$

65,434

$

87,455

$

146,701

$

159,328

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Our revenue by reportable segment for the three and ninesix months ended March 31,June 30, 2022 and 2021 and 2020 is geographically distributed as shown in the following table (amounts in thousands):

Three Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

March 31, 

March 31, 

March 31, 

March 31, 

June 30, 

June 30, 

June 30, 

June 30, 

    

2021

    

2020

   

2021

   

2020

    

2022

    

2021

   

2022

   

2021

Stream interests:

Canada

$

42,609

$

37,136

$

138,497

$

112,990

$

54,591

$

52,040

$

106,077

$

94,649

Dominican Republic

30,173

28,302

88,998

73,534

19,812

26,585

43,076

56,759

Africa

14,540

7,928

25,375

17,470

Chile

13,022

22,055

54,296

63,323

11,721

27,868

27,395

40,889

Africa

9,542

9,967

27,777

24,218

Rest of world

4,215

8,207

Total stream interests

$

95,346

$

97,460

$

309,568

$

274,065

$

104,879

$

114,421

$

210,130

$

209,767

Royalty interests:

United States

$

16,474

$

13,199

$

47,262

$

33,813

$

16,845

$

21,349

$

41,202

$

37,823

Mexico

15,270

9,126

42,021

26,084

11,940

16,191

27,821

31,461

Canada

5,773

9,601

16,551

18,213

Australia

4,360

9,160

17,217

24,923

4,040

4,249

8,086

8,610

Canada

8,612

3,714

22,069

11,062

Africa

748

925

2,241

2,531

114

559

430

1,307

Rest of world

1,779

2,853

7,451

6,375

2,850

1,657

4,576

3,435

Total royalty interests

$

47,243

$

38,977

$

138,261

$

104,788

$

41,562

$

53,606

$

98,666

$

100,849

Total revenue

$

142,589

$

136,437

$

447,829

$

378,853

$

146,441

$

168,027

$

308,796

$

310,616

12.11.  FAIR VALUE MEASUREMENTS

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, we utilize a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

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

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

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

As of March 31, 2021

As of June 30, 2022

Fair Value

Fair Value

    

Carrying Amount

    

Total

    

Level 1

    

Level 2

    

Level 3

    

Carrying Value

    

Total

    

Level 1

    

Level 2

    

Level 3

Assets (amounts in thousands):

Marketable equity securities(1)

$

9,777

$

9,777

$

8,155

$

1,622

$

$

155

$

155

$

$

155

$

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

Our marketable equity securities classified within Level 1 of the fair value hierarchy are valued using quoted market prices in active markets multiplied by the quantity of shares held. The TriStar Gold Inc. warrants (Note 4) classified within Level 2 of the fair value hierarchy are model-derived (Black-Scholes) valuations in which the significant inputs are observable in active markets. The carrying value of our revolving credit facility (Note 5) approximates fair value as of March 31, 2021.June 30, 2022.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

As of March 31, 2021,June 30, 2022, we had assets that, under certain conditions, are subject to measurement at fair value on a non-recurring basis like those associated with stream and royalty interests, intangible assets and other long-lived assets. For these assets, measurement at fair value in periods subsequent to their initial recognition is applicable if any of these assets are determined to be impaired. If recognition of these assets at their fair value becomes necessary, such measurements will be determined utilizing Level 3 inputs.  

13.12.  COMMITMENTS AND CONTINGENCIES

Khoemacau Silver Stream AcquisitionNX Gold Exploration Payment

Our Khoemacau silver stream transaction closed in February 2019. Between November 2019 and January 2021, we completed a total of $212 million in advanced payments required to earn the base silver stream of 80% of payable silver under our conditional funding schedule:

$65.8 million – November 5, 2019
$22.0 million – February 2, 2020
$47.9 million – April 3, 2020
$11.1 million – July 5, 2020
$32.5 million – October 5, 2020
$32.6 million – January 6, 2021

On April 7, 2021,March 22, 2022, we made a seventh advance payment of $10.6 million toward the option silver stream which increased our right to receive payable silver produced from Khoemacau from a rate of 80% to 84% until the delivery of approximately 33.6 million silver ounces, and 42% (from 40%) thereafter. Additionally, on April 7, 2021, Khoemacau Copper Mining (Pty.) Limited (“KCM”) drew $18.0 million on a $25.0 million subordinated debt facility provided by Royal Gold. The subordinated debt facility has a term of seven years, carries interest at a rate of LIBOR +11% and requires mandatory repayment upon certain events.

Royal Gold has remaining committed funding of $49.4$3.2 million to KCM ina subsidiary of Ero Copper Corporation (“Ero”) as part of our commitment to support the formachievement of $42.4success-based targets related to regional exploration and mineral resource additions. This payment has been recorded to exploration stage stream interests (Note 3) within Stream and royalty interests, net on our consolidated balance sheets. As of June 30, 2022, $6.8 million of additional stream financingadvance payments remain if Ero meets certain success-based targets related to regional exploration and $7.0 million of debt, both of which may be drawn at the election of KCM prior to the completion of construction.mineral resource additions through calendar 2024. Refer to our Fiscal 2020 10-KTransition Report for further detailsinformation on the Khoemacau silverNX Gold stream acquisition and subordinated debt facility.acquisition.

Ilovica Gold Stream Acquisition

As of March 31, 2021,June 30, 2022, our conditional funding schedule of $163.75 million, as part of the Ilovica gold stream acquisition entered into in October 2014, remains subject to certain conditions.

13.  SUBSEQUENT EVENTS

Acquisition of Additional Royalty Interest on Cortez Complex

On August 2, 2022, we announced that we acquired a sliding-scale gross royalty (the “Cortez Royalty”) on an area including the Cortez mine operational area and the Fourmile development project in Nevada (the “Cortez Complex”).  We paid $525 million in cash consideration for the Cortez Royalty to Kennecott Royalty Company, a wholly owned subsidiary of Rio Tinto European Holdings Limited.  The area within the Cortez Complex is owned or controlled by Nevada Gold Mines LLC (“NGM”), a joint venture between Barrick Gold Corporation (“Barrick”) (61.5% owner and operator) and Newmont Corporation (38.5% owner), with the exception of the Fourmile project which is 100% owned and operated by Barrick.

The Cortez Royalty is a life of mine sliding scale gross royalty payable at a rate of 0% at a gold price less than $400 per ounce, increasing to 3% at a gold price above $900 per ounce, and is payable on 40% of all production from the Cortez Complex.  The Cortez Royalty does not cover the existing deposits within the Robertson property.  At current gold prices the Cortez Royalty is an effective 1.2% gross royalty on the Cortez Complex and is not subject to any stepdowns or caps.

The Cortez Royalty is payable after cumulative production from the Cortez Complex of 15 million gold equivalent ounces from January 1, 2008 onwards.  According to Barrick public disclosure, cumulative production from January 1, 2008, was approximately 14.8 million ounces as of June 30, 2022.

The purchase price was funded with debt and available cash on hand.  In anticipation of this acquisition, we borrowed $500 million under our revolving credit facility in July 2022, leaving $500 million available. Per our credit facility dated June 2, 2017, as amended, the borrowing was under a Base Rate loan option with an all-in interest rate of approximately 5.6%. We anticipate converting the Base Rate loan into a LIBOR loan on or around August 5, 2022.

Agreement to Acquire Great Bear Royalties Corporation

On July 11, 2022, we announced that we had entered into a definitive agreement with Great Bear Royalties Corporation (“GBR”) to acquire all of the issued and outstanding common shares of GBR for cash consideration of C$6.65 per common share, which values GBR at approximately C$199.5 million (approximately US$155 million) on a fully diluted basis.  GBR’s sole material asset is a 2.0% NSR royalty (the “Royalty”) that includes the entire 9,140 hectares of the Great Bear Project in the Red Lake district of Ontario, Canada, indirectly owned and operated by Kinross Gold Corporation (“Kinross”). We plan to fund the purchase price with available cash on hand.

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ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

As part of our due diligence, we entered into a co-operation agreement with Kinross to obtain access to Kinross personnel and certain information pertaining to the Great Bear Project. In exchange, we agreed to amend certain terms of the royalty agreement upon closing of the acquisition, including providing an option to Kinross to purchase a 25% interest in the Royalty for an amount equal to 25% of our purchase price of GBR, adjusted for inflation, at any time from the transaction closing date until the earlier of a construction decision for the Great Bear Project and 10 years after the transaction closing date.

The acquisition has been unanimously approved by the boards of directors of both Royal Gold and GBR, and the board of directors of GBR has resolved to recommend that the shareholders of GBR approve the acquisition. All directors and officers of GBR have entered into support agreements to vote their shares in support of the acquisition representing, in aggregate, approximately 10.5% of the outstanding common shares of GBR. The arrangement agreement provides us a customary right to match any superior proposal and includes customary non-solicitation covenants. In addition, the arrangement agreement requires GBR to pay a termination fee of C$7.0 million (approximately US$6 million) to us if GBR terminates the arrangement agreement in certain circumstances.

The transaction is subject to approval by the shareholders of GBR, and regulatory and court approvals.  GBR expects to hold a special meeting of shareholders to approve the transaction on August 31, 2022, and subject to approval by shareholders, GBR will shortly thereafter seek approval by the Supreme Court of British Columbia of a plan of arrangement under the provisions of the Business Corporations Act (British Columbia).  We expect the transaction to close during the quarter ending September 30, 2022.

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

General Presentation

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide information to assist you in better understanding and evaluating our financial condition and results of operations.operations of Royal Gold.  You should read this MD&A in conjunction with our consolidated financial statements included in Item 1 of this Quarterly Report on Form 10-Q, as well as our AnnualTransition Report on Form 10-K for the fiscal yearsix months ended June 30, 2020,December 31, 2021, filed with the Securities and Exchange Commission (the “SEC”(“SEC”) on August 6, 2020February 17, 2022 (“Fiscal 2020 10-K”Transition Report”).

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

We do not own, develop, or mine the properties on which we hold stream or royalty interests. Certain information provided in this Quarterly Report on Form 10-Q about operating properties in which we hold interests, including information about mineral reserves, historical production, production estimates, property descriptions, and property developments, was provided to us by the operators of those properties or is publicly available information filed by these operators with applicable securities regulatory bodies, including the SEC. We have not verified, and are not in a position to verify, and expressly disclaim any responsibility for the accuracy, completeness, or fairness of, this third-party information and refer the reader to the public reports filed by the operators for information regarding those properties.

We refer to “GSR,” “NSR,” “NVR,” “metal stream (or “stream”)” and other types of royalty or similar interests throughout this MD&A. These terms are defined in our Fiscal 2020 10-K.

Overview of Our Business

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

We manage our business under two segments:

Acquisition and Management of Stream Interests — A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement. As of March 31, 2021,June 30, 2022, we owned eightnine stream interests, which are on sixeight producing properties and twoone development stage properties.property. Stream interests accounted for approximately 67%72% and 69%68% of our total revenue for the three and ninesix months ended March 31, 2021, respectively,June 30, 2022, respectfully, and 71% and 72%68% for each of the three and ninesix months ended March 31, 2020, respectively.June 30, 2021, respectfully. We expect stream interests to continue representing a significant portion of our total revenue.

Acquisition and Management of Royalty Interests — Royalties are non-operating interests in mining projects that provide the right to revenue or metals produced from the project after deducting specified costs, if any. As of March 31, 2021,June 30, 2022, we owned royalty interests on 3533 producing properties, 1718 development stage properties and 127125 exploration stage properties, of which we consider 4853 to be evaluation stage projects. We use “evaluation stage” to describe exploration stage properties that contain mineralized materialmineral resources and on which operators are engaged in the search for mineral reserves. Royalty interests accounted for 33%28% and 31%32% of our total revenue for the three and ninesix months ended March 31, 2021, respectively,June 30, 2022, respectfully, and 29% and 28%32% for each of the three and ninesix months ended March 31, 2020, respectively.June 30, 2021, respectfully.

 

We do not conduct mining operations on the properties in which we hold stream and royalty interests, and we generally are not required to contribute to capital costs, exploration costs, environmental costs or other operating costs on those properties.

We are continually reviewing opportunities to grow our portfolio, whether through the creation or acquisition of new or existing stream or royalty interests or other acquisition activity. We generally have acquisition opportunities in various

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stages of review. Our review process may include, for example, engaging consultants and advisors to analyze an opportunity; analysis of technical, financial, legal, and other confidential information of an opportunity; submission of

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indications of interest and term sheets; participation in preliminary discussions and negotiations; and involvement as a bidder in competitive processes.

Business Trends and Uncertainties

Metal Prices

Our financial results are primarily tied to the price of gold, silver, copper, and other metals. Metal prices have fluctuated widely in recent years and we expect this volatility to continue. The marketability and price of metals are influenced by numerous factors beyond our control, and significant changes in metal prices can have a material effect on our revenue.

For the three and ninesix months ended March 31,June 30, 2022, and 2021, and 2020, average metal prices and percentages of revenue by metal were as follows:

Three Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

March 31, 2021

March 31, 2020

March 31, 2021

March 31, 2020

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

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)

$

1,794

68%

$

1,583

79%

$

1,859

73%

$

1,512

77%

$

1,871

71%

$

1,816

76%

$

1,874

71%

$

1,805

72%

Silver ($/ounce)

$

26.26

12%

$

16.90

8%

$

24.96

10%

$

17.07

9%

$

22.60

11%

$

26.69

8%

$

23.32

10%

$

26.47

10%

Copper ($/pound)

$

3.86

15%

$

2.56

10%

$

3.35

12%

$

2.62

10%

$

4.31

14%

$

4.40

11%

$

4.43

14%

$

4.12

13%

Other

N/A

5%

N/A

3%

N/A

5%

N/A

4%

N/A

4%

N/A

5%

N/A

5%

N/A

5%

Acquisition of Additional Royalty Interest on Cortez Complex

On August 1, 2022, we announced that we acquired a sliding-scale gross royalty (the “Cortez Royalty”) on an area including the Cortez mine operational area and the Fourmile development project in Nevada (the “Cortez Complex”).  We paid $525 million in cash consideration for the Cortez Royalty to Kennecott Royalty Company, a wholly owned subsidiary of Rio Tinto European Holdings Limited.  The area within the Cortez Complex is owned or controlled by Nevada Gold Mines LLC (“NGM”), a joint venture between Barrick Gold Corporation (“Barrick”) (61.5% owner and operator) and Newmont Corporation (38.5% owner), with the exception of the Fourmile project which is 100% owned and operated by Barrick. Refer to Note 13 of our notes to consolidated financial statements for further discussion on the Cortez Royalty.

Agreement to Acquire Great Bear Royalties Corporation

On July 11, 2022, we announced that we had entered into a definitive agreement with Great Bear Royalties Corporation (“GBR”) to acquire all of the issued and outstanding common shares of GBR for cash consideration of C$6.65 per common share, which values GBR at approximately C$199.5 million (approximately US$155 million) on a fully diluted basis (the “Great Bear Acquisition”).  GBR’s sole material asset is a 2.0% NSR royalty (the “Royalty”) that includes the entire 9,140 hectares of the Great Bear Project in the Red Lake district of Ontario, Canada, indirectly owned and operated by Kinross Gold Corporation.    

The transaction is subject to approval by the shareholders of GBR, and regulatory and court approvals.  Subject to the receipt of all necessary approvals, we expect the transaction to close during the quarter ending September 30, 2022. Refer to Note 13 of our notes to consolidated financial statements for further discussion on the Great Bear Acquisition.

Lawyers Royalty Acquisition

On March 24, 2022, we acquired a 0.5% net smelter returns royalty (“NSR”) on production from the Lawyers Project, an exploration stage project currently operated by Benchmark Metals Inc., which is located in British Columbia, Canada. As part of this transaction, we also acquired a right of first offer (“ROFO”) for an existing 2.0% NSR royalty over the Ranch Project owned by Thesis Gold, Inc. that is located adjacent to the Lawyers Project.  We paid $8.0 million in cash consideration for the royalty and ROFO to Guardsmen Resources Inc.

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NX Gold Exploration Payment

On March 22, 2022, we made a payment of $3.2 million to a subsidiary of Ero Copper Corporation (“Ero”) as part of our commitment to support achievement of success-based targets related to regional exploration and mineral resource additions. As of June 30, 2022, up to $6.8 million of additional exploration and mineral resource addition payments remain if Ero meets certain success-based targets through calendar 2024. Refer to our Transition Report for further information on the NX Gold stream acquisition.

COVID-19 Pandemic

Throughout calendarAt times since early 2020, and into calendar 2021, several of our operating counterparties have instituted temporary operational curtailments due to the ongoing COVID-19 pandemic. In addition, the pandemic and resulting economic and societal impacts have made it difficult for operators to forecast expected production amounts and, at times, operators have had to withdraw or revise previously disclosed guidance. For the most part, our results of operations and financial condition have not been materially impacted by these measures to date. However, the effects of the pandemic will ultimately depend on many factors that are outside of our control, including the severity and duration of the pandemic, government and operator actions in response to the pandemic, and the development, availability, and public acceptance of effective treatments and vaccines. As a result, we are currently unable to predict the nature or extent of any future impact on our results of operations and financial condition. We continue to monitor the impact of developments associated with the pandemic on stream and royalty interests as part of our regular asset impairment analysis.

Sale of Peak Gold JV Interest

On September 30, 2020, we announced an agreement with Kinross Gold Corporation to sell our interest in the Manh Choh Project (formerly known as the Peak Gold Project) and our common share position in Contango Ore, Inc. (“Contango”), our partner in Peak Gold, LLC and owner of the Manh Choh Project. Consideration received for the sale of these interests included cash of $61.3 million, an incremental 28% net smelter return royalty on silver produced from an area of interest which includes the current Manh Choh Project resource area, and an incremental 1% net smelter return royalty on certain State of Alaska mining claims acquired by a wholly owned subsidiary of Contango in the transaction. Peak Gold, LLC retains the right to acquire 50% of the incremental 28% net smelter return royalty on silver for $4 million.

After this transaction, our interests in the Manh Choh Project and State of Alaska mining claim property owned by Contango consist solely of net smelter return royalties. Refer to Note 2 of our notes to the consolidated financial statements for further discussion on the sale of the Peak Gold JV interest.

Separation of the Wassa and Prestea and Bogoso Stream Agreement

On October 1, 2020, we announced the separation of the Wassa gold stream and the Prestea and Bogoso gold streams into two separate stream agreements effective September 30, 2020. This separation was completed to facilitate the sale by Golden Star Resources Ltd. (“Golden Star”) of the Prestea and Bogoso mines to Future Global Resources (“FGR”).

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The Wassa stream agreement, which remains with Golden Star, continues to provide us the right to purchase 10.5% of the gold payable from the Wassa mine until the delivery of 240,000 ounces, after which the stream percentage will decrease to 5.5%. The cash purchase price for gold remains at 20% of the spot price per ounce delivered until the delivery of 240,000 ounces, and 30% of the spot price per ounce delivered thereafter. As of March 31, approximately 115,700 ounces remain to be delivered from the Wassa mine until the 240,000 ounce delivery threshold is reached.

The Prestea and Bogoso stream agreement with FGR provides us the right to purchase 5.5% of the gold payable from the Prestea and Bogoso mines in return for a cash purchase price of 30% of the spot price per ounce delivered.

Operators’ Production Estimates by Stream and Royalty Interest for Calendar 20212022

We generally receive annual production estimates from many of the operators of ourthe producing mines in which we own a stream or royalty interest during the first quarter of each calendar year. In some instances, an operator may revise its original calendar year guidance throughout the year. The following table shows current production estimates for calendar 2021,2022, as well as actual production through March 31, 2021,June 30, 2022, for our principal properties as reported to us by the operators.

Operators’ Estimated and Actual Production by Stream and Royalty Interest for Calendar 20212022

Principal Producing Properties

Calendar 2021 Operator’s Production

Calendar 2021 Operator’s Production

Calendar Year 2022 Operator’s Production

Calendar Year 2022 Operator’s Production

Estimate(1)

Actual(2)

Estimate(1)

Actual(2)

Gold

Silver

Base Metals

Gold

Silver

Base Metals

Gold

Silver

Base Metals

Gold

Silver

Base Metals

Stream/Royalty

    

(oz.)

  

(oz.)

  

(lbs.)

  

(oz.)

  

(oz.)

  

(lbs.)

    

(oz.)

  

(oz.)

  

(lbs.)

  

(oz.)

  

(oz.)

  

(lbs.)

Stream:

Andacollo(3)

  

N/A

  

  

  

10,500

  

  

  

36,000

  

  

  

12,200

  

  

Mount Milligan(4)

 

180,000 - 200,000

 

 

 

N/A

 

 

 

190,000 - 210,000

 

 

 

39,100

 

 

Copper

 

 

70 - 80 Million

 

 

 

N/A

 

 

70 - 80 Million

 

 

 

20.6 Million

Pueblo Viejo(5)

470,000 - 510,000

N/A

137,000

N/A

400,000 - 440,000

N/A

209,000

N/A

Wassa(6)

165,000 - 175,000

N/A

155,000 - 170,000

77,400

Khoemacau(7)

N/A

0.5 Million

Royalty:

 

 

 

 

 

 

 

 

 

 

 

 

Cortez(7)

350,000 - 375,000

58,600

Peñasquito(8)

 

660,000

30 Million

 

178,000

8.2 Million

 

Cortez(8)

280,000

154,000

Peñasquito(9)

 

475,000

29 Million

 

258,000

15.8 Million

 

Lead

 

  

 

  

 

190 Million

 

50 Million

 

  

 

  

 

150 Million

 

79 Million

Zinc

 

  

 

  

 

475 Million

 

111 Million

 

  

 

  

 

350 Million

 

208 Million

(1)Production estimates received from our operators are for calendar 2021.2022. There can be no assurance that production estimates received from the operators will be achieved. Please also refer to our cautionary language regarding forward-looking statements, as well as the Risk Factors identified in Part I, Item 1A, of our Transition Report for information regarding factors that could affect actual results.

(2)Actual production figures shown are provided by ourfrom the operators and cover the period from January 1, 2021,2022, through March 31, 2021,June 30, 2022, unless otherwise noted in footnotes to this table. Such amounts may differ from our reported revenue and production and are not reduced to show the production attributable to our interests.

(3)The actual production figure shown for Andacollo is contained gold in concentrate. The estimated production figure was not available on the date of this report.

(4)The estimated production figures shown for Mount Milligan are payable gold and copper in concentrate. The actualActual figures reflect production figure was not available on the date of this report.through March 31, 2022.

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

(6)The estimated production figure shown for Wassa is payable gold in doré. The actual production figure was not available on poured in the date of this report.period.

(7)Production fromThe estimated production figures for Khoemacau are not available through the ramp-up period, which the operator expects to be completed by the fourth quarter of 2022.

(8)The estimated and actual production figures for Cortez represent the areas subject to Royal Gold’sour royalty interests.

(8)(9)The estimated and actual gold and silver production figures shown for Peñasquito are payable gold and silver in concentrate and doré. The estimated and actual lead and zinc production figures shown are payable lead and zinc in concentrate.

Property Developments

This section provides recent updates for our principal properties as reported by the operators, either directly to us or in their publicly available documents.

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Stream Interests

Andacollo

Gold stream deliveries from Andacollo were approximately 10,7009,900 ounces for the three months ended March 31, 2021,June 30, 2022, compared to approximately 9,50011,300 ounces for the three months ended March 31, 2020.June 30, 2021. The decrease in deliveries resulted primarily from Andacollo experiencing lower gold grades and lower gold recoveries, in line with the expected downward trend of gold grades, as well as differences in the timing of shipments and settlements during the periods.

Teck Resources Limited (“Teck”) expects grades to continue to decline towards reserve grades. The current life of mine for Andacollo is expected to continue until calendar 2035. According to Teck, additional permits or permit amendments will be required to execute the life of mine plan.

KhoemacauKhoemacau Project

Silver stream deliveries from Khoemacau were approximately 246,800 ounces for the three months ended June 30, 2022. First concentrate was shipped from Khoemacau in mid-July 2021 and we received our first silver stream deliveries during the quarter ended September 30, 2021.

According to KhoemacauKhoemacau Copper Mining (Pty.) Limited (“KCM”), progressramp-up of operations continued and average monthly underground production increased consistently during the quarter ended June 30, 2022, from approximately 6,300 tons per day (5,700 tonnes per day) in March to approximately 8,000 tons per day (7,300 tonnes per day) in June. KCM reported an accident in the underground mine and two fatalities on May 11, 2022, which resulted in short-term production disruptions immediately after the accident.  Investigations into the cause of the accident remain ongoing.

KCM expects that the mining rate will continue to increase steadily from current levels and reach full sustained production by the fourth quarter of 2022, absent further COVID-19 impacts. With the results experienced so far during the ramp-up period, KCM continues to expect that at thefull production Khoemacau Project (“Khoemacau”) during the three months ended March 31, 2021,will produce 171,000 to 182,000 tons (155,000 to 165,000 tonnes) of high-grade copper and the project reachedsilver concentrate a year, containing approximately 92%66,000 to 72,000 tons (60,000 to 65,000 tonnes) of construction completion aspayable copper and 1.8 to 2.0 million ounces of March 31, 2021. According to KCM, activities are focused on refurbishment and upgrading of the Boseto mill, underground development, completion of accommodation, power and water infrastructure atpayable silver, over an approximate 20-year mine life from Zone 5, completion of haul road surfacing between Zone 5 and the Boseto mill, and the tailings storage facility. The Zone 5 area was connected to the national power grid in February 2021 and commissioning of support systems within the Boseto plant was initiated in March 2021. Also, according to KCM, underground development had cumulatively advanced 11,181 meters in the three mines and approximately 190,000 tonnes of ore were stockpiled on surface at the end of March 2021.5.

The state of emergency declared by the Government of Botswana in March 2020 to help prevent the spread of COVID-19 was extended again on March 30, 2021 for a further six months through September 30, 2021. Mining remains designated as an “essential service” and KCM reports that general development activity at Khoemacau is continuing. Barring any potential further unforeseen impacts caused by COVID-19 considerations, KCM expects to continue commissioning activities through the second quarter of calendar 2021 with first shipment of concentrate to occur in the third quarter of calendar 2021 and a ramp-up to nameplate production capacity by the beginning of calendar 2022.

On January 6, 2021, Royal Gold made the sixth advance payment of $32.6 million toward the silver stream. With this payment, Royal Gold has completed the total $212 million advance payment required to earn the base silver stream of 80% of payable silver. On April 7, 2021, we made a seventh advance payment of $10.6 million toward the option silver stream, which increased our right to purchase 84% of the payable silver from Khoemacau until the delivery of approximately 33.6 million silver ounces and 42% thereafter. Additionally, on April 7, 2021, KCM drew $18.0 million on a $25.0 million subordinated debt facility provided by Royal Gold. The subordinated debt facility has a term of seven years, carries interest at a rate of LIBOR +11% and requires mandatory repayment upon certain events.

Royal Gold has remaining committed funding of $49.4 million to KCM in the form of $42.4 million of additional advance payments and $7.0 million of debt, both of which may be drawn at the election of KCM prior to completion of construction.  KCM has advised that subject to maintaining the schedule mentioned above for commissioning, first concentrate and operational ramp-up, no further material funding will be required from Royal Gold.

Mount Milligan

Gold stream deliveries from Mount Milligan were approximately 12,20023,800 ounces for the three months ended March 31, 2021,June 30, 2022, compared to approximately 12,10020,800 ounces for the three months ended March 31, 2020.  June 30, 2021. Increased gold deliveries resulted from differences in the timing of shipments and settlements during the periods and gold grade variability in the concentrate shipments.

Copper stream deliveries from Mount Milligan were approximately 3.44.0 million pounds during each of the three months ended March 31, 2021, and 2020.

In calendar 2021, Centerra Gold Inc. (“Centerra”) expects total gold productionJune 30, 2022, compared to beapproximately 5.1 million pounds during the three months ended June 30, 2021. Decreased copper deliveries resulted from differences in the rangetiming of 180,000 to 200,000 ouncesshipments and copper production of between 70 to 80 million pounds, compared to actual gold and copper production of 161,900 ounces and 83 million pounds, respectively, in calendar 2020. Gold and copper production is expected to be slightly back-end weighted in calendar 2021 with 45% or more ofsettlements during the total annual metal production to occur in the first half of the year and up to 55% in the second half of the year.periods.

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Centerra expects to continue to work on continuous improvement projects in calendar 2021, including secondary crusher improvements and the installation of staged flotation reactors, which is expected to improve metal recoveries in future years. Centerra also expects to have adequate water inventory levels for targeted throughput and is working with government regulators, its First Nations partners, and other stakeholders to maintain access to its existing water resources and secure a stable long-term water solution.

Pueblo Viejo

Gold stream deliveries from Pueblo Viejo were approximately 11,1008,600 ounces for the three months ended March 31, 2021,June 30, 2022, compared to approximately 10,2009,800 ounces for the three months ended March 31, 2020.June 30, 2021. Decreased deliveries resulted from processing lower grade stockpile ore.

Silver stream deliveries were approximately 247,500307,100 ounces for the three months ended March 31, 2021,June 30, 2022, compared to approximately 394,700386,500 ounces for the three months ended March 31, 2020. DecreasedJune 30, 2021. During the second quarter an additional 45,000 ounces of silver deliveries were deferred. The deferred ounces are the result of temporary operational issues witha mechanism in the stream agreement that allows for the deferral of deliveries in a period if Barrick’s share of silver circuit that causedproduction is insufficient to cover its stream delivery obligations. The stream agreement terms include a fixed 70% silver recoveries torecovery rate. If actual recovery rates fall below the fixedcontractual 70% recovery rate, specified in the stream agreement. The stream agreement includes a deferral mechanism for ounces that cannotmay be deferred with deferred ounces to be delivered at this fixed recovery rate, with the economic impact of any shortfall in deliveries to be made up in future periods. Deferred deliveriesperiods as silver recovery allows. As of June 30, 2022, approximately 362,000484,000 ounces remain deferred, and the timing for the delivery of silver are expected to be made incrementally as Barrick expects the operational issues with the silver circuit to be resolved.entire deferred amount is uncertain.

On May 4, 2022, Barrick reported continued progress at Pueblo Viejo duringon the March 2021 quarterplant expansion and mine life extension project to expand the process plant and tailings storage facilities. Barrick estimates that the expansion project could significantly increase throughput and allow the mine to maintain minimum average annual gold production of approximately 800,000 ounces after calendar 2022 (on a 100% basis), and that the increase in tailings storage capacity has the potential to convert over 9 million ounces of mineralized material to reserves (on a 100%beyond calendar 2040 (100% basis). Barrick expects completion ofWith respect to the process plant expansion, Barrick reported that as of March 31, 2022, construction was 39% complete, with completion expected by the end of calendar 2022.

In calendar 2021, gold production from Barrick’s 60% interest With respect to the mine life extension, Barrick also disclosed that social, environmental and technical studies for additional tailings capacity continued to advance, and that the final location and construction of the tailings storage facility would be subject to the completion of an Environmental and Social Impact Assessment (“ESIA”) in Pueblo Viejo is expectedaccordance with Dominican Republic legislation and international standards. Once completed, the ESIA would be submitted to be between 470,000the Government of the Dominican Republic for evaluation and 510,000 ounces, compared to actual gold production of 542,000 ounces in calendar 2020.final decision.

WassaRoyalty Interests

Cortez

Gold stream deliveries from Wassa wereproduction attributable to our existing royalty interest at Cortez was approximately 4,40052,000 ounces for the three months ended March 31, 2021,June 30, 2022, compared to approximately 3,80089,800 ounces for the three months ended March 31, 2020.June 30, 2021.

In calendar 2021, Golden Star expects WassaOn July 14, 2022, Barrick reported lower production at Cortez for the quarter ended June 30, 2022 due to produce between 165,000 and 175,000 ounces, in line withmine sequencing as it transitions from the calendar 2020 actual production performance,end of open pit mining at Pipeline to a new phase at Crossroads, which benefited from an increase in the underground mining rates and the processing of low-grade stockpiles. The contribution from low-grade stockpiles is expected to continue throughout calendar 2021, subject to gold prices sustaining near current levels. Golden Star expects mining ratesunderpin stronger performance for calendar 2021 to beCortez in excessthe December quarter of 4,500 tonnes per day, in line with the 4,469 tonnes per day achieved in calendar 2020.

Golden Star released an updated mineral reserve on March 1, 2021. The mineral reserve plan outlines a six-year mine life with annual production averaging 177,000 ounces of gold. In addition, Golden Star issued a Preliminary Economic Assessment (“PEA”) on the Southern Extension of the Wassa orebody. The PEA supports an 11-year mine life with average annual gold production of 294,000 ounces for total gold production of 3.5 million ounces. Golden Star is targeting early calendar 2023 for the completion of a final feasibility study on the Southern Extension.2022.

Royalty Interests

Cortez  

Production attributable to our royalty interest at Cortez was approximately 51,900 ounces of gold for the three months ended March 31, 2021, compared to approximately 57,700 ounces of gold for the three months ended March 31, 2020.

Nevada Gold Mines LLC expects total gold production from the regions subject to our interests at Cortez to be approximately 350,000 to 375,000 ounces in calendar 2021, compared to actual calendar 2020 gold production of 206,000, and average approximately 415,000 ounces per year from calendar 2022 through calendar 2026. The Crossroads deposit is expected to provide the majority of the royalty ounces during this period.

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Peñasquito

Production attributable to our royalty interest at Peñasquito was approximately 130,600 ounces of gold, 8.07 million ounces of silver, 35.0 million pounds of lead and 84.9 million pounds of zinc for the three months ended March 31, 2021, increased byJune 30, 2022. This compares to approximately 86% for179,800 ounces of gold, and decreased approximately 6% for7.61 million ounces of silver, 17% for41.8 million pounds of lead and 4%101.7 million pounds of zinc for zincthe three months ended June 30, 2021. Gold production was lower compared to the prior year quarter. The increase in gold production was a result of higherquarter due to lower ore grade milled and higherlower mill throughput, while the decrease in silver, lead and zinc was a result of lower ore grade milled, partially offset by higher mill throughput.

On December 8, 2020, Newmont Corporation provided full calendar 2021 production guidance for Peñasquito of 660,000 ounces of gold, 30 million ounces of silver, 475 million pounds of zinc and 190 million pounds of lead, compared to calendar 2020 actual production of 526,000 ounces of gold, 28 million ounces of silver, 318 million pounds of zinc and 179 million pounds of lead.recovery.

Results of Operations

Quarter Ended March 31, 2021,June 30, 2022, Compared to Quarter Ended March 31, 2020June 30, 2021

For the quarter ended March 31, 2021,June 30, 2022, we recorded net income and comprehensive income attributable to Royal Gold stockholders (“net income”) of $54.0$71.1 million, or $0.82$1.08 per basic and diluted share, as compared to net income of $38.6$81.7 million, or $0.59$1.24 per basic and diluted share, for the quarter ended March 31, 2020June 30, 2021. The increasedecrease in net income was primarily attributable to an increase in revenue and a decrease in depreciation, depletion and amortization expense, eachrevenue, as discussed below.

For the quarter ended March 31, 2021,June 30, 2022, we recognized total revenue of $142.6$146.4 million, comprised of stream revenue of $95.3$104.9 million and royalty revenue of $47.3$41.6 million at an average gold price of $1,794$1,871 per ounce, an average silver price of $26.26$22.60 per ounce and an average copper price of $3.86$4.31 per pound. This is compared to total revenue of $136.4$168.0 million for the

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three months ended March 31, 2020,June 30, 2021, comprised of stream revenue of $97.4$114.4 million and royalty revenue of $39.0$53.6 million, at an average gold price of $1,583$1,816 per ounce, an average silver price of $16.90$26.69 per ounce and an average copper price of $2.56$4.40 per pound. Revenue and the corresponding production attributable to our stream and royalty interests for the quarter ended March 31, 2021,June 30, 2022, compared to the quarter ended March 31, 2020,June 30, 2021, are as follows:

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Revenue and Reported Production Subject to Our Stream and Royalty Interests

Quarter Ended March 31, 2021 and 2020

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

Three Months Ended

Three Months Ended

Three Months Ended

Three Months Ended

March 31, 2021

March 31, 2020

June 30, 2022

June 30, 2021

Reported

Reported

Reported

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

    

Production(1)

    

Revenue

    

Production(1)

    

Metal(s)

    

Revenue

    

Production(1)

    

Revenue

    

Production(1)

Stream(2):

Mount Milligan

$

33,803

$

32,298

$

45,627

$

43,802

Gold

9,200

oz.

14,000

oz.

Gold

15,500

oz.

16,100

oz.

Copper

4.4

Mlbs.

4.3

Mlbs.

Copper

4.0

Mlbs.

3.4

Mlbs.

Pueblo Viejo

$

30,173

$

28,302

$

19,812

$

26,585

Gold

10,500

oz.

13,200

oz.

Gold

7,100

oz.

11,100

oz.

Silver

418,200

oz.

417,800

oz.

Silver

274,500

oz.

247,500

oz.

Andacollo

Gold

$

13,022

7,100

oz.

$

22,055

13,900

oz.

Gold

$

11,721

6,300

oz.

$

27,868

15,400

oz.

Wassa

Gold

$

8,774

4,800

oz.

$

8,647

5,600

oz.

Gold

$

8,248

4,400

oz.

$

7,129

4,000

oz.

Khoemacau

Silver

$

5,202

221,800

oz.

$

Other(3)

$

9,574

$

6,158

$

14,268

$

9,037

Gold

4,300

oz.

3,400

oz.

Gold

6,900

oz.

4,000

oz.

Silver

66,200

oz.

47,900

oz.

Silver

53,700

oz.

72,000

oz.

Total stream revenue

$

95,346

$

97,459

$

104,879

$

114,421

Royalty(2):

Peñasquito

$

13,128

$

7,425

$

9,664

$

13,399

Gold

180,400

oz.

97,200

oz.

Gold

130,600

oz.

179,800

oz.

Silver

8.1

Moz.

8.7

Moz.

Silver

8.1

Moz.

7.6

Moz.

Lead

50.1

Mlbs.

60.5

Mlbs.

Lead

35.0

Mlbs.

41.8

Mlbs.

Zinc

119.3

Mlbs.

124.5

Mlbs.

Zinc

84.9

Mlbs.

101.7

Mlbs.

Cortez

Gold

$

8,609

51,900

oz.

$

6,400

57,700

oz.

Gold

$

8,138

52,000

oz.

$

13,739

89,800

oz.

Other(3)

Various

$

25,506

N/A

$

25,152

N/A

Various

$

23,760

N/A

$

26,468

N/A

Total royalty revenue

$

47,243

$

38,977

$

41,562

$

53,606

Total Revenue

$

142,589

$

136,437

$

146,441

$

168,027

(1)Reported production relates to the amount of metal sales subject to our stream and royalty interests for the three months ended March 31,June 30, 2022, and 2021, and 2020, and may differ from the operators’ public reporting.

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

(3)Individually, except for our stream interest at Rainy River, which contributed 6% of total revenue for the three months ended March 31,June 30, 2022 and 2021, no stream or royalty included within the “Other” category contributed greater than 5% of our total revenue for either period.

The increasedecrease in our total revenue resulted primarily from an increase in the averagelower gold silversales at Andacollo and copper prices compared to the prior periodPueblo Viejo and an increase inlower gold production at Cortez and Peñasquito,asquito. The decrease was offset by a decrease in$9.4 million of new revenue from Andacollo due to lower gold sales. the NX Gold and Khoemacau streams which were not in production during the prior year quarter.

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Gold and silver ounces and copper pounds purchased and sold during the three months ended

25

Table of Contents

March 31, June 30, 2022 and 2021, and 2020, and gold and silver ounces and copper pounds in inventory as of MarchJune 30, 2022, and December 31, 2021, and June 30, 2020, for our streaming interests were as follows:

Three Months Ended

Three Months Ended

As of

As of

Three Months Ended

Three Months Ended

As of

As of

March 31, 2021

March 31, 2020

March 31, 2021

June 30, 2020

June 30, 2022

June 30, 2021

June 30, 2022

December 31, 2021

Gold Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Mount Milligan

12,200

9,200

12,100

14,000

6,800

3,300

23,800

15,500

20,800

16,100

8,500

4,100

Andacollo

9,900

6,300

11,300

15,400

3,600

2,200

Pueblo Viejo

11,100

10,500

10,200

13,200

11,100

11,100

8,600

7,100

9,800

11,100

8,600

8,600

Andacollo

10,700

7,100

9,400

13,900

6,500

100

Wassa

4,400

4,800

3,800

5,600

2,700

2,900

3,500

4,400

3,600

4,000

1,400

1,600

Other

4,600

4,300

4,500

3,400

1,500

1,500

6,900

6,900

3,800

4,000

1,900

2,200

Total

43,000

35,900

40,000

50,100

28,600

18,900

52,700

40,200

49,300

50,600

24,000

18,700

Three Months Ended

Three Months Ended

As of

As of

Three Months Ended

Three Months Ended

As of

As of

March 31, 2021

March 31, 2020

March 31, 2021

June 30, 2020

June 30, 2022

June 30, 2021

June 30, 2022

December 31, 2021

Silver Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Pueblo Viejo

247,500

418,200

394,700

417,800

247,500

451,200

307,000

274,500

386,500

247,500

307,100

316,000

Khoemacau

247,000

221,800

79,600

42,000

Other

72,200

66,200

40,800

47,900

72,300

23,400

55,200

53,700

98,600

72,000

16,400

34,300

Total

319,700

484,400

435,500

465,700

319,800

474,600

609,200

550,000

485,100

319,500

403,100

392,300

Three Months Ended

Three Months Ended

As of

As of

Three Months Ended

Three Months Ended

As of

As of

March 31, 2021

March 31, 2020

March 31, 2021

June 30, 2020

June 30, 2022

June 30, 2021

June 30, 2022

December 31, 2021

Copper Stream

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Inventory (Mlbs.)

    

Inventory (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Inventory (Mlbs.)

    

Inventory (Mlbs.)

Mount Milligan

3.4

4.4

3.4

4.3

0.8

4.0

4.0

4.2

3.4

0.9

Cost of sales, which excludes depreciation, depletion and amortization, decreased to $21.5$23.8 million for the three months ended March 31, 2021,June 30, 2022, from $22.0$24.7 million for the three months ended March 31, 2020.June 30, 2021. The decrease, was primarily due to lower gold sales from Mount Milligan, Pueblo Viejo and Andacollo compared to the prior period. This decrease was partially offset by an increase in gold, silver and copper prices when compared to the prior period.period, was primarily due to a decrease in gold sales at Andacollo and Pueblo Viejo, offset by gold sales at NX Gold and silver sales at Khoemacau. Stream deliveries from the NX Gold and Khoemacau streams were not due to us during the prior year comparable quarter. Cost of sales is specific to our stream agreements and is the result of our purchase of gold, silver and copper for a cash payment. The cash payment for gold from Mount Milligan is the lesser of $435 per ounce or the prevailing market price of gold when purchased, while the cash payment for our other streams is a set contractual percentage of the gold, silver or copper (Mount Milligan) spot price near the date of metal delivery.

General and administrative costs decreasedincreased to $6.9$9.3 million for the three months ended March 31, 2021,June 30, 2022, from $9.6$7.2 million for the three months ended March 31, 2020.June 30, 2021. The decreaseincrease was primarily due to additionalan increase in employee-related costs including non-cash stock compensation expense, of approximately $3.3 million from the accelerated vesting of certain equity awards in connectionas well as higher costs associated with the retirement of our former Presidentenvironmental, social and Chief Executive Officer and our former Vice President and General Counsel in January 2020.

Exploration costs decreased to zero for the three months ended March 31, 2021, from $0.6 million for the three months ended March 31, 2020. Exploration costs were specific to the exploration and advancement of the Peak Gold JV. On September 30, 2020, we sold our Peak Gold JV interest which is discussed earlier in this MD&A and Note 2 of our notes to consolidated financial statements.governance (“ESG”) initiatives.

Depreciation, depletion and amortization decreased to $41.3$44.0 million for the three months ended March 31, 2021June 30, 2022, from $51.2$48.0 million for the three months ended March 31, 2020.June 30, 2021. The decrease was primarily due to lower gold sales at Mount Milligan, Andacollo and Pueblo Viejo when compared to the prior period. The decrease was also attributable to decreases in our goldpartially offset by additional depletion from the newly producing Khoemacau and silver depletion rates at Pueblo Viejo and gold depletion rate at Mount Milligan. Our gold and silver depletion rates at Pueblo Viejo decreased in the current period due to an increase in proven and probable reserves as reported by Barrick, while our gold depletion rate at Mount Milligan decreased as a result of improved gold recoveries.

Interest and other expense decreased to $1.8 million for the three months ended March 31, 2021, from $2.1 million for the three months ended March 31, 2020. The decrease was primarily attributable to lower interest expense as a result of lower interest rates on our outstanding debtnewly acquired NX Gold streams when compared to the prior period. Refer to Note 5 of our notes to consolidated financial statements for further discussion on our outstanding debt.year comparable quarter.

For the three months ended March 31, 2021,June 30, 2022, we recorded an income tax expense totaling $17.7benefit of $5.9 million, compared with income tax expense of $8.7$5.5 million for the three months ended March 31, 2020.June 30, 2021. The income tax expensebenefit resulted in an effective tax rate of 24.6%(9.0%) in the current period, compared with 18.5%6.3% for the three months ended March 31, 2020.June 30, 2021. The three months ended June 30, 2022, included a discrete tax benefit attributable to a release of a valuation allowance while the three months ended June 30, 2021, included a discrete tax benefit attributable to the settlement of an uncertain tax position in a foreign jurisdiction.

Six Months Ended June 30, 2022, Compared to Six Months Ended June 30, 2021

For the six months ended June 30, 2022, we recorded net income and comprehensive income attributable to Royal Gold stockholders (“net income”) of $136.8 million, or $2.08 per basic and diluted share, as compared to net income of $135.7 million, or $2.07 per basic and diluted share, for the six months ended June 30, 2021.

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threeFor the six months ended March 31, 2021 included approximately $2.6 million of certain discrete income tax expense items, which were primarily due to a change in the realizability of certain deferred tax assets. The effective tax rate for the three months ended March 31, 2020 included income tax benefits resulting from foreign exchange rate movements compared to the U.S. dollar. Absent these discrete income tax expense items, our effective tax rate would have been approximately 21% during the third quarter.

Nine Months Ended March 31, 2021, Compared to Nine Months Ended March 31, 2020

For the nine months ended March 31, 2021, we recorded net income of $220.9 million, or $3.36 per basic and diluted share, as compared to net income of $150.3 million, or $2.30 per basic share and $2.29 per diluted share, for the nine months ended March 31, 2020. The increase in our earnings per share was primarily attributable to an increase in revenue, a one-time gain attributable to the sale of our Peak Gold JV interest during the September 2020 quarter and various discrete income tax benefits recognized during the September 2020 quarter. Each item contributing to the increase in our earnings per share during the period is discussed below. These increases were partially offset by an increase in our cost of sales and an increase in depreciation, depletion and amortization expense, each discussed below.

For nine months ended March 31, 2021,June 30, 2022, we recognized total revenue of $447.8$308.8 million, comprised of stream revenue of $309.5$210.1 million and royalty revenue of $138.3$98.7 million at an average gold price of $1,859$1,874 per ounce, an average silver price of $24.96$23.32 per ounce and an average copper price of $3.35$4.43 per pound. This is compared to total revenue of $378.9$310.6 million for the ninesix months ended March 31, 2020,June 30, 2021, comprised of stream revenue of $274.1$209.8 million and royalty revenue of $104.8$100.8 million, at an average gold price of $1,512$1,805 per ounce, an average silver price of $17.07$26.47 per ounce and an average copper price of $2.62$4.12 per pound. Revenue and the corresponding production attributable to our stream and royalty interests for the ninesix months ended March 31, 2021,June 30, 2022, compared to the ninesix months ended March 31, 2020,June 30, 2021, are as follows:

Revenue and Reported Production Subject to Our Stream and Royalty Interests

Nine Months Ended March 31, 2021 and 2020

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

Nine Months Ended

Nine Months Ended

March 31, 2021

March 31, 2020

Reported

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

    

Production(1)

    

Revenue

    

Production(1)

Stream(2):

Mount Milligan

$

113,135

$

93,423

Gold

38,000

oz.

43,500

oz.

Copper

12.5

Mlbs.

10.9

Mlbs.

Pueblo Viejo

$

88,998

$

73,534

Gold

31,000

oz.

33,100

oz.

Silver

1.3

Moz.

1.4

Moz.

Andacollo

Gold

$

54,297

28,700

oz.

$

63,324

41,800

oz.

Wassa

Gold

$

24,644

13,300

oz.

$

18,760

12,500

oz.

Other(3)

$

28,494

$

25,024

Gold

13,300

oz.

15,400

oz.

Silver

141,300

oz.

133,500

oz.

Total stream revenue

$

309,568

$

274,065

Royalty(2):

Peñasquito

$

36,289

$

19,422

Gold

521,700

oz.

228,500

oz.

Silver

23.2

Moz.

22.6

Moz.

Lead

143.8

Mlbs.

151.7

Mlbs.

Zinc

311.1

Mlbs.

303.6

Mlbs.

Cortez

Gold

$

22,421

147,200

oz.

$

14,109

120,800

oz.

Other(3)

Various

$

79,551

N/A

$

71,257

N/A

Total royalty revenue

$

138,261

$

104,788

Total revenue

$

447,829

$

378,853

Six Months Ended

Six Months Ended

June 30, 2022

June 30, 2021

Reported

Reported

Stream/Royalty

    

Metal(s)

    

Revenue

    

Production(1)

    

Revenue

    

Production(1)

Stream(2):

Mount Milligan

$

88,043

$

77,606

Gold

29,400

oz.

25,400

oz.

Copper

7.6

Mlbs.

7.8

Mlbs.

Pueblo Viejo

$

43,076

$

56,759

Gold

15,600

oz.

21,600

oz.

Silver

.6

Moz.

.7

Moz.

Andacollo

Gold

$

27,395

14,700

oz.

$

40,889

22,500

oz.

Wassa

Gold

$

15,451

8,300

oz.

$

15,902

8,700

oz.

Khoemacau

Silver

$

7,592

221,800

oz.

$

Other(3)

$

28,573

$

18,611

Gold

13,700

oz.

8,200

oz.

Silver

226,900

oz.

138,300

oz.

Total stream revenue

$

210,130

$

209,767

Royalty(2):

Cortez

Gold

$

24,852

154,000

oz.

$

22,348

141,700

oz.

Peñasquito

$

22,758

$

26,527

Gold

264,100

oz.

360,100

oz.

Silver

15.7

Moz.

15.7

Moz.

Lead

77.0

Mlbs.

91.9

Mlbs.

Zinc

205.0

Mlbs.

221.0

Mlbs.

Other(3)

Various

$

51,056

N/A

$

51,974

N/A

Total royalty revenue

$

98,666

$

100,849

Total revenue

$

308,796

$

310,616

(1)Reported production relates to the amount of metal sales subject to our stream and royalty interests for the nine months ended March 31, 2021, and 2020, and may differ from the operators’ public reporting.

Reported production relates to the amount of metal sales subject to our stream and royalty interests for the six months ended June 30, 2022, and 2021, and may differ from the operators’ public reporting.

(2)

Refer to “Property Developments” above for a discussion of recent developments at principal properties.

27

Table of Contents

(3)

Individually, except for our stream interest at Rainy River, which contributed 6% of total revenue for the ninesix months ended March 31,June 30, 2022 and 2021, and 2020, no stream or royalty included within the “Other” category contributed greater than 5% of our total revenue for either period.

The increasedecrease in our total revenue for the nine months ended March 31, 2021 resulted primarily from an increaselower gold sales at Andacollo and Pueblo Viejo and lower gold production at Peñasquito. The decrease was offset by $15.8 million of new revenue from the NX Gold and Khoemacau streams which were not in the average gold, silver and copper prices compared toproduction during the prior period and an increase in production within the royalty segment.year comparable period.

Gold and silver ounces and copper pounds purchased and sold during the ninesix months ended March 31,June 30, 2022 and 2021, and 2020, and gold and silver ounces and copper pounds in inventory as of MarchJune 30, 2022, and December 31, 2021, and June 30, 2020 for our streaming interests were as follows:

Nine Months Ended

Nine Months Ended

As of

As of

March 31, 2021

March 31, 2020

March 31, 2021

June 30, 2020

Gold Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Mount Milligan

41,500

38,000

44,900

43,500

6,800

3,300

Andacollo

35,100

28,800

37,700

41,800

6,500

100

Pueblo Viejo

31,000

31,000

33,900

33,100

11,100

11,100

Wassa

13,100

13,300

11,600

12,500

2,700

2,900

Other

13,400

13,300

15,900

15,400

1,500

1,500

Total

134,100

124,400

144,000

146,300

28,600

18,900

Nine Months Ended

Nine Months Ended

As of

As of

March 31, 2021

March 31, 2020

March 31, 2021

June 30, 2020

Silver Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Pueblo Viejo

1,074,200

1,278,000

1,274,900

1,355,800

247,500

451,200

Other

190,300

141,300

138,300

133,500

72,300

23,400

Total

1,264,500

1,419,300

1,413,200

1,489,300

319,800

474,600

Nine Months Ended

Nine Months Ended

As of

As of

March 31, 2021

March 31, 2020

March 31, 2021

June 30, 2020

Copper Stream

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Inventory (Mlbs.)

    

Inventory (Mlbs.)

Mount Milligan

11.8

12.5

10.2

11.0

0.8

Cost of sales, which excludes depreciation, depletion and amortization, increased to $68.2 million for the nine months ended March 31, 2021, from $63.1 million for the nine months ended March 31, 2020. The increase was primarily due to an increase in gold, silver and copper prices and an increase in copper sales at Mount Milligan when compared to the prior period. This increase was partially offset by a decrease in gold sales at Andacollo when compared to the prior period. Cost of sales is specific to our stream agreements and is the result of our purchase of gold, silver and copper for a cash payment. The cash payment for gold from Mount Milligan is the lesser of $435 per ounce or the prevailing market price of gold when purchased, while the cash payment for our other streams is a set contractual percentage of the gold, silver or copper (Mount Milligan) spot price near the date of metal delivery.

General and administrative costs decreased to $21.2 million for the nine months ended March 31, 2021, from $23.7 million for the nine months ended March 31, 2020. The decrease was primarily due to additional non-cash stock compensation expense of approximately $3.3 million from the accelerated vesting of certain equity awards in connection with the retirement of our former President and Chief Executive Officer and our former Vice President and General Counsel in January 2020.

Exploration costs decreased to $0.6 million for the nine months ended March 31, 2021, from $4.7 million for the three months ended March 31, 2020. Exploration costs were specific to the exploration and advancement of the Peak Gold JV. On September 30, 2020, we sold our Peak Gold JV interest which is discussed earlier in this MD&A and Note 2 of our notes to consolidated financial statements.

Depreciation, depletion and amortization increased to $135.5 million for the nine months ended March 31, 2021, from $130.0 million for the nine months ended March 31, 2020. The increase was primarily due to higher copper sales at Mount Milligan and an increase in depletion rates at Mount Milligan through the six months ended December 31, 2020, as previously discussed in our Fiscal 2020 10-K. During the three months ended March 31, 2021, the gold depletion rate at Mount Milligan decreased as a result of improved gold recoveries. The increase in depreciation, depletion and amortization was partially offset by a decrease in gold sales at Andacollo when compared to the prior period.

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Revenue and Reported Production Subject to Our Stream and Royalty Interests

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

Six Months Ended

Six Months Ended

As of

As of

June 30, 2022

June 30, 2021

June 30, 2022

December 31, 2021

Gold Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Mount Milligan

33,800

29,400

33,000

25,400

8,500

4,100

Andacollo

16,000

14,700

22,000

22,500

3,500

2,200

Pueblo Viejo

15,700

15,600

20,900

21,600

8,700

8,600

Wassa

8,000

8,300

8,000

8,700

1,300

1,600

Other

13,500

13,700

8,300

8,200

2,000

2,200

Total

87,000

81,700

92,200

86,400

24,000

18,700

Six Months Ended

Six Months Ended

As of

As of

June 30, 2022

June 30, 2021

June 30, 2022

December 31, 2021

Silver Stream

    

Purchases (oz.)

    

Sales (oz.)

    

Purchases (oz.)

    

Sales (oz.)

    

Inventory (oz.)

    

Inventory (oz.)

Pueblo Viejo

581,600

590,500

634,000

665,600

307,100

316,000

Khoemacau

362,100

221,800

79,600

42,000

Other

106,300

226,900

170,800

138,300

16,400

34,300

Total

1,050,000

1,039,200

804,800

803,900

403,100

392,300

Six Months Ended

Six Months Ended

As of

As of

June 30, 2022

June 30, 2021

June 30, 2022

December 31, 2021

Copper Stream

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Purchases (Mlbs.)

    

Sales (Mlbs.)

    

Inventory (Mlbs.)

    

Inventory (Mlbs.)

Mount Milligan

6.7

7.6

8.6

7.8

0.9

We recognized an increase in fair value changes in equity securities of $4.1General and administrative costs increased to $19.9 million for the ninesix months ended March 31, 2021, compared to a decrease in fair value of $5.0June 30, 2022, from $14.1 million for the ninesix months ended March 31, 2020.June 30, 2021. The increase was primarily due to a $3.6 million mark-to-marketan increase on the sale of 809,744 Contango common sharesin employee-related costs including non-cash compensation expense, as part of the sale of our interest in the Peak Gold JV during the September 2020 quarter. Refer to Note 4 of our notes to consolidated financial statements for further discussion on our marketable equity securities.well as higher costs associated with ESG initiatives.

InterestDepreciation, depletion and other expense decreasedamortization increased to $5.3$92.0 million for the ninesix months ended March 31, 2021,June 30, 2022, from $7.1$89.3 million for the ninesix months ended March 31, 2020.June 30, 2021. The decreaseincrease was primarily attributabledue to lower interest expense as higher gold sales at Mount Milligan, higher gold production at Cortez and additional depletion from the newly acquired Khoemaca result of lower interest rates on our outstanding debtu and NX Gold streams when compared to the prior year period. Refer to Note 5 of our notes to consolidated financial statements for further discussion on our outstanding debt.The increase was partially offset by lower gold and silver sales at Pueblo Viejo and lower gold sales at Andacollo.

For the ninesix months ended March 31, 2021,June 30, 2022, we recorded income tax expense totaling $31.3$9.4 million, compared with an income tax benefitexpense of $3.7$23.2 million for the ninesix months ended March 31, 2020.June 30, 2021. The income tax expense resulted in an effective tax rate of 12.4%6.4% in the current period, compared with (2.6%)14.6% for the ninesix months ended March 31, 2020.June 30, 2021. The ninesix months ended March 31, 2021 effective tax rateJune 30, 2022, included a discrete income tax benefitsbenefit attributable to the release of $21.8 million resulting primarily froma valuation allowance on certain deferred tax assets.  The six months ended June 30, 2021, included a discrete tax benefit attributable to the releasesettlement of an uncertain tax position due to a settlement agreement with a foreign tax authority and a change to the realizability of certain deferred tax assets. For the nine months ended March 31, 2020, the effective tax rate included an income tax benefit of $32.3 million primarily related to the enactment of the Federal Act on Tax Reform and AHV Financing in Switzerland (Swiss Tax Reform).jurisdiction.

Liquidity and Capital Resources

Overview

At March 31, 2021,June 30, 2022, we had current assets of $446.3$340.3 million compared to current liabilities of $62.7$64.0 million, which resulted in working capital of $383.6$276.3 million and a current ratio of 75 to 1. This compares to current assets of $362.2$216.0 million and current liabilities of $43.6$61.4 million at June 30, 2020,December 31, 2021, resulting in working capital of $318.6$154.6 million and a current ratio of approximately 84 to 1. The increase in working capital was primarily due to increased revenue and proceeds from the sale ofan increase in our interests in the Manh Choh Project during the quarter ended September 30, 2020.available cash.

During the ninesix months ended March 31, 2021,June 30, 2022, liquidity needs were met from $286.3$221.3 million in net cash provided by operating activities and our available cash resources. As of March 31, 2021,June 30, 2022, we had $850 million$1 billion available and $150 million outstanding under our revolving credit facility. Working capital, combined with available capacity under our revolving credit facility, resulted in approximately $1.2$1.3 billion of total liquidity at March 31, 2021.June 30, 2022. We were in compliance with each financial covenant under the revolving credit facility as of March 31, 2021.June 30, 2022. Refer to Note 513 of our notes to consolidated financial statements and below (“Recent Liquidity Developments”) for further discussion on our outstanding debt. On April 1, 2021, we repaid the remaining $150 million outstanding under the credit facility. Upon this repayment, the amount available under our revolving credit facility is $1 billion, with no amounts outstanding.

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

Please refer to our risk factors included in Part 1, Item 1A of our Fiscal 2020 10-KTransition Report for a discussion of certain risks that may impact our liquidity and capital resources.

29Recent Liquidity Developments

Table

Revolving Credit Facility Draw

In July 2022, we borrowed $500 million under our revolving credit facility for business development activities and have $500 million available.

Business Development Activities

Refer to Note 13 of Contentsour notes to consolidated financial statements for further discussion on the liquidity needs for the proposed Great Bear Acquisition and the Cortez Royalty acquisition.

Cash Flows

Operating Activities

Net cash provided by operating activities totaled $286.3$221.3 million for the ninesix months ended March 31, 2021,June 30, 2022, compared to $249.2$213.1 million for the ninesix months ended March 31, 2020.June 30, 2021. The increase was primarily due to an increase in cash proceeds received from our stream and royalty interests, net of cost of sales and production taxes, of approximately $54.4 million. The$20.2 million compared to the prior year period. This increase was partially offset by an increase in income taxes paid of $24.1 million.$6.1 million compared to the prior year period.

Investing Activities

Net cash used in investing activities totaled $21.6$37.9 million for the ninesix months ended March 31, 2021,June 30, 2022, compared to net cash used in investing activities of $105.1$128.8 million for the ninesix months ended March 31, 2020.June 30, 2021. The decrease was primarily due to $49.2 million received for the salelower acquisitions of our Peak Gold JV investmentstream and $12.1 million for the sale of our Contango shares. This decrease was partially offset by advance payments totaling $77.2 million for the Khoemacau silver stream acquisition during the current period,royalty interests compared to $87.8 million during the prior year period.

Financing Activities

Net cash used in financing activities totaled $213.5$46.4 million for the ninesix months ended March 31, 2021,June 30, 2022, compared to $169.9net cash used in financing activities of $240.2 million for the ninesix months ended March 31, 2020.June 30, 2021. The increasedecrease was primarily due to an increase in repayments on our revolving credit facility. We repaid $155.0a repayment of $200 million on our revolving credit facility during the nine months ended March 31, 2021, compared to $115.0 million during the nine months ended March 31, 2020.

Recent Liquidity and Capital Resource Development

Dividend Increase

On November 17, 2020, we announced an increase in our annual dividend for calendar 2021 from $1.12 to $1.20, payable on a quarterly basis of $0.30 per share. The newly declared dividend is 7% higher than the dividend paid during calendar 2020. We have steadily increased our annual dividend for 20 years, or since calendar 2001. We expect to pay our annual dividend using cash on hand.prior year period.

Recently Adopted Accounting Standards and Critical Accounting Policies

Refer to Note 1 of our notes to consolidated financial statements for further discussion on any recently adopted accounting standards. Refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Fiscal 2020 10-KTransition Report for discussion on our critical accounting policies.

Forward-Looking Statements

This report and our other public communications include “forward-looking statements” within the meaning of U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements are not guarantees of future performance, and actual results may differ materially from these statements.

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Forward-looking statements are often identified by words like “will,” “may,” “could,” “should,” “would,” “believe,” “estimate,” “expect,” “anticipate,” “plan,” “forecast,” “potential,” “intend,” “continue,” “project,” or negatives of these words or similar expressions. Forward-looking statements include, among others, statement regarding the following: statements aboutfunding of the purchase price for the Great Bear Acquisition; timing of the receipt of approvals for and closing of the Great Bear Acquisition; our due diligence review process; volatility of metal prices and factors impacting same; our expected financial performance and outlook, including sales volume, revenue, expenses, tax rates, earnings or cash flow; operators’ expected operating and financial performance, including production, deliveries, mine plans, facilities, mineral resources and reserves, access to and adequacy of water sources, development, cash flows, capital expenditures, and capital expenditures; plannedpermitting and environmental impact studies; effects of the pandemic; estimates of fair value and potential acquisitionsimpairments; tax changes; timing for the delivery of deferred silver ounces from Pueblo Viejo; stronger performance at Cortez for the fourth quarter of 2022; adequacy of our current financial resources and funds from operations to cover anticipated expenditures for the foreseeable future; seeking additional debt or dispositions, including funding schedulesequity financing as necessary; borrowing and conditions; liquidity, financingrepaying amounts under our revolving credit facility; and shareholder returns; our overall investment portfolio; macroeconomicdisclosure controls and market conditions including the impacts of COVID-19; prices for gold, silver, copper, nickelprocedures and other metals; potential impairments; or tax changes.internal controls over financial reporting.

FactorsThe risks and uncertainties that could cause actual results to differ materially from these forward-lookingthose in forward looking statements include, among others, the following:without limitation, a lower-price environment for gold, silver, copper, nickel or other metals; operating activities or financial performance of properties on which we hold stream or royalty interests,operators, including inaccuracies in the operator’s disclosures, variations between actual and forecasted performance, operators’the operator’s ability to complete projects on schedule and as planned, the operator’s changes to mine plans and reserves

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and resources, the operator’s liquidity needs, mining and environmental hazards, labor disputes, distribution and supply chain disruptions, permitting and licensing issues, contractual issues involving our stream or royalty agreements,agreement, or operational disruptions due to COVID-19;public health crises; environmental risks, including those caused by climate change; potential cyber-attacks, including ransomware; risks associated with doing business in foreign countries; our ability to identify, finance, valueincreased competition for stream and complete acquisitions;royalty interests; adverse economic and market conditions; changes in laws or regulations governing us, operators or operating properties; changes in management and key employees; the ability to obtain, or delays in obtaining, stockholder and court approval of the Great Bear Acquisition; the risk that an event, change or other circumstance could give rise to the termination of the arrangement agreement with GBR; the risk that a condition to closing of the Great Bear Acquisition may not be satisfied; the risk that any announcement relating to an acquisition could have adverse effects on the market price of Royal Gold’s common stock; the risk of litigation related to acquisitions; and the diversion of management time from ongoing business operations due to acquisition-related issues; and other factors described in Item 1A. Risk Factors of our Fiscal 2020 10-Kreports filed with the Securities and subsequent Forms 10-Q.Exchange Commission, including our Transition Report.  Most of these factors are beyond our ability to predict or control.  Other unpredictable or unknown factors not discussed in this presentation could also have material adverse effects on 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, except as required by law. Readers are cautioned not to put undue reliance on forward-looking statements.

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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, and other metal prices can fluctuate significantly and are affected by numerous factors, such as demand, production levels, economic policies of central banks, producer hedging, world political and economic events, inflation and the strength of the U.S. dollar relative to other currencies. Please see the risk factor entitled “Our revenue is subject to volatility in metal prices, which could negatively affect our results of operations or cash flow.” under Part I, Item 1A of our Fiscal 2020 10-K,Transition Report, for more information about risks associated with metal price volatility.

During the ninesix months ended March 31, 2021,June 30, 2022, we reported revenue of $447.8$308.8 million, with an average gold price for the period of $1,859$1,874 per ounce, an average silver price of $24.96$23.32 per ounce, and an average copper price of $3.35$4.43 per pound. The table below shows the impact that a 10% increase or decrease in the average price of the specified metal would have had on our total reported revenue for the ninesix months ended March 31, 2021:June 30, 2022:

Metal

Percentage of Total Reported Revenue Associated with Specified Metal

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

Gold

73%71%

$22.524.9 million

Copper

12%14%

$3.87.9 million

Silver

10%

$3.31.7 million

ITEM 4.     CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our President and Chief Executive Officer (the principal executive officer) and Chief Financial Officer and Treasurer (the principal financial and accounting officer), we evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2021.June 30, 2022. Based on this evaluation, our President and Chief Executive Officer and Chief Financial Officer and Treasurer have concluded that our disclosure controls and procedures were effective as of March 31, 2021,June 30, 2022, at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the three months ended March 31, 2021,June 30, 2022, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

Our management, including our President and Chief Executive Officer and Chief Financial Officer, and Treasurer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within Royal Gold have been detected.

PART II.    OTHER INFORMATION

ITEM 1.      LEGAL PROCEEDINGS

None.

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ITEM 1A.    RISK FACTORS

There have been no material changes to the risk factors included in the section entitled “Risk Factors” of our Fiscal 2020 10-K.Transition Report.

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

Issuer Purchases of Equity Securities

Period

(a) Total Number of Shares Purchased(1)

(b) Average Price Paid Per Share

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

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

January 2021April 2022

N/A

N/A

February 2021May 2022

N/A

N/A

March 2021June 2022

N/A

N/A

Total

N/A

N/A

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.     MINE SAFETY DISCLOSURE

Not applicable.

ITEM 5.     OTHER INFORMATION

None.

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ITEM 6.     EXHIBITS

Exhibit
Number

    

Description

10.110.1*

AddendumForm of [First][Second] Amendment to the Employment Contract, dated March 4, 2021, between RGLD Gold AG and Daniel BreezeAgreement, as applicable (filed as Exhibit 10.1 to Royal Gold’sof the Current Report on Form 8-K filed on March 8, 2021,May 25, 2022, and incorporated herein by reference).

10.2*

Form of Amendment to Employment Agreement (filed as Exhibit 10.1 of the Current Report on Form 8-K on April 11, 2022, and incorporated herein by reference).

31.1*

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

31.2*

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

32.1‡

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

32.2‡

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

101*

The following financial statements from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021,June 30, 2022, formatted in Inline XBRL: (a) Consolidated Statements of Cash Flows, (b) Consolidated Statements of Operations, (c) Consolidated Statements of Comprehensive Income, (d) Consolidated Balance Sheets, and (e) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.

104*

The cover page from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021,June 30, 2022, formatted in Inline XBRL (included as Exhibit 101).

*

Filed herewith.

Furnished herewith.

Identifies a management contract or compensation plan or arrangement.

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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: May 6, 2021August 4, 2022

By:

/s/ William Heissenbuttel

William Heissenbuttel

President and Chief Executive Officer

(Principal Executive Officer)

Date:  May 6, 2021August 4, 2022

By:

/s/ Paul Libner

Paul Libner

Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer)

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