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,September 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 65,639,02265,643,710 shares of Royal Gold common stock outstanding as of April 28,October 27, 2022.
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 | | |
| | | | |
| | | ||
| | | | |
| | | 3 | |
| | Consolidated Statements of Operations and Comprehensive Income | | 4 |
| | | 5 | |
| | | 6 | |
| | | 7 | |
| | | | |
| Management’s Discussion and Analysis of Financial Condition and Results of Operations | |
| |
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
| | | ||
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
| |
| ||
| | | | |
|
|
2
ITEM 1. FINANCIAL STATEMENTS
ROYAL GOLD, INC.
Consolidated Balance Sheets
(Unaudited, amounts in thousands except share data)
| | | | | | |
|
| March 31, |
| December 31, | ||
|
| 2022 |
| 2021 | ||
ASSETS | | | | | | |
Cash and equivalents | | $ | 183,707 | | $ | 143,551 |
Royalty receivables | | | 53,518 | | | 54,088 |
Income tax receivable | | | 4,397 | | | 4,915 |
Stream inventory | | | 8,490 | | | 11,607 |
Prepaid expenses and other | | | 8,533 | | | 1,835 |
Total current assets | | | 258,645 | | | 215,996 |
Stream and royalty interests, net (Note 3) | | | 2,433,689 | | | 2,443,752 |
Other assets | | | 97,518 | | | 97,284 |
Total assets | | $ | 2,789,852 | | $ | 2,757,032 |
LIABILITIES | | | | | | |
Accounts payable | | $ | 6,267 | | $ | 6,475 |
Dividends payable | | | 22,984 | | | 22,966 |
Income tax payable | | | 8,160 | | | 19,070 |
Other current liabilities | | | 12,132 | | | 12,917 |
Total current liabilities | | | 49,543 | | | 61,428 |
| | | | | | |
Deferred tax liabilities | | | 87,760 | | | 87,705 |
Other liabilities | | | 6,435 | | | 6,688 |
Total liabilities | | | 143,738 | | | 155,821 |
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 65,568,799 and 65,564,364 shares outstanding, respectively | | | 656 | | | 656 |
Additional paid-in capital | | | 2,208,425 | | | 2,206,159 |
Accumulated earnings | | | 424,608 | | | 381,929 |
Total Royal Gold stockholders’ equity | | | 2,633,689 | | | 2,588,744 |
Non-controlling interests | | | 12,425 | | | 12,467 |
Total equity | | | 2,646,114 | | | 2,601,211 |
Total liabilities and equity | | $ | 2,789,852 | | $ | 2,757,032 |
| | | | | | |
|
| September 30, |
| December 31, | ||
|
| 2022 |
| 2021 | ||
ASSETS | | | | | | |
Cash and equivalents | | $ | 122,238 | | $ | 143,551 |
Royalty receivables | | | 28,476 | | | 54,088 |
Income tax receivable | | | 15,056 | | | 4,915 |
Stream inventory | | | 13,691 | | | 11,607 |
Prepaid expenses and other | | | 2,322 | | | 1,835 |
Total current assets | | | 181,783 | | | 215,996 |
Stream and royalty interests, net (Note 3) | | | 3,084,380 | | | 2,443,752 |
Other assets | | | 110,630 | | | 97,284 |
Total assets | | $ | 3,376,793 | | $ | 2,757,032 |
LIABILITIES | | | | | | |
Accounts payable | | $ | 7,332 | | $ | 6,475 |
Dividends payable | | | 22,985 | | | 22,966 |
Income tax payable | | | 21,716 | | | 19,070 |
Other current liabilities | | | 12,443 | | | 12,917 |
Total current liabilities | | | 64,476 | | | 61,428 |
| | | | | | |
Debt (Note 5) | | | 446,327 | | | — |
Deferred tax liabilities | | | 140,197 | | | 87,705 |
Other liabilities | | | 5,854 | | | 6,688 |
Total liabilities | | | 656,854 | | | 155,821 |
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 65,592,597 and 65,564,364 shares outstanding, respectively | | | 656 | | | 656 |
Additional paid-in capital | | | 2,211,353 | | | 2,206,159 |
Accumulated earnings | | | 495,570 | | | 381,929 |
Total Royal Gold stockholders’ equity | | | 2,707,579 | | | 2,588,744 |
Non-controlling interests | | | 12,360 | | | 12,467 |
Total equity | | | 2,719,939 | | | 2,601,211 |
Total liabilities and equity | | $ | 3,376,793 | | $ | 2,757,032 |
The accompanying notes are an integral part of these consolidated financial statements.
3
ROYAL GOLD, INC.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited, amounts in thousands except share data)
| | | | | | |
| | Three Months Ended | ||||
| | March 31, | | March 31, | ||
|
| 2022 |
| 2021 | ||
Revenue (Note 6) | | $ | 162,355 | | $ | 142,589 |
| | | | | | |
Costs and expenses | | | | | | |
Cost of sales (excludes depreciation, depletion and amortization) | | | 22,639 | | | 21,469 |
General and administrative | | | 8,931 | | | 6,932 |
Production taxes | | | 2,221 | | | 1,835 |
Depreciation, depletion and amortization | | | 47,988 | | | 41,296 |
Total costs and expenses | | | 81,779 | | | 71,532 |
| | | | | | |
Operating income | | | 80,576 | | | 71,057 |
| | | | | | |
Fair value changes in equity securities | | | 613 | | | 1,902 |
Interest and other income | | | 975 | | | 733 |
Interest and other expense | | | (898) | | | (1,820) |
Income before income taxes | | | 81,266 | | | 71,872 |
| | | | | | |
Income tax expense | | | (15,304) | | | (17,679) |
Net income and comprehensive income | | | 65,962 | | | 54,193 |
Net income and comprehensive income attributable to non-controlling interests | | | (287) | | | (167) |
Net income and comprehensive income attributable to Royal Gold common stockholders | | $ | 65,675 | | $ | 54,026 |
Net income per share attributable to Royal Gold common stockholders: | | | | | | |
Basic earnings per share | | $ | 1.00 | | $ | 0.82 |
Basic weighted average shares outstanding | | | 65,565,735 | | | 65,550,400 |
Diluted earnings per share | | $ | 1.00 | | $ | 0.82 |
Diluted weighted average shares outstanding | | | 65,644,668 | | | 65,621,603 |
Cash dividends declared per common share | | $ | 0.35 | | $ | 0.30 |
| | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended | ||||||||
| | September 30, | | September 30, | | September 30, | | September 30, | ||||
|
| 2022 |
| 2021 |
| 2022 |
| 2021 | ||||
Revenue (Note 6) | | $ | 131,429 | | $ | 174,431 | | | 440,226 | | $ | 485,047 |
| | | | | | | | | | | | |
Costs and expenses | | | | | | | | | | | | |
Cost of sales (excludes depreciation, depletion and amortization) | | | 23,221 | | | 27,230 | | | 69,670 | | | 73,367 |
General and administrative | | | 7,554 | | | 7,129 | | | 25,797 | | | 21,272 |
Production taxes | | | 1,119 | | | 2,054 | | | 4,765 | | | 6,042 |
Depreciation, depletion and amortization | | | 37,761 | | | 50,611 | | | 129,739 | | | 139,935 |
Total costs and expenses | | | 69,655 | | | 87,024 | | | 229,971 | | | 240,616 |
| | | | | | | | | | | | |
Operating income | | | 61,774 | | | 87,407 | | | 210,255 | | | 244,431 |
| | | | | | | | | | | | |
Fair value changes in equity securities | | | 356 | | | 176 | | | (1,221) | | | 4,035 |
Interest and other income | | | 3,571 | | | 819 | | | 5,665 | | | 2,227 |
Interest and other expense | | | (8,814) | | | (1,908) | | | (11,110) | | | (4,873) |
Income before income taxes | | | 56,887 | | | 86,494 | | | 203,589 | | | 245,820 |
| | | | | | | | | | | | |
Income tax expense | | | (10,954) | | | (16,028) | | | (20,347) | | | (39,242) |
Net income and comprehensive income | | | 45,933 | | | 70,466 | | | 183,242 | | | 206,578 |
Net income and comprehensive income attributable to non-controlling interests | | | (141) | | | (290) | | | (633) | | | (699) |
Net income and comprehensive income attributable to Royal Gold common stockholders | | $ | 45,792 | | $ | 70,176 | | $ | 182,609 | | $ | 205,879 |
Net income per share attributable to Royal Gold common stockholders: | | | | | | | | | | | | |
Basic earnings per share | | $ | 0.70 | | $ | 1.07 | | $ | 2.78 | | $ | 3.14 |
Basic weighted average shares outstanding | | | 65,579,834 | | | 65,556,608 | | | 65,571,737 | | | 65,552,586 |
Diluted earnings per share | | $ | 0.70 | | $ | 1.07 | | $ | 2.78 | | $ | 3.13 |
Diluted weighted average shares outstanding | | | 65,660,152 | | | 65,627,845 | | | 65,661,197 | | | 65,628,827 |
Cash dividends declared per common share | | $ | 0.35 | | $ | 0.30 | | $ | 1.05 | | $ | 0.90 |
The accompanying notes are an integral part of these consolidated financial statements.
4
ROYAL GOLD, INC.
Consolidated Statements of Changes in Stockholders’ Equity
Three months ended March 31,September 30, 2022, and 2021
(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 | | Interests | | Equity | | 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 | |||||||||||||||||
Balance at June 30, 2022 |
| 65,569,687 | | $ | 656 |
| $ | 2,210,809 | | $ | 472,764 | | $ | 12,429 | | $ | 2,696,658 | |||||||||||||||||
Stock-based compensation and related share issuances |
| 4,435 | |
| — |
|
| 2,266 | |
| — | |
| — | |
| 2,266 |
| 22,910 | |
| — |
|
| 544 | |
| — | |
| — | |
| 544 |
Distributions to non-controlling interests | | — | |
| — |
|
| — | |
| — | |
| (329) | |
| (329) | | — | |
| — |
|
| — | |
| — | |
| (210) | |
| (210) |
Net income and comprehensive income |
| — | |
| — |
|
| — | |
| 65,675 | |
| 287 | |
| 65,962 |
| — | |
| — |
|
| — | | | 45,792 | |
| 141 | |
| 45,933 |
Dividends declared |
| — | |
| — |
|
| — | |
| (22,996) | |
| — | |
| (22,996) |
| — | |
| — |
|
| — | |
| (22,986) | |
| — | |
| (22,986) |
Balance at March 31, 2022 |
| 65,568,799 | | $ | 656 |
| $ | 2,208,425 | | $ | 424,608 | | $ | 12,425 | | $ | 2,646,114 | |||||||||||||||||
Balance at September 30, 2022 |
| 65,592,597 | | $ | 656 |
| $ | 2,211,353 | | $ | 495,570 | | $ | 12,360 | | $ | 2,719,939 | |||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 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 | | Interests | | Equity | | 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 | |||||||||||||||||
Balance at June 30, 2021 |
| 65,551,061 | | $ | 656 |
| $ | 2,203,863 | | $ | 286,249 | | $ | 12,647 | | $ | 2,503,415 | |||||||||||||||||
Stock-based compensation and related share issuances |
| 2,030 | |
| — |
|
| 1,334 | |
| — | |
| — | |
| 1,334 |
| 12,741 | |
| — |
|
| 594 | |
| — | |
| — | |
| 594 |
Distributions to non-controlling interests | | — | |
| — |
|
| — | |
| — | |
| (399) | |
| (399) | | — | |
| — |
|
| — | |
| — | |
| (271) | |
| (271) |
Net income and comprehensive income |
| — | |
| — |
|
| — | |
| 54,026 | |
| 167 | |
| 54,193 |
| — | |
| — |
|
| — | |
| 70,176 | |
| 290 | |
| 70,466 |
Dividends declared |
| — | |
| — |
|
| — | |
| (19,682) | |
| — | |
| (19,682) |
| — | |
| — |
|
| — | |
| (19,691) | |
| — | |
| (19,691) |
Balance at March 31, 2021 |
| 65,550,445 | | $ | 656 |
| $ | 2,202,410 | | $ | 224,254 | | $ | 12,805 | | $ | 2,440,125 | |||||||||||||||||
Balance at September 30, 2021 |
| 65,563,802 | | $ | 656 |
| $ | 2,204,457 | | $ | 336,734 | | $ | 12,666 | | $ | 2,554,513 |
ROYAL GOLD, INC.
Consolidated Statements of Changes in Stockholders’ Equity
Nine Months ended September 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 |
| 28,233 | |
| — |
|
| 5,194 | |
| — | |
| — | |
| 5,194 |
Distributions to non-controlling interests | | — | |
| — |
|
| — | |
| — | |
| (740) | |
| (740) |
Net income and comprehensive income |
| — | |
| — |
|
| — | |
| 182,609 | |
| 633 | |
| 183,242 |
Dividends declared |
| — | |
| — |
|
| — | |
| (68,968) | |
| — | |
| (68,968) |
Balance at September 30, 2022 |
| 65,592,597 | | $ | 656 |
| $ | 2,211,353 | | $ | 495,570 | | $ | 12,360 | | $ | 2,719,939 |
| | | | | | | | | | | | | | | | | |
| | 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 |
| 15,387 | |
| — |
|
| 3,381 | |
| — | |
| — | |
| 3,381 |
Distributions to non-controlling interests | | — | |
| — |
|
| — | |
| — | |
| (1,070) | |
| (1,070) |
Net income and comprehensive income |
| — | |
| — |
|
| — | |
| 205,879 | |
| 699 | |
| 206,578 |
Dividends declared |
| — | |
| — |
|
| — | |
| (59,055) | |
| — | |
| (59,055) |
Balance at September 30, 2021 |
| 65,563,802 | | $ | 656 |
| $ | 2,204,457 | | $ | 336,734 | | $ | 12,666 | | $ | 2,554,513 |
The accompanying notes are an integral part of these consolidated financial statements.
5
ROYAL GOLD, INC.
Consolidated Statements of Cash Flows
(Unaudited, amounts in thousands)
| | | | | | |
| | Three Months Ended | ||||
| | March 31, | | March 31, | ||
|
| 2022 |
| 2021 | ||
Cash flows from operating activities: | | | | | | |
Net income and comprehensive income | | $ | 65,962 | | $ | 54,193 |
Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities: | | | | | | |
| | | | | | |
Depreciation, depletion and amortization | | | 47,988 | | | 41,296 |
Non-cash employee stock compensation expense | | | 2,124 | | | 1,344 |
Fair value changes in equity securities | | | (613) | | | (1,902) |
Deferred tax expense (benefit) | | | 688 | | | (645) |
Other | | | 245 | | | 286 |
Changes in assets and liabilities: | | | | | | |
Royalty receivables | | | 569 | | | (1,111) |
Stream inventory | | | 3,118 | | | (591) |
Income tax receivable | | | 518 | | | (5,731) |
Prepaid expenses and other assets | | | (7,309) | | | 98 |
Accounts payable | | | (208) | | | 1,793 |
Income tax payable | | | (10,910) | | | 2,342 |
Uncertain tax positions | | | — | | | (310) |
Other liabilities | | | (1,039) | | | 1,171 |
Net cash provided by operating activities | | $ | 101,133 | | $ | 92,233 |
| | | | | | |
Cash flows from investing activities: | | | | | | |
Acquisition of stream and royalty interests | | | (37,800) | | | (33,656) |
Other | | | (11) | | | (87) |
Net cash used in investing activities | | $ | (37,811) | | $ | (33,743) |
| | | | | | |
Cash flows from financing activities: | | | | | | |
Repayment of debt | | | — | | | (50,000) |
Net payments from issuance of common stock | | | 141 | | | (10) |
Common stock dividends | | | (22,978) | | | (19,682) |
Other | | | (329) | | | (397) |
Net cash used in financing activities | | $ | (23,166) | | $ | (70,089) |
Net increase (decrease) in cash and equivalents | | | 40,156 | | | (11,599) |
Cash and equivalents at beginning of period | | | 143,551 | | | 381,859 |
Cash and equivalents at end of period | | $ | 183,707 | | $ | 370,260 |
| | | | | | |
| | Nine Months Ended | ||||
| | September 30, | | September 30, | ||
|
| 2022 |
| 2021 | ||
Cash flows from operating activities: | | | | | | |
Net income and comprehensive income | | $ | 183,242 | | $ | 206,578 |
Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities: | | | | | | |
Depreciation, depletion and amortization | | | 129,739 | | | 139,935 |
Non-cash employee stock compensation expense | | | 6,632 | | | 4,340 |
Fair value changes in equity securities | | | 1,221 | | | (4,035) |
Deferred tax (benefit) expense | | | (17,757) | | | 8,465 |
Other | | | 734 | | | 1,418 |
Changes in assets and liabilities: | | | | | | |
Royalty receivables | | | 25,612 | | | (8,643) |
Stream inventory | | | (2,083) | | | 1,678 |
Income tax receivable | | | (10,141) | | | 4,858 |
Prepaid expenses and other assets | | | (3,073) | | | (1,608) |
Accounts payable | | | 857 | | | 2,859 |
Income tax payable | | | 2,646 | | | 615 |
Uncertain tax positions | | | — | | | (12,378) |
Other liabilities | | | (1,310) | | | (1,111) |
Net cash provided by operating activities | | $ | 316,319 | | $ | 342,971 |
| | | | | | |
Cash flows from investing activities: | | | | | | |
Acquisition of stream and royalty interests | | | (715,829) | | | (384,315) |
Khoemacau subordinated debt facility | | | — | | | (25,000) |
Proceeds from sale of equity securities | | | — | | | 8,651 |
Other | | | (676) | | | (910) |
Net cash used in investing activities | | $ | (716,505) | | $ | (401,574) |
| | | | | | |
Cash flows from financing activities: | | | | | | |
Repayment of debt | | | (50,000) | | | (200,000) |
Borrowings from revolving credit facility | | | 500,000 | | | 100,000 |
Net payments from issuance of common stock | | | (1,438) | | | (959) |
Common stock dividends | | | (68,938) | | | (59,046) |
Other | | | (751) | | | (3,043) |
Net cash provided by (used in) financing activities | | $ | 378,873 | | $ | (163,048) |
Net decrease in cash and equivalents | | | (21,313) | | | (221,651) |
Cash and equivalents at beginning of period | | | 143,551 | | | 381,859 |
Cash and equivalents at end of period | | $ | 122,238 | | $ | 160,208 |
The accompanying notes are an integral part of these consolidated financial statements.
6
1. OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT 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 nine months ended March 31,September 30, 2022 are not necessarily indicative of the results that may be expected for the calendar year ending December 31, 2022. These interim unaudited consolidated financial statements should be read in conjunction with our Transition Report on Form 10-K for the six months ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on February 17, 2022 (“Transition Report”).
Recent Accounting Standards
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 or other standards-setting bodies through the filing date of these unaudited consolidated financial statements and do not believe the future adoption of any such standards will have a material impact on our consolidated financial statements.
2. ACQUISITIONS
Acquisition of Great Bear Royalties Corporation
On September 9, 2022, we completed the previously announced acquisition of all of the issued and outstanding shares of Great Bear Royalties Corporation (“GBR”) for cash consideration of approximately C$199.6 million (US$151.7 million) (“the Acquisition Price”). GBR’s sole material asset is a 2.0% net smelter return royalty (“Great Bear Royalty”) that covers the entirety of the Great Bear Project in the Red Lake district of Ontario, Canada, owned and operated by a subsidiary of Kinross Gold Corporation (“Kinross”). The Great Bear Royalty includes all metals produced from contiguous claims covering 9,140 hectares and will be registered on title to the relevant claims. Royalty payments will be made quarterly with applicable standard deductions. The purchase price was funded with available cash on hand.
As part of the acquisition and in exchange for information and access to the project provided by Kinross, we granted an option to Kinross to purchase a 25% interest in the Great Bear Royalty (0.5% of the 2.0% royalty rate) for an amount equal to 25% of the Acquisition Price, 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 Great Bear Royalty is the sole material asset of GBR and represents substantially all the fair value of GBR’s gross assets. As a result, the GBR acquisition has been accounted for as an asset acquisition and the fair values of the GBR assets acquired are shown below:
7
| | | |
| | (in thousands) | |
Purchase Price | | $ | 151,679 |
Cash | | | 315 |
Other assets | | | 293 |
Royalty interests in mineral property (Great Bear royalty) | | | 151,071 |
Total allocated purchase price | | $ | 151,679 |
The $151.1 million allocated fair value of the Great Bear Royalty, plus $2.3 million of direct transaction costs and deferred tax of $53.6 million have been capitalized with the Great Bear Royalty interest and allocated to exploration stage royalty interests within Stream and royalty interests, net on our consolidated balance sheets. The deferred tax was recorded as a gross-up to the Great Bear Royalty mineral interest as prescribed by the applicable guidance.
Acquisition of Additional Royalty Interest on Cortez Complex
On August 2, 2022, we acquired a sliding scale gross royalty (“Cortez Complex Royalty”) on production from an area including the Cortez mine operational area and the Fourmile development project (the “Cortez Complex”) for cash consideration of $525 million. The area within the Cortez Complex is owned or controlled by Nevada Gold Mines LLC (“NGM”), a joint venture between Barrick Gold Corporation (“Barrick”) and Newmont Corporation, with the exception of the Fourmile development project which is 100% owned and operated by Barrick. The 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. Based on information available, the royalty would not cover the existing deposits within the Robertson property. At current gold prices the Cortez Complex Royalty is an effective 1.2% gross royalty on the Cortez Complex and is not subject to any stepdowns or caps. Deductions from the Cortez Complex Royalty payments are limited to third-party royalties that existed prior to the creation of the royalty in 2008, which include the existing Crossroads and Pipeline royalties owned by Royal Gold. The purchase price was funded with debt and available cash on hand.
The acquisition has been accounted for as an asset acquisition and the $525 million cash consideration, plus direct acquisition costs, have been recorded and allocated between production and exploration stage royalty interests (Note 3) within Stream and royalty interests, net on our consolidated balance sheets. On the date of acquisition, approximately $199 million and $326 million was allocated to production stage and exploration stage royalty interests, respectively. The acquisition cost of the production stage Cortez Complex Royalty will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by NGM.
The royalty is payable after cumulative production from the Cortez Complex of 15 million gold equivalent ounces from January 1, 2008 onwards. During the quarter ended September 30, 2022, the production threshold was reached and approximately 3,300 ounces of gold production was attributable to the royalty. We expect all production from the Cortez Complex in the fourth quarter of 2022 to be subject to the royalty. The royalty is payable within forty-five days after the end of each calendar quarter.
Lawyers Royalty Acquisition
On March 24, 2022, we acquired 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 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. The Lawyers Project acquisition has been accounted for as an asset acquisition. The $8.0 million cash consideration, 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.
Khoemacau Silver Stream
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 Khoemacau 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%
8
to 100%. TheCumulative advance payments of $265 million, of advance payments, plus direct acquisition costs, have been recorded as a production stage stream interest within Stream and royalty interests, net on our consolidated balance sheets.
As of March 31,September 30, 2022, $25.0 million of the subordinated debt facility, and $2.6$4.4 million of accrued interest remains outstanding on the Khoemacau subordinated debt facility, and these amounts are included in Other assets in our
7
consolidated balance sheets. Refer to our Transition Report for further details on the Khoemacau silver stream acquisition and subordinated debt facility.
3. STREAM AND ROYALTY INTERESTS, NET
The following tables summarize our stream and royalty interests, net as of March 31, 2022 and December 31, 2021.
3. STREAM AND ROYALTY INTERESTS, NET
The following tables summarize our stream and royalty interests, net as of September 30, 2022 and December 31, 2021.
Click or tap here to enter text. | | | | | | | | | | |||||||||
As of March 31, 2022 (Amounts in thousands): |
| Cost |
| Accumulated Depletion |
| Net | ||||||||||||
| | | | | | | | | | |||||||||
As of September 30, 2022 (Amounts in thousands): |
| Cost |
| Accumulated Depletion |
| Net | ||||||||||||
Production stage stream interests: | | | | | | | | | | | | | | | | | | |
Mount Milligan | | $ | 790,635 | | $ | (352,165) | | $ | 438,470 | | $ | 790,635 | | $ | (379,708) | | $ | 410,927 |
Pueblo Viejo | | | 610,405 | | | (267,872) | | | 342,533 | | | 610,404 | | | (281,730) | | | 328,674 |
Andacollo | | | 388,182 | | | (143,144) | | | 245,038 | | | 388,182 | | | (149,586) | | | 238,596 |
Khoemacau | | | 265,911 | | | (4,963) | | | 260,948 | | | 265,911 | | | (11,621) | | | 254,290 |
Rainy River | | | 175,727 | | | (53,285) | | | 122,442 | | | 175,727 | | | (58,328) | | | 117,399 |
Wassa | | | 146,475 | | | (87,597) | | | 58,878 | | | 146,475 | | | (93,474) | | | 53,001 |
Other | | | 69,100 | | | (6,254) | | | 62,846 | | | 69,100 | | | (11,200) | | | 57,900 |
Total production stage stream interests | | | 2,446,435 | | | (915,280) | | | 1,531,155 | | | 2,446,434 | | | (985,647) | | | 1,460,787 |
| | | | | | | | | | | | | | | | | | |
Production stage royalty interests: | | | | | | | | | | | | | | | | | | |
Cortez | | | 280,219 | | | (28,352) | | | 251,867 | |||||||||
Voisey's Bay | | | 205,724 | | | (115,738) | | | 89,986 | | | 205,724 | | | (117,228) | | | 88,496 |
Red Chris | | | 116,187 | | | (1,797) | | | 114,390 | | | 116,187 | | | (1,797) | | | 114,390 |
Peñasquito | | | 99,172 | | | (54,243) | | | 44,929 | | | 99,172 | | | (56,529) | | | 42,643 |
Cortez | | | 80,681 | | | (26,693) | | | 53,988 | |||||||||
Other | | | 447,014 | | | (390,227) | | | 56,787 | | | 447,246 | | | (395,641) | | | 51,605 |
Total production stage royalty interests | | | 948,778 | | | (588,698) | | | 360,080 | | | 1,148,548 | | | (599,547) | | | 549,001 |
Total production stage stream and royalty interests | | | 3,395,213 | | | (1,503,978) | | | 1,891,235 | | | 3,594,982 | | | (1,585,194) | | | 2,009,788 |
| | | | | | | | | | | | | | | | | | |
Development stage stream interests: | | | | | | | | | | | | | | | | | | |
Other | | | 12,038 | | | — | | | 12,038 | | | 12,038 | | | — | | | 12,038 |
Development stage royalty interests: | | | | | | | | | | | | | | | | | | |
Côté | | | 45,421 | | | — | | | 45,421 | | | 45,421 | | | — | | | 45,421 |
Other | | | 62,797 | | | — | | | 62,797 | | | 73,233 | | | | | | 73,233 |
Total development stage stream and royalty interests | | | 120,256 | | | — | | | 120,256 | | | 130,692 | | | — | | | 130,692 |
| | | | | | | | | | | | | | | | | | |
Exploration stage stream interests: | | | | | | | | | | | | | | | | | | |
NX Gold | | | 34,213 | | | — | | | 34,213 | | | 34,253 | | | — | | | 34,253 |
Exploration stage royalty interests: | | | | | | | | | | | | | | | | | | |
Cortez | | | 325,654 | | | — | | | 325,654 | |||||||||
Great Bear | | | 206,965 | | | — | | | 206,965 | |||||||||
Pascua-Lama | | | 177,690 | | | — | | | 177,690 | | | 177,690 | | | — | | | 177,690 |
Red Chris | | | 48,895 | | | — | | | 48,895 | | | 48,895 | | | — | | | 48,895 |
Côté | | | 29,610 | | | | | | 29,610 | | | 29,610 | | | — | | | 29,610 |
Other | | | 131,790 | | | — | | | 131,790 | | | 120,833 | | | — | | | 120,833 |
Total exploration stage stream and royalty interests | | | 422,198 | | | — | | | 422,198 | | | 943,900 | | | — | | | 943,900 |
Total stream and royalty interests, net | | $ | 3,937,667 | | $ | (1,503,978) | | $ | 2,433,689 | | $ | 4,669,574 | | $ | (1,585,194) | | $ | 3,084,380 |
89
| | | | | | | | | |
As of December 31, 2021 (Amounts in thousands): |
| Cost |
| Accumulated Depletion | | Net | |||
Production stage stream interests: | | | | | | | | | |
Mount Milligan | | $ | 790,635 | | $ | (336,921) | | $ | 453,714 |
Pueblo Viejo | | | 610,405 | | | (260,321) | | | 350,084 |
Andacollo | | | 388,182 | | | (139,035) | | | 249,147 |
Khoemacau | | | 239,411 | | | (3,402) | | | 236,009 |
Rainy River | | | 175,727 | | | (50,115) | | | 125,612 |
Wassa | | | 146,475 | | | (84,915) | | | 61,560 |
Other | | | 69,101 | | | (4,193) | | | 64,908 |
Total production stage stream interests | | | 2,419,936 | | | (878,902) | | | 1,541,034 |
| | | | | | | | | |
Production stage royalty interests: | | | | | | | | | |
Voisey's Bay | | | 205,724 | | | (113,602) | | | 92,122 |
Red Chris | | | 116,187 | | | — | | | 116,187 |
Peñasquito | | | 99,172 | | | (53,022) | | | 46,150 |
Cortez | | | 80,681 | | | (23,225) | | | 57,456 |
Other | | | 447,799 | | | (387,364) | | | 60,435 |
Total production stage royalty interests | | | 949,563 | | | (577,213) | | | 372,350 |
Total production stage stream and royalty interests | | | 3,369,499 | | | (1,456,115) | | | 1,913,384 |
| | | | | | | | | |
Development stage stream interests: | | | | | | | | | |
Other | | | 12,037 | | | — | | | 12,037 |
Development stage royalty interests: | | | | | | | | | |
Côté | | | 45,421 | | | — | | | 45,421 |
Other | | | 54,755 | | | — | | | 54,755 |
Total development stage stream and royalty interests | | | 112,213 | | | — | | | 112,213 |
| | | | | | | | | |
Exploration stage stream interests: | | | | | | | | | |
NX Gold | | | 30,974 | | | — | | | 30,974 |
Exploration stage royalty interests: | | | | | | | | | |
Pascua-Lama | | | 177,690 | | | — | | | 177,690 |
Red Chris | | | 48,895 | | | — | | | 48,895 |
Côté | | | 29,610 | | | — | | | 29,610 |
Other | | | 130,986 | | | — | | | 130,986 |
Total exploration stage royalty interests | | | 418,155 | | | — | | | 418,155 |
Total stream and royalty interests, net | | $ | 3,899,867 | | $ | (1,456,115) | | $ | 2,443,752 |
MountMilligan
On October 4, 2022, Centerra Gold, Inc. (“Centerra”) announced the highlights of an updated life of mine plan for Mount Milligan which provided, among other things, a four-year extension of the mine life to 2033 and increases to the proven and probable reserves. As a result of the increase in proven and probable reserves, the gold and copper depletion rates on our Mount Milligan stream decreased to $416 per ounce of gold and $1.06 per pound of copper as of September 30, 2022 from $703 per ounce of gold and $1.53 per pound of copper. Centerra reported that it expects to file a new technical report detailing the life of mine plan within 45 days of October 4, 2022.
4. MARKETABLE EQUITY SECURITIES
As of March 31,September 30, 2022, our marketable equity securities include warrants to purchase up to 19,640,000 common shares of TriStar Gold Inc.Inc, 250,000 common shares of Goldon Resources Ltd. and 1,242,500 common shares of Mountain Boy Minerals Ltd. The common shares of Goldon Resources Ltd. and Mountain Boy Minerals Ltd. were acquired as part of the GBR acquisition. Our marketable equity securities are measured at fair value (Note 11) each reporting period with any changes in fair value recognized in net income.
10
The fair value of our marketable equity securities increased $0.6 million and $1.9$0.4 million for the three months ended March 31,September 30, 2022, and decreased $1.2 million for nine months ended September 30, 2022, and increased $0.2 million and $4.0 million for the three and nine months ended September 30, 2021, respectively, and theserespectively. These changes 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,September 30, 2022 and December 31, 2021, was $2.3$0.7 million and $1.7 million, respectively, and is included in Other assets on our consolidated balance sheets.
9
ROYAL GOLD, INC.5. DEBT
Notes to Consolidated Financial Statements
(Unaudited)
Our debt as of September 30, 2022 and December 31, 2021 consists of the following (amounts in thousands):
| | | | | | | | | | | | | | | | | | |
| | As of September 30, 2022 | | As of December 31, 2021 | ||||||||||||||
|
| Principal |
| Debt Issuance Costs |
| Total |
| Principal |
| Debt Issuance Costs1 |
| Total | ||||||
| | | (Amounts in thousands) | | | (Amounts in thousands) | ||||||||||||
Revolving credit facility | | $ | 450,000 | | $ | (3,673) | | $ | 446,327 | | $ | — | | $ | (4,408) | | $ | (4,408) |
Total debt | | $ | 450,000 | | $ | (3,673) | | $ | 446,327 | | $ | — | | $ | (4,408) | | $ | (4,408) |
5. DEBT(1) Included in Other assets on our consolidated balance sheets.
Revolving credit facility
On July 2, 2022, we borrowed $500 million under our revolving credit facility for the acquisition of the Cortez Complex Royalty, and on September 6, 2022, we repaid $50 million of the outstanding borrowings. Refer to Note 2 of our notes to consolidated financial statements for further discussion on the Cortez Complex Royalty acquisition.
As of March 31,September 30, 2022, we had 0 amounts$450 million outstanding and $550 million available under our revolving credit facility dated June 2, 2017, and as amended. Interest expense recognizedThe interest rate on theborrowings under our revolving credit facility as of September 30, 2022, was LIBOR plus 1.10% for an all-in rate of 4.2%. Interest expense, which includes interest on outstanding borrowings and amortization of debt issuance costs, was $3.9 million and $4.4 million for the three and nine months ended March 31,September 30, 2022, respectively, and 2021, was approximately $0.2$1.0 million and $0.8$2.1 million respectively,for the three and included the amortization of the debt issuance costs and interest on the outstanding borrowings.nine months ended September 30, 2021, respectively. We were in compliance with each financial covenant (leverage ratio and interest coverage ratio) under the revolving credit facility as of March 31,September 30, 2022.
We may repay any borrowings under the revolving credit facility at any time without premium or penalty.
6. REVENUE
Revenue Recognition
A performance obligation is a promise in a contract to transfer control of a distinct good or service (or integrated package of goods and/or services) to a customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, a performance obligation is satisfied. In accordance with this guidance, revenue attributable to our stream interests and royalty interests is generally recognized at the point in time that control of the related metal production transfers to our customers. The amount of revenue we recognize further reflects the consideration to which we are entitled under the respective stream or royalty agreement. A more detailed summary of our revenue recognition policies for our stream and royalty interests is discussed below.
Stream Interests
A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more of the metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement. Gold, silver and copper received under our metal streaming agreements are taken into inventory, and then sold primarily using average spot rate gold, silver and copper forward contracts. The sales price for these average spot rate forward contracts is determined by the average daily gold, silver or copper spot prices during the term of the contract, typically a consecutive number of trading days between ten days and three months (depending on the frequency
11
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 costs.
10
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 Transition Report. For the three months ended March 31,September 30, 2022, royalty revenue that was estimated or was attributable to metal production for a period prior to March 31,September 30, 2022, was not material.
Disaggregation of Revenue
We have identified 2two 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 10.
Revenue by metal type attributable to each of our revenue sources is disaggregated as follows (amounts in thousands):
| | | | | |
| Three Months Ended | ||||
| March 31, |
| March 31, | ||
| 2022 | | 2021 | ||
Stream revenue: | | | | | |
Gold | $ | 77,502 | | $ | 65,511 |
Silver | | 11,439 | | | 12,805 |
Copper | | 16,310 | | | 17,030 |
Total stream revenue | $ | 105,251 | | $ | 95,346 |
Royalty revenue: | | | | | |
Gold | $ | 37,917 | | $ | 31,245 |
Silver | | 4,317 | | | 4,208 |
Copper | | 6,705 | | | 4,015 |
Other | | 8,165 | | | 7,775 |
Total royalty revenue | $ | 57,104 | | $ | 47,243 |
Total revenue | $ | 162,355 | | $ | 142,589 |
Revenue attributable to our principal stream and royalty interests is disaggregated as follows (amounts in thousands):
| | | | | | | | |
| | | | Three Months Ended | ||||
| | | | March 31, |
| March 31, | ||
| | Metal(s) | | 2022 | | 2021 | ||
Stream revenue: | | | | | | | | |
Mount Milligan | | Gold & Copper | | $ | 42,416 | | $ | 33,803 |
Pueblo Viejo | | Gold & Silver | | | 23,264 | | | 30,173 |
Andacollo | | Gold | | | 15,674 | | | 13,022 |
Wassa | | Gold | | | 7,202 | | | 8,774 |
Khoemacau | | Silver | | | 2,389 | | | — |
Other | | Gold & Silver | | | 14,306 | | | 9,574 |
Total stream revenue | | | | $ | 105,251 | | $ | 95,346 |
Royalty revenue: | | | | | | | | |
Cortez | | Gold | | $ | 16,714 | | $ | 8,609 |
Peñasquito | | Gold, Silver, Lead & Zinc | | | 13,094 | | | 13,128 |
Other | | Various | | | 27,296 | | | 25,506 |
Total royalty revenue | | | | $ | 57,104 | | $ | 47,243 |
Total revenue | | | | $ | 162,355 | | $ | 142,589 |
Please refer to Note 10 for the geographical distribution of our revenue by reportable segment.
1112
Revenue by metal type attributable to each of our revenue sources is disaggregated as follows (amounts in thousands):
| | | | | | | | | | | |
| Three Months Ended | | Nine Months Ended | ||||||||
| September 30, |
| September 30, |
| September 30, |
| September 30, | ||||
| 2022 | | 2021 | | 2022 | | 2021 | ||||
Stream revenue: | | | | | | | | | | | |
Gold | $ | 76,833 | | $ | 83,318 | | $ | 229,661 | | $ | 240,016 |
Silver | | 12,063 | | | 13,877 | | | 36,393 | | | 35,132 |
Copper | | 9,836 | | | 18,726 | | | 42,809 | | | 50,540 |
Total stream revenue | $ | 98,732 | | $ | 115,921 | | $ | 308,863 | | $ | 325,688 |
Royalty revenue: | | | | | | | | | | | |
Gold | $ | 23,163 | | $ | 43,417 | | $ | 90,054 | | $ | 111,826 |
Silver | | 2,648 | | | 3,952 | | | 10,477 | | | 12,517 |
Copper | | 1,285 | | | 4,967 | | | 11,271 | | | 12,960 |
Other | | 5,601 | | | 6,174 | | | 19,561 | | | 22,056 |
Total royalty revenue | $ | 32,697 | | $ | 58,510 | | $ | 131,363 | | $ | 159,359 |
Total revenue | $ | 131,429 | | $ | 174,431 | | $ | 440,226 | | $ | 485,047 |
Revenue attributable to our principal stream and royalty interests is disaggregated as follows (amounts in thousands):
| | | | | | | | | | | | | | |
| | | | Three Months Ended | | Nine Months Ended | ||||||||
| | | | September 30, |
| September 30, |
| September 30, |
| September 30, | ||||
| | Metal(s) | | 2022 | | 2021 | | 2022 | | 2021 | ||||
Stream revenue: | | | | | | | | | | | | | | |
Mount Milligan | | Gold & Copper | | $ | 41,553 | | $ | 53,455 | | $ | 129,596 | | $ | 131,061 |
Pueblo Viejo | | Gold & Silver | | | 21,156 | | | 27,198 | | | 64,232 | | | 83,957 |
Andacollo | | Gold | | | 12,170 | | | 11,601 | | | 39,565 | | | 52,491 |
Wassa | | Gold | | | 7,390 | | | 8,033 | | | 22,840 | | | 23,935 |
Khoemacau | | Silver | | | 5,050 | | | 107 | | | 12,641 | | | 107 |
Other | | Gold & Silver | | | 11,413 | | | 15,527 | | | 39,989 | | | 34,137 |
Total stream revenue | | | | $ | 98,732 | | $ | 115,921 | | $ | 308,863 | | $ | 325,688 |
Royalty revenue: | | | | | | | | | | | | | | |
Peñasquito | | Gold, Silver, Lead & Zinc | | $ | 9,010 | | $ | 12,212 | | $ | 31,768 | | $ | 38,739 |
Cortez | | Gold | | | 4,562 | | | 17,126 | | | 29,413 | | | 39,475 |
Other | | Various | | | 19,125 | | | 29,172 | | | 70,182 | | | 81,145 |
Total royalty revenue | | | | $ | 32,697 | | $ | 58,510 | | $ | 131,363 | | $ | 159,359 |
Total revenue | | | | $ | 131,429 | | $ | 174,431 | | $ | 440,226 | | $ | 485,047 |
Please refer to Note 10 for the geographical distribution of our revenue by reportable segment.
7. STOCK-BASED COMPENSATION
We recognized stock-based compensation expense as follows (amounts in thousands):
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | | Three Months Ended | | Nine Months Ended | | ||||||||||||
| | March 31, | | March 31, | | | September 30, | | September 30, | | September 30, | | September 30, | | ||||||
|
| 2022 |
| 2021 |
|
| 2022 |
| 2021 |
| 2022 |
| 2021 |
| ||||||
Restricted stock | | $ | 1,155 | | $ | 533 | | | $ | 1,140 | | $ | 1,116 | | $ | 3,496 | | $ | 2,198 | |
Performance stock | | | 631 | | | 364 | | | | 658 | | | (43) | | | 2,136 | | | 801 | |
Stock appreciation rights | | | 332 | | | 430 | | | | 283 | | | 414 | | | 975 | | | 1,290 | |
Stock options | | | 6 | | | 17 | | | | 9 | | | 16 | | | 25 | | | 51 | |
Total stock-based compensation expense | | $ | 2,124 | | $ | 1,344 | | | $ | 2,090 | | $ | 1,503 | | $ | 6,632 | | $ | 4,340 | |
Stock-based compensation expense is included within General and administrative expense in the consolidated statements of operations and comprehensive income.
13
During the three and nine months ended March 31,September 30, 2022 and 2021, we granted the following stock-based compensation awards:
| | | | | | | | | | | | | | | | | | |
| | | Three Months Ended | | | Three Months Ended | | | Nine Months Ended | |||||||||
| | | March 31, | | | March 31, | | | September 30, | | | September 30, | | | September 30, | | | September 30, |
|
| 2022 |
| 2021 |
| | 2022 |
| 2021 |
| | 2022 |
| 2021 | ||||
| | | (Number of shares) | | | (Number of shares) | | | (Number of shares) | |||||||||
Performance stock (at maximum 200% attainment) | | | 39,380 | | | — | | | — | | | 73,200 | | | 39,380 | | | 73,200 |
Restricted stock | | | 28,220 | | | — | ||||||||||||
Restricted Stock | | | — | | | 50,604 | | | 28,220 | | | 50,604 | ||||||
Total equity awards granted | | | 67,600 | | | — | | | — | | | 123,804 | | | 67,600 | | | 123,804 |
As of March 31,September 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) | ||||
Restricted stock | | $ | 9,377 | | | 2.6 | | | | | | | | $ | 7,361 | | | 2.2 |
Performance stock | | | 6,760 | | | 2.5 | | | | | | | | | 5,265 | | | 2.0 |
Stock appreciation rights | | | 1,296 | | | 1.2 | | | | | | | | | 701 | | | 0.9 |
Stock options | | | 43 | | | 1.3 | | | | | | | | | 25 | | | 0.9 |
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.
12
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 | | Three Months Ended | | Nine Months Ended | ||||||||||||
| March 31, | | March 31, | | September 30, | | September 30, | | September 30, | | September 30, | ||||||
| 2022 |
| 2021 |
| 2022 |
| 2021 |
| 2022 |
| 2021 | ||||||
Net income attributable to Royal Gold common stockholders | $ | 65,675 | | $ | 54,026 | | $ | 45,792 | | $ | 70,176 | | $ | 182,609 | | $ | 205,879 |
Weighted-average shares for basic EPS | | 65,565,735 | | | 65,550,400 | | | 65,579,834 | | | 65,556,608 | | | 65,571,737 | | | 65,552,586 |
Effect of other dilutive securities | | 78,933 | | | 71,203 | | | 80,318 | | | 71,237 | | | 89,460 | | | 76,241 |
Weighted-average shares for diluted EPS | | 65,644,668 | | | 65,621,603 | | | 65,660,152 | | | 65,627,845 | | | 65,661,197 | | | 65,628,827 |
Basic EPS | $ | 1.00 | | $ | 0.82 | | $ | 0.70 | | $ | 1.07 | | $ | 2.78 | | $ | 3.14 |
Diluted EPS | $ | 1.00 | | $ | 0.82 | | $ | 0.70 | | $ | 1.07 | | $ | 2.78 | | $ | 3.13 |
9. INCOME TAXES
| | | | | | | | | | | | | | | | | |
| Three Months Ended | | Three Months Ended | | Nine Months Ended | ||||||||||||
| March 31, | | March 31, | | September 30, | | September 30, | | September 30, | | September 30, | ||||||
| 2022 |
| 2021 |
| 2022 |
| 2021 |
| 2022 |
| 2021 | ||||||
Income tax expense | $ | 15,304 | | $ | 17,679 | | $ | 10,954 | | $ | 16,028 | | $ | 20,347 | | $ | 39,242 |
Effective tax rate | | 18.8% | | | 24.6% | | | 19.3% | | | 18.5% | | | 10.0% | | | 16.0% |
14
The effective tax rate for the threenine months ended March 31, 2021,September 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 nine months ended September 30, 2021, included a discrete tax benefit of $12.0 million attributable to the settlement of an uncertain tax position with a foreign jurisdiction.
10. SEGMENT INFORMATION
We manage our business under 2two reportable segments, consisting of the acquisition and management of stream interests and the acquisition and management of royalty interests. Our long-lived assets (stream and royalty interests, net) are geographically distributed as shown in the following table (amounts in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of March 31, 2022 | | As of December 31, 2021 | | As of September 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 | | $ | 560,911 | | $ | 415,905 | | $ | 976,816 | | $ | 579,326 | | $ | 412,419 | | $ | 991,745 | | $ | 528,325 | | $ | 620,035 | | $ | 1,148,360 | | $ | 579,326 | | $ | 412,419 | | $ | 991,745 |
Chile | | | 245,038 | | | 224,116 | | | 469,154 | | | 249,147 | | | 224,116 | | | 473,263 | ||||||||||||||||||
Dominican Republic | | | 342,532 | | | — | | | 342,532 | | | 350,083 | | | — | | | 350,083 | | | 328,674 | | | — | | | 328,674 | | | 350,083 | | | — | | | 350,083 |
Africa | | | 319,827 | | | 321 | | | 320,148 | | | 297,569 | | | 321 | | | 297,890 | | | 307,291 | | | 321 | | | 307,612 | | | 297,569 | | | 321 | | | 297,890 |
Chile | | | 238,596 | | | 224,116 | | | 462,712 | | | 249,147 | | | 224,116 | | | 473,263 | ||||||||||||||||||
United States | | | — | | | 103,855 | | | 103,855 | | | — | | | 107,761 | | | 107,761 | | | — | | | 626,525 | | | 626,525 | | | — | | | 107,761 | | | 107,761 |
Mexico | | | — | | | 58,276 | | | 58,276 | | | — | | | 60,977 | | | 60,977 | | | — | | | 53,046 | | | 53,046 | | | — | | | 60,977 | | | 60,977 |
Australia | | | — | | | 27,193 | | | 27,193 | | | — | | | 27,496 | | | 27,496 | | | — | | | 26,642 | | | 26,642 | | | — | | | 27,496 | | | 27,496 |
Rest of world | | | 109,098 | | | 26,617 | | | 135,715 | | | 107,920 | | | 26,617 | | | 134,537 | | | 104,192 | | | 26,617 | | | 130,809 | | | 107,920 | | | 26,617 | | | 134,537 |
Total | | $ | 1,577,406 | | $ | 856,283 | | $ | 2,433,689 | | $ | 1,584,045 | | $ | 859,707 | | $ | 2,443,752 | | $ | 1,507,078 | | $ | 1,577,302 | | $ | 3,084,380 | | $ | 1,584,045 | | $ | 859,707 | | $ | 2,443,752 |
Our reportable segments for purposes of assessing performance are shown below (amounts in thousands):
| | | | | | | | | | | | | | | |
| | Three Months Ended September 30, 2022 | |||||||||||||
|
| Revenue |
| Cost of sales (1) |
| Production taxes |
| Depletion (2) |
| Segment gross profit | |||||
Stream interests | | $ | 98,732 | | $ | 23,221 | | $ | — | | $ | 32,576 | | $ | 42,935 |
Royalty interests | | | 32,697 | | | — | | | 1,119 | | | 5,063 | | | 26,515 |
Total | | $ | 131,429 | | $ | 23,221 | | $ | 1,119 | | $ | 37,639 | | $ | 69,450 |
| | | | | | | | | | | | | | | |
| | Three Months Ended September 30, 2021 | |||||||||||||
|
| Revenue |
| Cost of sales (1) |
| Production taxes |
| Depletion (2) |
| Segment gross profit | |||||
Stream interests | | $ | 115,921 | | $ | 27,230 | | $ | — | | $ | 41,922 | | $ | 46,769 |
Royalty interests | | | 58,510 | | | — | | | 2,054 | | | 8,596 | | | 47,860 |
Total | | $ | 174,431 | | $ | 27,230 | | $ | 2,054 | | $ | 50,518 | | $ | 94,629 |
| | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2022 | |||||||||||||
|
| Revenue |
| Cost of sales (1) |
| Production taxes |
| Depletion (2) |
| Segment gross profit | |||||
Stream interests | | $ | 308,863 | | $ | 69,670 | | $ | — | | $ | 106,745 | | $ | 132,448 |
Royalty interests | | | 131,363 | | | — | | | 4,765 | | | 22,623 | | | 103,975 |
Total | | $ | 440,226 | | $ | 69,670 | | $ | 4,765 | | $ | 129,368 | | $ | 236,423 |
| | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2021 | |||||||||||||
|
| Revenue |
| Cost of sales (1) |
| Production taxes |
| Depletion (2) |
| Segment gross profit | |||||
Stream interests | | $ | 325,688 | | $ | 73,367 | | $ | — | | $ | 113,263 | | $ | 139,058 |
Royalty interests | | | 159,359 | | | — | | | 6,042 | | | 26,394 | | | 126,923 |
Total | | $ | 485,047 | | $ | 73,367 | | $ | 6,042 | | $ | 139,657 | | $ | 265,981 |
(1) | Excludes depreciation, depletion and amortization |
1315
Our reportable segments for purposes of assessing performance are shown below (amounts in thousands):
| | | | | | | | | | | | | | | |
| | Three Months Ended March 31, 2022 | |||||||||||||
|
| Revenue |
| Cost of sales (1) |
| Production taxes |
| Depletion (2) |
| Segment gross profit | |||||
Stream interests | | $ | 105,251 | | $ | 22,639 | | $ | — | | $ | 36,378 | | $ | 46,234 |
Royalty interests | | | 57,104 | | | — | | | 2,221 | | | 11,485 | | | 43,398 |
Total | | $ | 162,355 | | $ | 22,639 | | $ | 2,221 | | $ | 47,863 | | $ | 89,632 |
| | | | | | | | | | | | | | | |
| | Three Months Ended March 31, 2021 | |||||||||||||
|
| Revenue |
| Cost of sales (1) |
| Production taxes |
| Depletion (2) |
| Segment gross profit | |||||
Stream interests | | $ | 95,346 | | $ | 21,469 | | $ | — | | $ | 32,595 | | $ | 41,282 |
Royalty interests | | | 47,243 | | | — | | | 1,835 | | | 8,607 | | | 36,801 |
Total | | $ | 142,589 | | $ | 21,469 | | $ | 1,835 | | $ | 41,202 | | $ | 78,083 |
(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 | | Three Months Ended | | Nine Months Ended | ||||||||||||
| | March 31, | | March 31, | | September 30, | | September 30, | | September 30, | | September 30, | ||||||
|
| | 2022 |
| | 2021 |
| | 2022 |
| | 2021 |
| | 2022 |
| | 2021 |
Total segment gross profit | | $ | 89,632 | | $ | 78,083 | | $ | 69,450 | | $ | 94,629 | | $ | 236,423 | | $ | 265,981 |
| | | | | | | | | | | | | | | | | | |
Costs and expenses | | | | | | | | | | | | | | | | | | |
General and administrative expenses | | | 8,931 | | | 6,932 | | | 7,554 | | | 7,129 | | | 25,797 | | | 21,272 |
Depreciation and amortization | | | 125 | | | 94 | | | 122 | | | 93 | | | 371 | | | 278 |
Operating income | | | 80,576 | | | 71,057 | | | 61,774 | | | 87,407 | | | 210,255 | | | 244,431 |
Fair value changes in equity securities | | | 613 | | | 1,902 | | | 356 | | | 176 | | | (1,221) | | | 4,035 |
Interest and other income | | | 975 | | | 733 | | | 3,571 | | | 819 | | | 5,665 | | | 2,227 |
Interest and other expense | | | (898) | | | (1,820) | | | (8,814) | | | (1,908) | | | (11,110) | | | (4,873) |
Income before income taxes | | $ | 81,266 | | $ | 71,872 | | $ | 56,887 | | $ | 86,494 | | $ | 203,589 | | $ | 245,820 |
14
Our revenue by reportable segment for the three and nine months ended March 31,September 30, 2022 and 2021 is geographically distributed as shown in the following table (amounts in thousands):
| | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Three Months Ended | | Nine Months Ended | ||||||||||||
| | March 31, | | March 31, | | September 30, | | September 30, | | September 30, | | September 30, | ||||||
|
| 2022 |
| 2021 |
| 2022 |
| 2021 |
| 2022 |
| 2021 | ||||||
Stream interests: | | | | | | | | | | | | | | | | | | |
Canada | | $ | 51,485 | | $ | 42,609 | | $ | 46,861 | | $ | 64,031 | | $ | 152,938 | | $ | 158,679 |
Dominican Republic | | | 23,264 | | | 30,173 | | | 21,156 | | | 27,198 | | | 64,232 | | | 83,957 |
Chile | | | 15,674 | | | 13,022 | | | 12,170 | | | 11,601 | | | 39,566 | | | 52,491 |
Africa | | | 8,446 | | | 9,542 | | | 13,257 | | | 8,679 | | | 38,633 | | | 26,149 |
Rest of world | | | 6,382 | | | — | | | 5,288 | | | 4,412 | | | 13,494 | | | 4,412 |
Total stream interests | | $ | 105,251 | | $ | 95,346 | | $ | 98,732 | | $ | 115,921 | | $ | 308,863 | | $ | 325,688 |
| | | | | | | | | | | | | | | | | | |
Royalty interests: | | | | | | | | | | | | | | | | | | |
United States | | $ | 24,358 | | $ | 16,474 | | $ | 11,413 | | $ | 27,080 | | $ | 52,616 | | $ | 64,903 |
Mexico | | | 15,881 | | | 15,270 | | | 11,095 | | | 15,427 | | | 38,915 | | | 46,888 |
Canada | | | 10,778 | | | 8,612 | | | 4,826 | | | 6,402 | | | 21,377 | | | 24,616 |
Australia | | | 4,046 | | | 4,360 | | | 3,446 | | | 6,917 | | | 11,533 | | | 15,526 |
Africa | | | 316 | | | 748 | | | — | | | 602 | | | 430 | | | 1,909 |
Rest of world | | | 1,725 | | | 1,779 | | | 1,917 | | | 2,082 | | | 6,492 | | | 5,517 |
Total royalty interests | | $ | 57,104 | | $ | 47,243 | | $ | 32,697 | | $ | 58,510 | | $ | 131,363 | | $ | 159,359 |
Total revenue | | $ | 162,355 | | $ | 142,589 | | $ | 131,429 | | $ | 174,431 | | $ | 440,226 | | $ | 485,047 |
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;
16
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, 2022 | | As of September 30, 2022 | ||||||||||||||||||||||||||
| | | | Fair Value | | | | Fair Value | ||||||||||||||||||||||
|
| Carrying Value |
| Total |
| Level 1 |
| Level 2 |
| Level 3 |
| Carrying Value |
| Total |
| Level 1 |
| Level 2 |
| Level 3 | ||||||||||
Assets (amounts in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Marketable equity securities(1) | | $ | 2,346 | | $ | 2,346 | | $ | — | | $ | 2,346 | | $ | — | | $ | 655 | | $ | 655 | | $ | 117 | | $ | 538 | | $ | — |
| | | | | | | | | | | | | | | |
| | As of December 31, 2021 | |||||||||||||
| | | | Fair Value | |||||||||||
|
| Carrying Value |
| Total |
| Level 1 |
| Level 2 |
| Level 3 | |||||
Assets (amounts in thousands): | | | | | | | | | | | | | | | |
Marketable equity securities(1) | | $ | 1,733 | | $ | 1,733 | | $ | — | | $ | 1,733 | | $ | — |
Our marketable 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,September 30, 2022.
15
As of March 31,September 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.
12. COMMITMENTS AND CONTINGENCIES
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 the achievement of success-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 March 31,September 30, 2022, $6.8 million of additional exploration and mineral resource additionadvance payments remain if Ero meets certain success-based targets related to regional exploration and mineral resource additions through calendar 2024. Refer to our Transition Report for further information on the NX Gold stream acquisition.
Ilovica Gold Stream Acquisition
As of March 31,September 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.
1617
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 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 the audited consolidated financial statements included in our Transition Report on Form 10-K for the six months ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on February 17, 2022 (“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 resources and 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.
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 |
● | 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 |
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, 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 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 ofregarding an opportunity; submission
18
of indications of interest and term sheets; participation in preliminary discussions and negotiations; and involvement as a bidder in competitive processes.
17
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 nine months ended March 31,September 30, 2022 and 2021, average metal prices and percentages of revenue by metal were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Three Months Ended | | Nine Months Ended | ||||||||||||||||||||||||
| | March 31, 2022 | | March 31, 2021 | | September 30, 2022 | | September 30, 2021 | | September 30, 2022 | | September 30, 2021 | ||||||||||||||||||
Metal |
| Average |
| Percentage |
| Average |
| Percentage |
| Average |
| Percentage |
| Average |
| Percentage |
| Average |
| Percentage |
| Average |
| Percentage | ||||||
Gold ($/ounce) | | $ | 1,877 | | 71% | | $ | 1,794 | | 68% | | $ | 1,729 | | 76% | | $ | 1,790 | | 73% | | $ | 1,824 | | 73% | | $ | 1,800 | | 73% |
Silver ($/ounce) | | $ | 24.01 | | 10% | | $ | 26.26 | | 12% | | $ | 19.23 | | 11% | | $ | 24.36 | | 10% | | $ | 21.92 | | 11% | | $ | 25.75 | | 10% |
Copper ($/pound) | | $ | 4.53 | | 14% | | $ | 3.86 | | 15% | | $ | 3.51 | | 8% | | $ | 4.25 | | 14% | | $ | 4.11 | | 12% | | $ | 4.17 | | 13% |
Other | | | N/A | | 5% | | | N/A | | 5% | | | N/A | | 5% | | | N/A | | 3% | | | N/A | | 4% | | | N/A | | 4% |
Acquisition of Great Bear Royalties Corporation
On September 9, 2022 we completed the previously announced acquisition of all of the issued and outstanding shares of Great Bear Royalties Corporation (“GBR”) for cash consideration of approximately C$199.6 million (US$151.7 million) (the “Acquisition Price”). GBR’s sole material asset is a 2.0% net smelter return royalty (“Great Bear Royalty”) that covers the entirety of the Great Bear Project in the Red Lake district of Ontario, Canada, owned and operated by a subsidiary of Kinross Gold Corporation (“Kinross”). The Great Bear Royalty includes all metals produced from contiguous claims covering 9,140 hectares and will be registered on title to the relevant claims. Royalty payments will be made quarterly with applicable standard deductions. Refer to Note 2 of our notes to consolidated financial statements for further discussion on the GBR acquisition. The purchase price was funded with available cash on hand.
As part of the acquisition and in exchange for information and access to the project provided by Kinross, we granted an option to Kinross to purchase a 25% interest in the Great Bear Royalty (0.5% of the 2.0% royalty rate) for an amount equal to 25% of the Acquisition Price, 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.
Acquisition of Additional Royalty Interest on Cortez Complex
On August 2, 2022, we acquired a sliding scale gross royalty (“Cortez Complex Royalty”) on production from an area within the Cortez Complex for cash consideration of $525 million. The area within the Cortez Complex is owned or controlled by Nevada Gold Mines LLC a joint venture between Barrick Gold Corporation (“Barrick”) and Newmont Corporation (“Newmont”), with the exception of the Fourmile development project which is 100% owned and operated by Barrick. The 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 except for the existing deposits within the Robertson property. The purchase price was funded with debt and available cash on hand. Refer to Note 2 and Note 5 of our notes to consolidated financial statements for further discussion on the Cortez complex royalty acquisition and funding.
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.
19
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 March 31,September 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
At times since early 2020, 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.
Operators’ Production Estimates by Stream and Royalty Interest for Calendar 2022
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 2022, as well as actual production through March 31,September 30, 2022 (except as otherwise noted), for our principal properties as reported to us by the operators.
18
Operators’ Estimated and Actual Production by Stream and Royalty Interest for Calendar 2022
Principal Producing Properties
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Calendar Year 2022 Operator’s Production | | Calendar Year 2022 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) |
| 36,000 |
| |
| |
| 6,500 |
| |
| |
| 36,000 |
| |
| |
| 17,800 |
| |
| |
Mount Milligan(4) |
| 190,000 - 210,000 |
| |
| |
| 39,100 |
| |
| |
| 190,000 - 210,000 |
| |
| |
| 81,800 |
| |
| |
Copper |
| |
| | | 70 - 80 Million |
| |
| |
| 20.6 Million |
| |
| | | 70 - 80 Million |
| |
| |
| 37.9 Million |
Pueblo Viejo(5) | | 400,000 - 440,000 | | N/A | | | | 104,000 | | N/A | | | | 400,000 - 440,000 | | N/A | | | | 330,000 | | N/A | | |
Wassa(6) | | 155,000 - 170,000 | | | | | | 38,000 | | | | | | 155,000 - 170,000 | | | | | | 125,600 | | | | |
Khoemacau(7) | | | | N/A | | | | | | N/A | | | | | | N/A | | | | | | N/A | | |
Royalty: |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Cortez(8) | | 280,000 | | | | | | 102,000 | | | | | | 280,000 | | | | | | 190,600 | | | | |
Peñasquito(9) |
| 475,000 | | 29 Million |
| | | 137,000 | | 8.1 Million |
| |
| 475,000 | | 29 Million |
| | | 440,000 | | 23.3 Million |
| |
Lead |
|
|
|
|
| 150 Million | | | | |
| 44 Million |
|
|
|
|
| 150 Million | | | | |
| 112 Million |
Zinc |
|
|
|
|
| 350 Million | | | | |
| 114 Million |
|
|
|
|
| 350 Million | | | | |
| 297 Million |
(1) | Production estimates received from our operators are for calendar 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 included herein, 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 from the operators and cover the period from January 1, 2022, through |
(3) | The actual production figure shown for Andacollo is contained gold in concentrate. |
(4) | The estimated production figures shown for Mount Milligan are payable gold and copper in concentrate. Actual figures reflect production through June 30, 2022. |
(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 |
(7) | The estimated |
(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. |
20
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.
Stream Interests
Andacollo
Gold stream deliveries from Andacollo were approximately 6,1003,200 ounces for the three months ended March 31,September 30, 2022, compared to approximately 10,7006,400 ounces for the three months ended March 31,September 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.
TheAs reported by Teck Resources Limited (“Teck”), a significant rainfall event in July caused operations to shut down for five days. We expect the impact of this shutdown will affect stream deliveries in the first quarter of 2023.
Gold production at Andacollo has trended lower since the beginning of 2021 due to lower ore grades, as anticipated in the mine plan. According to Teck, the period of lower grades is expected to last through 2023, and the mine plan then anticipates a transition to higher grade ore as the next phase of mining is developed over the following years. Teck has reported that the current life of mine for Andacollo is expected to continue until 2035. According to Teck,2035 and that additional permits or permit amendments will be required to execute the life of mine plan.
19
Khoemacau Project
Silver stream deliveries from Khoemacau were approximately 115,210290,700 ounces for the three months ended March 31,September 30, 2022. First concentrate was shipped in mid-July 2021 from Khoemacau in mid-July 2021 and we received our first silver stream deliveries duringto us were approximately 105,800 ounces for the quarterthree months ended September 30, 2021.
According to Khoemacau Copper Mining (Pty.) Limited (“KCM”), the operator of Khoemacau, ramp-up of operations continued and average monthly underground production increased consistently during the quarter ended March 31,September 30, 2022, from approximately 3,9007,300 tonnes per day (8,000 tons per dayday) in JanuaryJune to approximately 6,3008,000 tonnes per day (8,800 tons per day) in September 2022. Production has reached the target mining rate of 10,000 tonnes per day in March. KCM reported that issues experienced in the quarter ended December 31, 2021, related to stope ore production and workforce availability associated with COVID-19 were largely resolved(11,000 tons per day) for short periods during the ramp up period but has not yet been consistently sustained at this level. KCM expects to reach the target mining rate on a sustained basis toward the end of December 2022 and into the first quarter ended March 31, 2022.of 2023.
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 full production Khoemacau will produce 171,000155,000 to 165,000 tonnes (171,000 to 182,000 tonstons) of high-grade copper and silver concentrate a year, containing approximately 66,00060,000 to 65,000 tonnes (66,000 to 72,000 tonstons) of payable copper and 1.8 to 2.0 million ounces of payable silver per year, over an approximate 20-year mine life from Zone 5.
During the quarter ended March 31, 2022, our interest in the payable silver from Khoemacau increased from 90% to 100% upon the draw by KCM of the remaining $26.5 million stream advance payments. After the final draw on March 14, 2022, we hold the right to receive 100% of the payable silver produced from Khoemacau until the delivery of 40.0 million silver ounces, and 50% thereafter. We will pay a cash price equal to 20% of the spot silver price for each ounce delivered; however, if KCM achieves mill expansion throughput levels above 14,300 tons per day (30% above current mill design capacity), we will pay a higher ongoing cash price for silver ounces delivered in excess of specific annual thresholds.
Mount Milligan
Gold stream deliveries from Mount Milligan were approximately 10,00018,400 ounces for the three months ended March 31,September 30, 2022, compared to approximately 12,20010,800 ounces for the three months ended March 31,September 30, 2021. DecreasedIncreased 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 4.5 million pounds during the three months ended September 30, 2022, compared to approximately 2.6 million pounds during the three months ended September 30, 2021. Increased deliveries resulted from differences in the timing of shipments and settlements during the periods.
Copper streamStream deliveries during the quarter from Mount Milligan were approximately 2.7provided for complete repayment of the $781.5 million pounds during the three months ended March 31, 2022, comparedadvance deposit made by Royal Gold to approximately 3.4 million pounds during the three months ended March 31, 2021. Decreased copper deliveries resulted from differences in the timingThompson Creek Metals Company, Inc. (“Thompson Creek”), a subsidiary of shipments and settlements during the periods.
On January 18, 2022, Centerra Gold Inc. (“Centerra”) reported updated guidance. Royal Gold contributed three advance payments prior to and during the development of the mine in 2010 through 2012, in return for the right to acquire 52.25% of the payable gold produced from Mount Milligan. Centerra expects gold production at Mount Milligan during calendar 2022 of between 190,000 and 210,000 ounces of gold, compared to the previously issued guidance range of 170,000 to 190,000 ounces and actual calendar 2021 production of 196,400 ounces. Centerra also expects copper production in calendar 2022 to be in the range of 70 to 80 million pounds compared to the previous guidance range of 90 to 100 million pounds and actual calendar 2021 production of 73.3 million pounds. Centerra expects gold and copper production for calendar 2022 to be back-end weighted, with the first half of the calendar year representing approximately 40% of the metal production total while the second half of the calendar year representing up to approximately 60% of the metal production total. Centerra reported that the changes to expected gold and copper production at the Mount Milligan mine are due to planned mine sequence changes. Centerra also reported that a new National Instrument 43-101 (“NI 43-101”) technical report for Mount Milligan is expected to be issued in the second quarter of calendar 2022.
Centerra also reported that it obtained an amendment to the Mount Milligan mine environmental assessment certificate in January 2022, which will allow access to long-term surface water sources for the life of the project, subject to the receipt of ordinary course permits. In addition, according to Centerra, water inventory in the tailings storage facility as of March 31, 2022, combined with the incoming freshet in the second quarter of calendar 2022, is expected to secure continued operations for a period of 12 months or longer.
Further, Centerra reported mineral reserves and mineral resources for Mount Milligan for the year ended December 31, 2021. Centerra disclosed that compared to the year ended December 31, 2020, proven and probable mineral reserves decreased by 310,000 ounces of contained gold and 101 million pounds of contained copper, primarily due to miningRoyal
2021
depletion, while measuredGold and indicated mineral resources increasedCenterra subsequently amended the stream interest in 2016 to a 35% gold stream and 18.75% copper stream. Mount Milligan began commercial production in early 2014 and was Royal Gold’s first stream acquisition.
Subsequent to the end of the quarter on October 4, 2022, Centerra published the highlights of an updated life of mine plan for Mount Milligan. According to Centerra, the mine life is expected to be extended by 1.4over four years to 2033. Centerra expects total payable gold and copper to increase more than 800,000 ounces and 191 million pounds, respectively, from 2022 onwards when compared to the previous plan, with average annual production of 175,000 ounces of contained gold and 45368 million pounds of contained copper,copper.
Centerra also indicated the potential for future resource growth due to anexploration success in areas proximal to the open pit. Centerra expects to file a new technical report detailing the life of mine plan and updated mineralreserve and resource estimate after completioninformation within 45 days of October 4, 2022. As a result of the 2021 infill drilling program. Additionally, overincrease in proven and probable reserves as announced by Centerra, the same period, inferred mineral resources increased by 125,000gold and copper depletion rates on our Mount Milligan stream decreased to $416 per ounce of gold and $1.06 per pound of copper as of September 30, 2022 from $703 per ounce of gold and $1.53 per pound of copper. Royal Gold will update its annual SK1300 disclosure for the Mount Milligan technical report update within its 2022 Annual Report on Form 10-K, which we expect to file in February 2023.
Centerra remains on track to meet 2022 production guidance of between 190,000 to 210,000 ounces of containedpayable gold and 19between 70 to 80 million pounds of containedpayable copper.
Pueblo Viejo
Gold stream deliveries from Pueblo Viejo were approximately 7,1008,900 ounces for the three months ended March 31,September 30, 2022, compared to approximately 11,1009,200 ounces for the three months ended March 31,September 30, 2021. Decreased deliveries resulted from processing lower grade gold stockpile material.
During the current quarter, Barrick reported continued progress on the plant expansion and mine life extension project at Pueblo Viejo to increase throughput and allow the mine to maintain minimum average annual gold production of approximately 800,000 ounces after 2022 and beyond 2040 (100% basis).
With respect to the plant expansion, on August 8, 2022, Barrick reported that as of June 30, 2022, overall construction was 56% complete and it expects the expansion to be substantially completed by the end of 2022 with commissioning in the first quarter of 2023. 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 a preferred site for a tailings storage facility (“TSF”) had been put forward for further evaluation. Barrick reported that the final location and construction of the additional TSF would be subject to the completion of an Environmental and Social Impact Assessment (“ESIA”) in accordance with Dominican Republic legislation and international standards, which would then be submitted to the Government of the Dominican Republic for evaluation and final decision. Further according to Barrick, basic engineering of the additional TSF is expected to be completed in the fourth quarter of 2022.
Silver stream deliveries were approximately 274,500319,100 ounces for the three months ended March 31,September 30, 2022, compared to approximately 247,500396,500 ounces for the three months ended March 31,September 30, 2021. Deliveries duringDuring the firstthird quarter included approximately 20,000an additional 47,000 ounces of deferred silver.silver deliveries were deferred. The deferred ounces are the result of a mechanism in the stream agreement that allows for the deferral of deliveries in a period if Barrick’s share of silver production is insufficient to cover its stream delivery obligations. The stream agreement terms include a fixed 70% silver recovery rate. If actual recovery rates fall below the contractual 70% recovery rate, ounces may be deferred with deferred ounces to be delivered in future periods as silver recovery allows. As of March 31,September 30, 2022, approximately 439,000530,000 ounces remain deferred, and the timing for the delivery of the entire deferred amount is uncertain.
On February 16, 2022, Barrick reporteddeferred. We expect that its share of Pueblo Viejo gold production for calendar 2022 is expected to range between 400,000 and 440,000 ounces compared to actual calendar 2021 gold production of 488,000, with maintenance planned in the first quarter of calendar 2022.
Also on February 16, 2022, Barrick reported continued progress onsilver recoveries could remain highly variable until the plant expansion project is complete and mine life extension project to increase throughputbottlenecks associated with the silver circuit and allow the mine to maintain minimum average annual gold productionsilver recovery can be fully addressed, and we do not expect material deliveries of approximately 800,000 ounces after calendar 2022 and beyond calendar 2040 (100% basis). With respect to the plant expansion, on May 4, 2022, Barrick reported that as of March 31, 2022, construction was 39% complete, with completion expected by the end of calendar 2022. With respect to the mine life extension, Barrick also disclosed that social, environmental and technical studies for additional tailings capacity continued to advance. On April 8, 2022, Barrick further reported that the Government of the Dominican Republic had completed its strategic review of alternative sites for the location of the new tailings storage facility (“TSF”). Barrick reported that the final location and construction of the TSF would be subject to the completion of an Environmental and Social Impact Assessment (“ESIA”) in accordance with Dominican Republic legislation and international standards. Once completed, the ESIA would be submitted to the Government of the Dominican Republic for evaluation and final decision.deferred silver this year.
Wassa
Gold stream deliveries from Wassa were approximately 4,5004,800 ounces for the three months ended March 31,September 30, 2022, compared to approximately 4,4004,300 ounces for the three months ended March 31,September 30, 2021.
22
Royalty Interests
Cortez
Gold productionProduction attributable to our royalty interest at Cortez was approximately 102,00036,600 ounces of gold for the three months ended March 31,September 30, 2022, compared to approximately 51,90098,300 ounces of gold for the three months ended March 31,September 30, 2021. The increase was dueThis production is attributable to increased production fromthe Company’s legacy royalty interests, including overlapping royalties at the Pipeline pit, offset by a reduction in production from Crossroads.and Crossroads deposits (known as GSR1, GSR2, GSR 3, NVR1 and NVR1C). Refer to the Business Trends and Uncertainties section of this MD&A for information on the recent Cortez Complex Royalty acquisition.
Nevada Gold Mines LLC (“NGM”) recently provided an updated mineral reserveOn August 8, 2022, Barrick reported that mining of Phase 5 of Crossroads is expected to deliver oxide ore and lifeunderpin stronger performance for Cortez in the December quarter of mine plan for our royalty areas at Cortez. As of December 31, 2021, at a gold price of $1,200 per ounce, proven and probable mineral reserves on the areas subject to our royalties contained 4.1 million ounces of gold (62.4 million tons of ore at a gold grade of 0.048 ounces per ton), compared to 3.5 million ounces of gold (81.5 million tons of ore at a gold grade of 0.043 ounces per ton) as of December 31, 2020 at the same gold price. Reserves for December 31, 2021, include approximately 3.0 million ounces of gold for the royalty areas covering the Crossroads and Pipeline deposits, as well as 1.1 million ounces of gold for the Goldrush project that fall within our royalty area.2022.
21
NGM expectsthe acquisition of the Cortez Complex Royalty, there has been an increase of over 300% in gold production subjectmineral reserves and an increase of over 1200% in measured and indicated gold mineral resources attributable to our royalty interests coveringat Cortez beyond the Crossroadsresources and Pipeline areas of approximately 280,000 ouncesreserves previously disclosed in calendar 2022, and average annual gold production for calendar 2022 through calendar 2026 to be approximately 332,000 ounces. NGM’s forecast for future gold production is lower than NGM’s previous forecast provideddetail in calendar 2021 primarily dueour Transition Report. Refer to the overall optimization of production“Property Mineral Reserve and revenue at the Cortez mine complex. Our interest in this production is approximately equivalent to an 8% gross smelter return royalty.
We own a 1% net value royalty on a portion of the Goldrush project.Mineral Resource Update for Cortez” section below.
Peñasquito
Production attributable to our royalty interestDuring the three months ended September 30, 2022, gold production at Peñasquito was approximately 133,400 ounces of gold, 7.65144,300 ounces; silver production was approximately 6.80 million ounces ofounces; lead production was approximately 29.6 million pounds; and zinc production was approximately 84.6 million pounds. Gold production was approximately 170,400 ounces; silver production was approximately 7.79 million ounces; lead production was approximately 41.9 million pounds of leadpounds; and 120zinc production was approximately 98.3 million pounds of zinc forduring the three months ended March 31, 2022. This compares to approximately 180,400 ounces of gold, 8.12 million ounces of silver, 50.1 million pounds of lead and 119 million pounds of zinc for the three months ended March 31,September 30, 2021. Gold production was lower compared to the prior year quarter due to lower grade ore milled and lower mill recovery.
Newmont Corporation (“Newmont”) expects Peñasquito to deliver lower gold production in calendar 2022 of 475,000 ounces compared to actual calendar 2021 gold production of 660,000 ounces, due to lower-grade, harder ore mined from the Chile Colorado pit and stripping of the next phases of the Peñasco and Chile Colorado pits continuing through calendar 2023. Newmont expects co-product production at Peñasquito in calendar 2022 to be 29 million ounces of silver, 150 million pounds of lead and 350 million pounds of zinc, which is consistent with calendar 2021 production levels, with increased production starting in calendar 2023 due to higher silver, lead and zinc content delivered from the Chile Colorado pit.
Results of Operations
Quarter Ended March 31,September 30, 2022, Compared to Quarter Ended March 31,September 30, 2021
For the quarter ended March 31,September 30, 2022, we recorded net income and comprehensive income attributable to Royal Gold stockholders (“net income”) of $65.7$45.8 million, or $1.00$0.70 per basic and diluted share, as compared to net income of $54.0$70.2 million, or $0.82$1.07 per basic and diluted share, for the quarter ended March 31,September 30, 2021. The increasedecrease in net income was primarily attributable to an increasea decrease in revenue, as discussed below.
For the quarter ended March 31,September 30, 2022, we recognized total revenue of $162.4$131.4 million, comprised of stream revenue of $105.3$98.7 million and royalty revenue of $57.1$32.7 million at an average gold price of $1,877$1,729 per ounce, an average silver price of $24.01$19.23 per ounce and an average copper price of $4.53$3.51 per pound. This is compared to total revenue of $142.6$174.4 million for the three months ended March 31,September 30, 2021, comprised of stream revenue of $95.3$115.9 million and royalty revenue of $47.3$58.5 million, at an average gold price of $1,794$1,790 per ounce, an average silver price of $26.26$24.36 per ounce and an average copper price of $3.86$4.25 per pound. Revenue and the corresponding production attributable to our stream and royalty interests for the quarter ended March 31,September 30, 2022, compared to the quarter ended March 31,September 30, 2021, are as follows:
2223
Revenue and Reported Production Subject to Our Stream and Royalty Interests
(Amounts in thousands, except reported production oz. and lbs.)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended | | Three Months Ended | | | | Three Months Ended | | Three Months Ended | ||||||||||||||||
| | | | March 31, 2022 | | March 31, 2021 | | | | September 30, 2022 | | September 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 | | | | $ | 42,416 | | | | | $ | 33,803 | | | | | | | $ | 41,553 | | | | | $ | 53,455 | | | |
| | Gold | | | | | 13,900 | oz. | | | | | 9,200 | oz. | | Gold | | | | | 18,200 | oz. | | | | | 19,300 | oz. |
| | Copper | | | | | 3.6 | Mlbs. | | | | | 4.4 | Mlbs. | | Copper | | | | | 2.7 | Mlbs. | | | | | 4.4 | Mlbs. |
Pueblo Viejo | | | | $ | 23,264 | | | | | $ | 30,173 | | | | | | | $ | 21,156 | | | | | $ | 27,198 | | | |
| | Gold | | | | | 8,600 | oz. | | | | | 10,500 | oz. | | Gold | | | | | 8,600 | oz. | | | | | 9,800 | oz. |
| | Silver | | | | | 316,000 | oz. | | | | | 418,200 | oz. | | Silver | | | | | 307,100 | oz. | | | | | 386,500 | oz. |
Andacollo | | Gold | | $ | 15,674 | | 8,400 | oz. | | $ | 13,022 | | 7,100 | oz. | | Gold | | $ | 12,170 | | 6,800 | oz. | | $ | 11,601 | | 6,500 | oz. |
Wassa | | Gold | | $ | 7,202 | | 3,900 | oz. | | $ | 8,774 | | 4,800 | oz. | | Gold | | $ | 7,390 | | 4,200 | oz. | | $ | 8,033 | | 4,500 | oz. |
Khoemacau | | Silver | | $ | 2,389 | | 102,700 | oz. | | $ | — | | — | | | Silver | | $ | 5,050 | | 255,900 | oz. | | $ | 107 | | 4,500 | oz. |
Other(3) | | | | $ | 14,306 | | | | | $ | 9,574 | | | | | | | $ | 11,413 | | | | | $ | 15,527 | | | |
| | Gold | | | | | 6,800 | oz. | | | | | 4,300 | oz. | | Gold | | | | | 5,900 | oz. | | | | | 6,300 | oz. |
| | Silver | | | | | 70,500 | oz. | | | | | 66,200 | oz. | | Silver | | | | | 51,100 | oz. | | | | | 165,400 | oz. |
Total stream revenue | | | | $ | 105,251 | | | | | $ | 95,346 | | | | | | | $ | 98,732 | | | | | $ | 115,921 | | | |
| | | | | | | | | | | | | | | | | | | . | | | | | | | | | |
Royalty(2): | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cortez | | Gold | | $ | 16,714 | | 102,000 | oz. | | $ | 8,609 | | 51,900 | oz. | ||||||||||||||
Peñasquito | | | | $ | 13,094 | | | | | $ | 13,128 | | | | | | | $ | 9,010 | | | | | $ | 12,212 | | | |
| | Gold | | | | | 133,400 | oz. | | | | | 180,400 | oz. | | Gold | | | | | 144,300 | oz. | | | | | 170,300 | oz. |
| | Silver | | | | | 7.7 | Moz. | | | | | 8.1 | Moz. | | Silver | | | | | 6.8 | Moz. | | | | | 7.8 | Moz. |
| | Lead | | | | | 41.9 | Mlbs. | | | | | 50.1 | Mlbs. | | Lead | | | | | 29.6 | Mlbs. | | | | | 42.0 | Mlbs. |
| | Zinc | | | | | 120.1 | Mlbs. | | | | | 119.3 | Mlbs. | | Zinc | | | | | 84.6 | Mlbs. | | | | | 98.3 | Mlbs. |
Cortez | | Gold | | $ | 4,562 | | 36,600 | oz. | | $ | 17,126 | | 106,300 | oz. | ||||||||||||||
Other(3) | | Various | | $ | 27,296 | | N/A | | | $ | 25,506 | | N/A | | | Various | | $ | 19,125 | | N/A | | | $ | 29,172 | | N/A | |
Total royalty revenue | | | | $ | 57,104 | | | | | $ | 47,243 | | | | | | | $ | 32,697 | | | | | $ | 58,510 | | | |
Total Revenue | | | | $ | 162,355 | | | | | $ | 142,589 | | | | | | | $ | 131,429 | | | | | $ | 174,431 | | | |
(1) | Reported production relates to the amount of stream metal sales |
(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 |
The increasedecrease in our total revenue resulted primarily from higherlower gold sales at Mount Milligan and Andacollo, an increase in the average gold and copper prices, higherPueblo Viejo, lower gold production at Cortez and $4.0 million of revenue from the newly acquired NX Gold stream,Peñasquito, and lower average gold, silver and copper prices. The decrease was offset by a decrease in gold andhigher silver sales from Pueblo Viejo compared toat Khoemacau, which shipped its first concentrate during the prior period. year quarter.
24
Gold and silver ounces and copper pounds purchased and sold during the three months ended March 31,September 30, 2022 and 2021,
23
and gold and silver ounces and copper pounds in inventory as of March 31,September 30, 2022, and December 31, 2021, 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, 2022 | | March 31, 2021 | | March 31, 2022 | | December 31, 2021 | | September 30, 2022 | | September 30, 2021 | | September 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 | | 10,000 | | 13,900 | | 12,000 | | 9,200 | | 200 | | 4,100 | | 18,400 | | 18,200 | | 10,800 | | 19,300 | | 8,700 | | 4,100 |
Andacollo | | 6,100 | | 8,400 | | 10,700 | | 7,100 | | — | | 2,200 | ||||||||||||
Pueblo Viejo | | 7,100 | | 8,600 | | 11,100 | | 10,500 | | 7,100 | | 8,600 | | 8,900 | | 8,600 | | 9,200 | | 9,800 | | 8,900 | | 8,600 |
Wassa | | 4,500 | | 3,900 | | 4,400 | | 4,800 | | 2,200 | | 1,600 | | 4,800 | | 4,200 | | 4,300 | | 4,500 | | 2,000 | | 1,600 |
Andacollo | | 3,200 | | 6,800 | | 6,400 | | 6,500 | | — | | 2,200 | ||||||||||||
Other | | 6,600 | | 6,800 | | 4,600 | | 4,300 | | 2,000 | | 2,200 | | 7,100 | | 5,900 | | 7,500 | | 6,300 | | 3,100 | | 2,200 |
Total | | 34,300 | | 41,600 | | 42,800 | | 35,900 | | 11,500 | | 18,700 | | 42,400 | | 43,700 | | 38,200 | | 46,400 | | 22,700 | | 18,700 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Three Months Ended | | As of | | As of | | Three Months Ended | | Three Months Ended | | As of | | As of | ||||||||
| | March 31, 2022 | | March 31, 2021 | | March 31, 2022 | | December 31, 2021 | | September 30, 2022 | | September 30, 2021 | | September 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 | | 274,500 | | 316,000 | | 247,500 | | 418,200 | | 274,500 | | 316,000 | | 319,100 | | 307,100 | | 396,500 | | 386,500 | | 319,100 | | 316,000 |
Khoemacau | | 115,200 | | 102,700 | | — | | — | | 54,500 | | 42,000 | ||||||||||||
Khoemacau | | 290,700 | | 255,900 | | 105,800 | | 4,500 | | 114,400 | | 42,000 | ||||||||||||
Other | | 51,100 | | 70,500 | | 72,200 | | 66,200 | | 15,000 | | 34,300 | | 64,300 | | 51,100 | | 109,700 | | 165,400 | | 29,600 | | 34,300 |
Total | | 440,800 | | 489,200 | | 319,700 | | 484,400 | | 344,000 | | 392,300 | | 674,100 | | 614,100 | | 612,000 | | 556,400 | | 463,100 | | 392,300 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Three Months Ended | | As of | | As of | | Three Months Ended | | Three Months Ended | | As of | | As of | ||||||||
| | March 31, 2022 | | March 31, 2021 | | March 31, 2022 | | December 31, 2021 | | September 30, 2022 | | September 30, 2021 | | September 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 | | 2.7 | | 3.6 | | 3.3 | | 4.4 | | - | | 0.9 | | 4.5 | | 2.7 | | 2.6 | | 4.4 | | 1.8 | | 0.9 |
Cost of sales, which excludes depreciation, depletion and amortization, increaseddecreased to $22.6$23.2 million for the three months ended March 31,September 30, 2022, from $21.5$27.2 million for the three months ended March 31,September 30, 2021. The increase,decrease, when compared to the prior period, was primarily due to an increasea decrease in gold and silver sales fromat Pueblo Viejo and lower gold sales at Mount Milligan, offset by a decrease in goldhigher silver sales at Pueblo Viejo.Khoemacau. Stream deliveries from Khoemacau began in the prior year 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 increased to $8.9$7.6 million for the three months ended March 31,September 30, 2022, from $6.9$7.1 million for the three months ended MarchSeptember 30, 2021. The increase was primarily due to an increase in employee-related costs including non-cash compensation expense.
Depreciation, depletion and amortization decreased to $37.8 million for the three months ended September 30, 2022, from $50.6 million for the three months ended September 30, 2021. The decrease was primarily due to lower gold production at Cortez and lower gold sales and at Mount Milligan. Lower depletion rates at Mount Milligan compared to the prior quarter also contributed to the decrease. Refer to Note 3 of our notes to consolidated financial statements for further discussion on the decrease in depletion rates at Mount Milligan. The decrease was partially offset by additional depletion from Khoemacau which produced first deliveries in the prior year comparable quarter.
Interest and other expense increased to $8.8 million for the three months ended September 30, 2022, from $1.9 million for the three months ended September 30, 2021. The increase was primarily due to higher interest expense as a result of the $500 million draw on the revolving credit facility and foreign exchange losses related to the GBR acquisition.
For the three months ended September 30, 2022, we recorded an income tax expense of $11.0 million, compared with income tax expense of $16.0 million for the three months ended September 30, 2021. The income tax expense resulted in an effective tax rate of 19.3% in the current period, compared with 18.5% for the three months ended September 30, 2021.
Nine Months Ended September 30, 2022, Compared to Nine Months Ended September 30, 2021
For the nine months ended September 30, 2022, we recorded net income and comprehensive income attributable to Royal Gold stockholders (“net income”) of $182.6 million, or $2.78 per basic and diluted share, as compared to net income of $205.9 million, or $3.14 per basic and diluted share, for the nine months ended September 30, 2021.
25
For the nine months ended September 30, 2022, we recognized total revenue of $440.2 million, comprised of stream revenue of $308.9 million and royalty revenue of $131.4 million at an average gold price of $1,824 per ounce, an average silver price of $21.92 per ounce and an average copper price of $4.11 per pound. This is compared to total revenue of $485.0 million for the nine months ended September 30, 2021, comprised of stream revenue of $325.7 million and royalty revenue of $159.4 million, at an average gold price of $1,800 per ounce, an average silver price of $25.75 per ounce and an average copper price of $4.17 per pound. Revenue and the corresponding production attributable to our stream and royalty interests for the nine months ended September 30, 2022, compared to the nine months ended September 30, 2021, are as follows:
Revenue and Reported Production Subject to Our Stream and Royalty Interests
(Amounts in thousands, except reported production oz. and lbs.)
| | | | | | | | | | | | | | |
| | | | Nine Months Ended | | Nine Months Ended | ||||||||
| | | | September 30, 2022 | | September 30, 2021 | ||||||||
| | | | | | | Reported | | | | | Reported | ||
Stream/Royalty |
| Metal(s) |
| Revenue |
| Production(1) |
| Revenue |
| Production(1) | ||||
Stream(2): | | | | | | | | | | | | | | |
Mount Milligan | | | | $ | 129,596 | | | | | $ | 131,061 | | | |
| | Gold | | | | | 47,600 | oz. | | | | | 44,700 | oz. |
| | Copper | | | | | 10.3 | Mlbs. | | | | | 12.2 | Mlbs. |
Pueblo Viejo | | | | $ | 64,232 | | | | | $ | 83,957 | | | |
| | Gold | | | | | 24,300 | oz. | | | | | 31,400 | oz. |
| | Silver | | | | | .9 | Moz. | | | | | 1.1 | Moz. |
Andacollo | | Gold | | $ | 39,565 | | 21,500 | oz. | | $ | 52,491 | | 29,000 | oz. |
Khoemacau | | Silver | | | 12,641 | | 580,400 | oz. | | $ | 107 | | 4,500 | oz. |
Wassa | | Gold | | $ | 22,840 | | 12,500 | oz. | | $ | 23,935 | | 13,200 | oz. |
Other(3) | | | | $ | 39,989 | | | | | $ | 34,137 | | | |
| | Gold | | | | | 19,600 | oz. | | | | | 14,500 | oz. |
| | Silver | | | | | 175,300 | oz. | | | | | 303,700 | oz. |
Total stream revenue | | | | $ | 308,863 | | | | | $ | 325,688 | | | |
| | | | | | | | | | | | | | |
Royalty(2): | | | | | | | | | | | | | | |
Peñasquito | | | | $ | 31,768 | | | | | $ | 38,739 | | | |
| | Gold | | | | | 408,300 | oz. | | | | | 530,500 | oz. |
| | Silver | | | | | 22.6 | Moz. | | | | | 23.5 | Moz. |
| | Lead | | | | | 106.6 | Mlbs. | | | | | 133.8 | Mlbs. |
| | Zinc | | | | | 289.6 | Mlbs. | | | | | 319.3 | Mlbs. |
Cortez | | Gold | | $ | 29,413 | | 190,600 | oz. | | $ | 39,475 | | 241,300 | oz. |
Other(3) | | Various | | $ | 70,182 | | N/A | | | $ | 81,145 | | N/A | |
Total royalty revenue | | | | $ | 131,363 | | | | | $ | 159,359 | | | |
Total revenue | | $ | 440,226 | | | | | $ | 485,047 | | | |
(1) | Reported production relates to the amount of stream metal sales and the metal sales attributable to our royalty interests for the nine months ended September 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. |
(3) | Individually, except for our stream interest at Rainy River, which contributed 6% of total revenue for the nine months ended September 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 decrease in our total revenue resulted primarily from lower gold sales at Andacollo and Pueblo Viejo and lower gold production at Cortez and Peñasquito. The decrease was offset by $26.1 million of new revenue from the NX Gold and Khoemacau streams which were not in full production during the prior year comparable period.
Cost of sales, which excludes depreciation, depletion and amortization, decreased to $69.7 million for the nine months ended September 30, 2022, from $73.4 million for the nine months ended September 30, 2021. The decrease, when compared to the prior period, was primarily due to a decrease in gold and silver sales at Pueblo Viejo and lower gold sales at Andacollo, offset by higher silver sales at Khoemacau. Stream deliveries from Khoemacau began in the prior year comparable 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
26
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.
Gold and silver ounces and copper pounds purchased and sold during the nine months ended September 30, 2022 and 2021, and gold and silver ounces and copper pounds in inventory as of September 30, 2022, and December 31, 2021, for our streaming interests were as follows:
Revenue and Reported Production Subject to Our Stream and Royalty Interests
(Amounts in thousands, except reported production oz. and lbs.)
| | | | | | | | | | | | |
| | Nine Months Ended | | Nine Months Ended | | As of | | As of | ||||
| | September 30, 2022 | | September 30, 2021 | | September 30, 2022 | | December 31, 2021 | ||||
Gold Stream |
| Purchases (oz.) |
| Sales (oz.) |
| Purchases (oz.) |
| Sales (oz.) |
| Inventory (oz.) |
| Inventory (oz.) |
Mount Milligan | | 52,200 | | 47,600 | | 43,800 | | 44,700 | | 8,700 | | 4,100 |
Pueblo Viejo | | 24,600 | | 24,300 | | 30,100 | | 31,400 | | 8,900 | | 8,600 |
Andacollo | | 19,300 | | 21,500 | | 28,400 | | 29,000 | | — | | 2,200 |
Wassa | | 12,800 | | 12,500 | | 12,300 | | 13,200 | | 2,000 | | 1,600 |
Other | | 20,500 | | 19,600 | | 15,800 | | 14,500 | | 3,100 | | 2,200 |
Total | | 129,400 | | 125,500 | | 130,400 | | 132,800 | | 22,700 | | 18,700 |
| | | | | | | | | | | | |
| | Nine Months Ended | | Nine Months Ended | | As of | | As of | ||||
| | September 30, 2022 | | September 30, 2021 | | September 30, 2022 | | December 31, 2021 | ||||
Silver Stream |
| Purchases (oz.) |
| Sales (oz.) |
| Purchases (oz.) |
| Sales (oz.) |
| Inventory (oz.) |
| Inventory (oz.) |
Pueblo Viejo | | 900,700 | | 897,600 | | 1,030,500 | | 1,052,100 | | 319,100 | | 316,000 |
Khoemacau | | 652,800 | | 580,400 | | 105,800 | | 4,500 | | 114,400 | | 42,000 |
Other | | 170,600 | | 175,300 | | 280,500 | | 303,700 | | 29,600 | | 34,300 |
Total | | 1,724,100 | | 1,653,300 | | 1,416,800 | | 1,360,300 | | 463,100 | | 392,300 |
| | | | | | | | | | | | |
| | Nine Months Ended | | Nine Months Ended | | As of | | As of | ||||
| | September 30, 2022 | | September 30, 2021 | | September 30, 2022 | | December 31, 2021 | ||||
Copper Stream |
| Purchases (Mlbs.) |
| Sales (Mlbs.) |
| Purchases (Mlbs.) |
| Sales (Mlbs.) |
| Inventory (Mlbs.) |
| Inventory (Mlbs.) |
Mount Milligan | | 11.2 | | 10.3 | | 11.2 | | 12.2 | | 1.8 | | 0.9 |
General and administrative costs increased to $25.8 million for the nine months ended September 30, 2022, from $21.3 million for the nine months ended September 30, 2021. The increase was primarily due to an increase in employee-related costs including non-cash compensation expense, as well as higher costs associated with certain environmental, social and governance (“ESG”) initiatives.
Depreciation, depletion and amortization increaseddecreased to $48.0$129.7 million for the threenine months ended March 31,September 30, 2022, from $41.3$139.9 million for the threenine months ended March 31,September 30, 2021. The increasedecrease was primarily due to higherlower gold sales fromat Mount Milligan higherand Andacollo and lower gold productionand silver sales at Cortez andPueblo Viejo. Refer to Note 3 of our notes to consolidated financial statements for further discussion on the decrease in depletion rates at Mount Milligan. The decrease in depletion was partially offset by the additional depletion from the newly acquired Khoemacau and NX Gold streams when compared to the prior year period.
Interest and other expense increased to $11.1 million for the nine months ended September 30, 2022, from $4.9 million for the nine months ended September 30, 2021. The increase was partially offset by lower goldprimarily due to higher interest expense as a result of the $500 million draw on the revolving credit facility in July 2022 as part of the Cortez Complex Royalty acquisition discussed earlier in this MD&A and silver sales from Pueblo Viejo.foreign exchange losses related to the GBR acquisition.
For the threenine months ended March 31,September 30, 2022, we recorded income tax expense totaling $15.3$20.3 million, compared with income tax expense of $17.7$39.2 million for the threenine months ended March 31,September 30, 2021. The income tax expense resulted in an effective tax rate of 18.8%10.0% in the current period, compared with 24.6%16.0% for the threenine months ended March 31,September 30, 2021. The threenine months ended March 31, 2021,September 30, 2022, included ana discrete income tax expensebenefit attributable to an increase inthe release of a valuation allowance on certain deferred tax assets. The nine months ended September 30, 2021, included a discrete tax benefit attributable to the settlement of an uncertain tax position with a foreign jurisdiction.
27
Liquidity and Capital Resources
Overview
At March 31,September 30, 2022, we had current assets of $258.6$181.8 million compared to current liabilities of $49.5$64.5 million, which resulted in working capital of $209.1$117.3 million and a current ratio of 53 to 1. This compares to current assets of $216.0 million and current liabilities of $61.4 million at December 31, 2021, resulting in working capital of $154.6 million and a current ratio of approximately 4 to 1. The increasedecrease in working capital was primarily due to an increasea decrease in our available cash resulting from increased revenue duringas a result of the current period.Cortez Complex Royalty and GBR acquisitions.
24
During the threenine months ended March 31,September 30, 2022, liquidity needs were met from $101.1$316.3 million in net cash provided by operating activities and our available cash resources. As of March 31,September 30, 2022, we had $1 billion$550 million available and $450 million outstanding under our revolving credit facility. Working capital, combined with available capacity under our revolving credit facility, resulted in approximately $1.2 billion$667 million of total liquidity at March 31,September 30, 2022. We were in compliance with each financial covenant under the revolving credit facility as of March 31,September 30, 2022. Refer to Note 5 of our notes to consolidated financial statements and below under Recent Liquidity Developments for further discussion on our debt.
We believe that our current financial resources and funds generated from operations will be adequate to cover anticipated expenditures for debt service, general and administrative expense costs and capital expenditures for the foreseeable future. Our current financial resources are also available to fund dividends and for acquisitions of stream and royalty interests, 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 Transition Report for a discussion of certain risks that may impact our liquidity and capital resources.
Recent Liquidity Developments
Revolving Credit Facility Draw
In July 2022, we borrowed $500 million under our revolving credit facility to fund the acquisition of the Cortez Complex Royalty, and on September 6, 2022, we made a $50 million principal payment towards the outstanding balance leaving $550 million available as of September 30, 2022.
Cash Flows
Operating Activities
Net cash provided by operating activities totaled $101.1$316.3 million for the threenine months ended March 31,September 30, 2022, compared to $92.2$343.0 million for the threenine months ended March 31,September 30, 2021. The increasedecrease was primarily due to an increasea decrease in cash proceeds received from our stream and royalty interests, net of cost of sales, and production taxes, of approximately $9.1 million.$16.9 million compared to the prior year period. Higher income taxes paid due to the change in year-end of $9.8 million compared to the prior year period also contributed to the decrease.
Investing Activities
Net cash used in investing activities totaled $37.8$716.5 million for the threenine months ended March 31,September 30, 2022, compared to $33.7$401.6 million for the threenine months ended March 31,September 30, 2021. The increase over the prior year period was primarily due to higher acquisitions of royalty interests due to the acquisition of streamGBR and royalty interests.Cortez Complex Royalty acquisitions.
28
Financing Activities
Net cash used inprovided by financing activities totaled $23.2$378.9 million for the threenine months ended March 31,September 30, 2022, compared to net cash used in financing activities of $70.1$163.1 million for the threenine months ended March 31,September 30, 2021. The decreaseincrease was primarily due to a repayment of $50$500 million draw on our revolving credit facility during the priorcurrent year quarter.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 Transition Report for discussion on our critical accounting policies.
Property Mineral Reserve and Mineral Resource Update for Cortez
Below is certain updated information regarding the estimates of mineral resources and mineral reserves (as such terms are defined in Subpart 1300 of Regulation S-K (“SK1300”)) previously reported by the operator of Cortez and included in our Transition Report on Form 10-KT (“Form 10-KT”) and our Current Report on Form 8-K dated April 12, 2022.
On August 1, 2022, we acquired an additional royalty at Cortez that we refer to as the Cortez Complex Royalty. The updated disclosures herein reflect the change in Royal Gold’s royalty position on the Cortez property as a result of that acquisition.
We own various royalty positions at Cortez, including: (1) overlapping royalties covering the Pipeline and Crossroads deposits (known as GSR1, GSR2, GSR 3, NVR1 and NVR1C); (2) a 1% NVR on a portion of the Goldrush development property (NVR2); and (3) the Cortez Complex Royalty. The Cortez Complex Royalty covers an area including the Cortez mine operational area (including the Fourmile development project owned by Barrick). Refer to footnote 3 in each of the tables below for further detail regarding our royalties at Cortez.
Deductions under the Cortez Complex Royalty are limited to third-party royalties that existed prior to the creation of the royalty in 2008, which include the royalties listed under (1) and (2) above. The Cortez Complex Royalty is not subject to any stepdowns or caps. Based on the information available to Royal Gold, the Cortez Complex Royalty does not cover the existing deposits in the Robertson property.
As a result of the acquisition of the Cortez Complex Royalty, there has been an increase of 380% in gold mineral reserves and an increase of 1230% in measured and indicated gold mineral resources attributable to our royalty interests at Cortez beyond the resources and reserves previously disclosed in detail in our Transition Report.
The disclosures below are derived from the Annual Information Form of Barrick, dated March 18, 2022, attached as Exhibit 99.1 to Barrick’s Annual Report on Form 40-F for the year ended December 31, 2021, which reports resources and reserves for Cortez pursuant to National Instrument 43-101 and CIM Standards, and nonpublic mineral resource and reserve updates provided by Barrick to us specific to the portions of the property to which our legacy royalty interests apply. Measurement units presented in this section are US standard units. There may be rounding differences due to unit conversions.
Table 1 Cortez – Summary of Gold Mineral Resources at December 31, 2021, Based on $1,500 Au (1)(2)(3)
| Amount Tons (M) | Au Grade opt | Cut-Off Grade | Metallurgical Recovery |
Measured Mineral Resources | 0.8 | 0.203 | (4) | (4) |
Indicated Mineral Resources | 28.1 | 0.099 | (4) | (4) |
Measured + Indicated Mineral Resources | 28.9 | 0.102 | (4) | (4) |
Inferred Mineral Resources | 47.5 | 0.159 | (4) | (4) |
29
(1) | Mineral resources are estimated by Barrick as at December 31, 2021, and are shown exclusive of mineral reserves | |
(2) | Cortez mineral resources as reported by Barrick under its March 18, 2022, filing and separately to us are determined pursuant to CIM Standards. | |
(3) | We control various royalty positions at Cortez, including (i) the overlapping royalties covering the Pipeline and Crossroads deposits (known as GSR1, GSR2, GSR 3, NVR1 and NVR1C), which are equivalent to an approximate 8% gross smelter return royalty and cover 5.7 million tons of measured and indicated mineral resources at an average grade of 0.039 opt; (ii) NVR2 over a portion of the Goldrush property, which is a 1% NVR covering 1 million tons of indicated resource averaging 0.129 opt and 2.3 million tons of inferred resources grading 0.136 opt. and (iii) The Cortez Complex Royalty is an effective 1.2% gross royalty on the Cortez Complex at gold prices above $900 per ounce. Our resources for Cortez may vary from other information published by Barrick because we exclude any amounts for areas not covered by our royalties. Our royalties for Cortez cover all metals, but Barrick reports only gold resources for Cortez. | |
(4) | Specific cutoff grades and metallurgical recoveries used for resource estimates for Cortez have not been disclosed by Barrick. |
Table 2 Cortez – Summary of Gold Mineral Reserves at December 31, 2021, Based on $1,200 Au and $16.50 Ag (1)(2)(3)
| Amount Tons (M) | Au Grade opt | Cut-Off Grade | Metallurgical Recovery |
Proven Mineral Reserves | 4.0 | 0.126 | (4) | (4) |
Probable Mineral Reserves | 113.8 | 0.122 | (4) | (4) |
Total Mineral Reserves | 117.7 | 0.122 | (4) | (4) |
contr | ||
(1) | Mineral reserves are estimated by Barrick as at December 31, 2021. | |
(2) | Cortez mineral reserves are reported by Barrick pursuant to CIM Standards. | |
(3) | We control various royalty positions at Cortez, including (i) the overlapping royalties covering the Pipeline and Crossroads deposits (known as GSR1, GSR2, GSR 3, NVR1 and NVR1C), which are equivalent to an approximate 8% gross smelter return royalty and cover 62.4 million tons of probable reserves at an average grade of 0.048 opt, (ii) (ii) NVR2 over a portion of the Goldrush property, which is a 1% NVR covering 5.4 million tons of probable reserves averaging 0.208 opt and (iii) The Cortez Complex Royalty is an effective 1.2% gross royalty on the Cortez Complex at gold prices above $900 per ounce. Our reserves for Cortez may vary from other information published by Barrick because we exclude any amounts for areas not covered by our royalties. Our royalties for Cortez cover all metals, but Barrick reports only gold reserves for the property. | |
(4) | Reserves have been estimated based on an assumed gold price of $1,200 per ounce and an assumed silver price of $16.50 per ounce. Specific cutoff grades and metallurgical recoveries used for mineral reserve estimates for Cortez have not been disclosed by Barrick. |
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.
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 aboutvolatility 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, mine lives, facilities, mineral resources
25
and reserves, access to and adequacy of water sources, development, cash flows, capital expenditures, and capital expenditures; liquidity, financingpermitting and stockholder returns; our overall investment portfolio; macroeconomic and market conditions includingenvironmental impact studies; effects of the impacts of COVID-19; prices for gold, silver, copper, nickel and other metals;pandemic; estimates of fair value and potential impairments; tax changes; deferral of silver ounces from Pueblo Viejo; impact on stream deliveries due to rainfall and tax changes.the resulting temporary shutdown of operations at Andacollo; anticipated 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 equity
30
financing as necessary; borrowing and repaying amounts under our revolving credit facility; and disclosure controls and procedures and 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 operators’the operator’s disclosures, variations between actual and forecasted performance, operators’the operator’s ability to complete projects on schedule and as planned, operators’the operator’s changes to mine plans and mineralreserves and resources, and reserves,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 due to variant strains of the virus;those caused by climate change; potential cyber-attacks, including ransomware; risks associated with doing business in foreign countries; increased competition for stream and royalty interests; environmental risks, including those caused by climate change; potential cyber-attacks, including ransomware; our ability to identify, finance, valueeffects of global and complete acquisitions; adverseregional economic and market conditions;conditions, including as a result of government policies, war, natural disasters, and public health issues; changes in laws or regulations governing us, operators or operating properties; changes in management and key employees; 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 ofour reports filed with the Securities and Exchange Commission, including our Transition Report and this Form 10-Q.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.
2631
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 Transition Report, for more information about risks associated with metal price volatility.
During the threenine months ended March 31,September 30, 2022, we reported revenue of $162.4$440.2 million, with an average gold price for the period of $1,877$1,824 per ounce, an average silver price of $24.01$21.92 per ounce, and an average copper price of $4.53$4.11 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 threenine months ended March 31,September 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 |
| $ |
Copper |
| $ |
Silver |
| $ |
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our Chief Executive Officer (the principal executive officer) and Chief Financial Officer (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,September 30, 2022. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of March 31,September 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,September 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 Chief Executive Officer and Chief Financial Officer, 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.
ITEM 1A. RISK FACTORS
There have been no material changes to the risk factors included in the section entitled “Risk Factors” of our Transition Report.
2732
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 |
| — | — | N/A | N/A |
| — | — | N/A | N/A |
| — | — | 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.
2833
ITEM 6. EXHIBITS
Exhibit |
| Description |
---|---|---|
| | |
| | |
| | |
| | |
|
|
|
|
|
|
|
|
|
|
| Certain portions of this Exhibit were redacted pursuant to Item 601 (b)(10) of Regulations S-K. The Company agrees to furnish supplementally an unredacted copy of this Exhibit to the SEC upon request. |
| | |
31.1* | | |
| | |
31.2* | | |
| | |
32.1‡ | | |
| | |
32.2‡ | | |
| | |
101* | | The following financial statements from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended |
| | |
104* | | The cover page from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended |
* | Filed herewith. |
‡ | Furnished herewith. |
|
|
|
|
2934
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: | | |
| By: | /s/ William Heissenbuttel |
| | William Heissenbuttel |
| | President and Chief Executive Officer |
| | (Principal Executive Officer) |
| | |
Date: | By: | /s/ Paul Libner |
| | Paul Libner |
| | Chief Financial Officer and Treasurer |
| | (Principal Financial and Accounting Officer) |
3035