Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 26, 2023 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2023 | |
Entity File Number | 001-13357 | |
Entity Registrant Name | Royal Gold, Inc | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-0835164 | |
Entity Address, Address Line One | 1144 15th Street, Suite 2500 | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80202 | |
City Area Code | 303 | |
Local Phone Number | 573-1660 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | RGLD | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Shares Outstanding | 65,692,012 | |
Entity Central Index Key | 0000085535 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
ASSETS | ||
Cash and equivalents | $ 102,901 | $ 118,586 |
Royalty receivables | 34,727 | 49,405 |
Income tax receivable | 14,248 | 3,066 |
Stream inventory | 9,851 | 12,656 |
Prepaid expenses and other | 2,039 | 2,120 |
Total current assets | 163,766 | 185,833 |
Stream and royalty interests, net (Note 2) | 3,115,580 | 3,237,402 |
Other assets | 117,817 | 111,287 |
Total assets | 3,397,163 | 3,534,522 |
LIABILITIES | ||
Accounts payable | 8,626 | 6,686 |
Dividends payable | 24,649 | 24,627 |
Income tax payable | 22,493 | 16,065 |
Other current liabilities | 15,079 | 16,209 |
Total current liabilities | 70,847 | 63,587 |
Debt (Note 3) | 320,750 | 571,572 |
Deferred tax liabilities | 135,624 | 138,156 |
Other liabilities | 8,160 | 7,738 |
Total liabilities | 535,381 | 781,053 |
Commitments and contingencies (Note 10) | ||
EQUITY | ||
Preferred stock, $.01 par value, 10,000,000 shares authorized; and 0 shares issued | ||
Common stock, $.01 par value, 200,000,000 shares authorized; and 65,631,760 and 65,592,597 shares outstanding, respectively | 656 | 656 |
Additional paid-in capital | 2,218,695 | 2,213,123 |
Accumulated earnings | 630,035 | 527,314 |
Total Royal Gold stockholders' equity | 2,849,386 | 2,741,093 |
Non-controlling interests | 12,396 | 12,376 |
Total equity | 2,861,782 | 2,753,469 |
Total liabilities and equity | $ 3,397,163 | $ 3,534,522 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares outstanding | 65,631,760 | 65,592,597 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Consolidated Statements of Operations and Comprehensive Income | ||||
Revenue (Note 4) | $ 138,617 | $ 131,429 | $ 453,051 | $ 440,226 |
Costs and expenses | ||||
Cost of sales (excludes depreciation, depletion and amortization) | 21,351 | 23,221 | 69,738 | 69,670 |
General and administrative | 9,927 | 7,554 | 30,020 | 25,797 |
Production taxes | 1,671 | 1,119 | 4,934 | 4,765 |
Depreciation, depletion and amortization | 40,106 | 37,761 | 124,847 | 129,739 |
Total costs and expenses | 73,055 | 69,655 | 229,539 | 229,971 |
Operating income | 65,562 | 61,774 | 223,512 | 210,255 |
Fair value changes in equity securities | (462) | 356 | (171) | (1,221) |
Interest and other income | 2,436 | 3,571 | 7,348 | 5,665 |
Interest and other expense | (7,285) | (8,814) | (24,867) | (11,110) |
Income before income taxes | 60,251 | 56,887 | 205,822 | 203,589 |
Income tax expense | (10,752) | (10,954) | (28,652) | (20,347) |
Net income and comprehensive income | 49,499 | 45,933 | 177,170 | 183,242 |
Net income and comprehensive income attributable to non-controlling interests | (162) | (141) | (509) | (633) |
Net income and comprehensive income attributable to Royal Gold common stockholders | $ 49,337 | $ 45,792 | $ 176,661 | $ 182,609 |
Net income per share attributable to Royal Gold common stockholders: | ||||
Basic earnings per share | $ 0.75 | $ 0.70 | $ 2.69 | $ 2.78 |
Basic weighted average shares outstanding | 65,619,406 | 65,579,834 | 65,606,681 | 65,571,737 |
Diluted earnings per share | $ 0.75 | $ 0.70 | $ 2.68 | $ 2.78 |
Diluted weighted average shares outstanding | 65,757,076 | 65,660,152 | 65,743,114 | 65,661,197 |
Cash dividends declared per common share | $ 0.375 | $ 0.35 | $ 1.125 | $ 1.05 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Common Shares | Additional Paid-in Capital | Accumulated Earnings | Non-controlling Interests | Total |
Balance at Dec. 31, 2021 | $ 656 | $ 2,206,159 | $ 381,929 | $ 12,467 | $ 2,601,211 |
Balance (in shares) at Dec. 31, 2021 | 65,564,364 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation and related share issuances | 5,194 | 5,194 | |||
Stock-based compensation and related share issuances (in shares) | 28,233 | ||||
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 Sep. 30, 2022 | $ 656 | 2,211,353 | 495,570 | 12,360 | 2,719,939 |
Balance (in shares) at Sep. 30, 2022 | 65,592,597 | ||||
Balance at Jun. 30, 2022 | $ 656 | 2,210,809 | 472,764 | 12,429 | 2,696,658 |
Balance (in shares) at Jun. 30, 2022 | 65,569,687 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation and related share issuances | 544 | 544 | |||
Stock-based compensation and related share issuances (in shares) | 22,910 | ||||
Distributions to non-controlling interests | (210) | (210) | |||
Net income and comprehensive income | 45,792 | 141 | 45,933 | ||
Dividends declared | (22,986) | (22,986) | |||
Balance at Sep. 30, 2022 | $ 656 | 2,211,353 | 495,570 | 12,360 | 2,719,939 |
Balance (in shares) at Sep. 30, 2022 | 65,592,597 | ||||
Balance at Dec. 31, 2022 | $ 656 | 2,213,123 | 527,314 | 12,376 | 2,753,469 |
Balance (in shares) at Dec. 31, 2022 | 65,592,597 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation and related share issuances | 5,572 | 5,572 | |||
Stock-based compensation and related share issuances (in shares) | 39,163 | ||||
Distributions to non-controlling interests | (489) | (489) | |||
Net income and comprehensive income | 176,661 | 509 | 177,170 | ||
Dividends declared | (73,940) | (73,940) | |||
Balance at Sep. 30, 2023 | $ 656 | 2,218,695 | 630,035 | 12,396 | 2,861,782 |
Balance (in shares) at Sep. 30, 2023 | 65,631,760 | ||||
Balance at Jun. 30, 2023 | $ 656 | 2,217,559 | 605,347 | 12,331 | 2,835,893 |
Balance (in shares) at Jun. 30, 2023 | 65,609,736 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation and related share issuances | 1,136 | 1,136 | |||
Stock-based compensation and related share issuances (in shares) | 22,024 | ||||
Distributions to non-controlling interests | (97) | (97) | |||
Net income and comprehensive income | 49,337 | 162 | 49,499 | ||
Dividends declared | (24,649) | (24,649) | |||
Balance at Sep. 30, 2023 | $ 656 | $ 2,218,695 | $ 630,035 | $ 12,396 | $ 2,861,782 |
Balance (in shares) at Sep. 30, 2023 | 65,631,760 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net income and comprehensive income | $ 177,170 | $ 183,242 |
Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities: | ||
Depreciation, depletion and amortization | 124,847 | 129,739 |
Non-cash employee stock compensation expense | 7,342 | 6,632 |
Fair value changes in equity securities | 171 | 1,221 |
Deferred tax benefit | (6,011) | (17,757) |
Other | 592 | 734 |
Changes in assets and liabilities: | ||
Royalty receivables | 14,678 | 25,612 |
Stream inventory | 2,805 | (2,083) |
Income tax receivable | (11,182) | (10,141) |
Prepaid expenses and other assets | (3,367) | (3,073) |
Accounts payable | 1,940 | 857 |
Income tax payable | 6,428 | 2,646 |
Other liabilities | (709) | (1,310) |
Net cash provided by operating activities | 314,704 | 316,319 |
Cash flows from investing activities: | ||
Acquisition of stream and royalty interests | (2,678) | (715,829) |
Sale of equity securities | 107 | |
Other | (256) | (676) |
Net cash used in investing activities | (2,827) | (716,505) |
Cash flows from financing activities: | ||
Repayment of debt | (250,000) | (50,000) |
Borrowings from revolving credit facility | 500,000 | |
Debt issuance costs | (1,535) | |
Net payments from issuance of common stock | (1,373) | (1,438) |
Common stock dividends | (73,918) | (68,938) |
Other | (736) | (751) |
Net cash (used in) provided by financing activities | (327,562) | 378,873 |
Net decrease in cash and equivalents | (15,685) | (21,313) |
Cash and equivalents at beginning of period | 118,586 | 143,551 |
Cash and equivalents at end of period | $ 102,901 | $ 122,238 |
OPERATIONS, SUMMARY OF SIGNIFIC
OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS | 9 Months Ended |
Sep. 30, 2023 | |
OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS | |
OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS | 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 September 30, 2023 are not necessarily indicative of the results that may be expected for the calendar year ending December 31, 2023. These interim unaudited consolidated financial statements should be read in conjunction with our Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on February 16, 2023 (“2022 10-K”). 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. |
STREAM AND ROYALTY INTERESTS, N
STREAM AND ROYALTY INTERESTS, NET | 9 Months Ended |
Sep. 30, 2023 | |
STREAM AND ROYALTY INTERESTS, NET | |
STREAM AND ROYALTY INTERESTS, NET | 2. STREAM AND ROYALTY INTERESTS, NET The following tables summarize our stream and royalty interests, net as of September 30, 2023 and December 31, 2022. As of September 30, 2023 (Amounts in thousands): Cost Accumulated Depletion Net Production stage stream interests: Mount Milligan $ 790,635 $ (421,525) $ 369,110 Pueblo Viejo 610,404 (297,599) 312,805 Andacollo 388,182 (161,816) 226,366 Khoemac a 265,911 (35,996) 229,915 Rainy River 175,727 (71,438) 104,289 Other 232,703 (127,590) 105,113 Total production stage stream interests 2,463,562 (1,115,964) 1,347,598 Production stage royalty interests: Cortez (Legacy Zone and CC Zone) 353,850 (53,953) 299,897 Voisey's Bay 205,724 (119,876) 85,848 Red Chris 116,187 (3,758) 112,429 Peñasquito 99,172 (59,407) 39,765 Other 448,419 (405,656) 42,763 Total production stage royalty interests 1,223,352 (642,650) 580,702 Total production stage stream and royalty interests 3,686,914 (1,758,614) 1,928,300 Development stage stream interests: Other 12,038 — 12,038 Development stage royalty interests: Côté 45,421 — 45,421 Other 81,507 — 81,507 Total development stage stream and royalty interests 138,966 — 138,966 Exploration stage stream interests: Xavantina 19,565 — 19,565 Exploration stage royalty interests: Cortez (Legacy Zone and CC Zone) 456,479 — 456,479 Great Bear 209,106 — 209,106 Pascua-Lama 177,690 — 177,690 Red Chris 48,895 — 48,895 Côté 29,610 — 29,610 Other 106,969 — 106,969 Total exploration stage stream and royalty interests 1,048,314 — 1,048,314 Total stream and royalty interests, net $ 4,874,194 $ (1,758,614) $ 3,115,580 As of December 31, 2022 (Amounts in thousands): Cost Accumulated Depletion Impairments Net Production stage stream interests: Mount Milligan $ 790,635 $ (392,804) $ — $ 397,831 Pueblo Viejo 610,404 (289,537) — 320,867 Andacollo 388,182 (151,870) — 236,312 Khoemac a 265,911 (15,905) — 250,006 Rainy River 175,727 (61,601) — 114,126 Other 215,576 (110,711) — 104,865 Total production stage stream interests 2,446,435 (1,022,428) — 1,424,007 Production stage royalty interests: Cortez (Legacy Zone and CC Zone) 353,772 (35,276) — 318,496 Voisey's Bay 205,724 (118,327) — 87,397 Red Chris 116,187 (1,797) — 114,390 Peñasquito 99,172 (57,772) — 41,400 Other 447,535 (398,513) — 49,022 Total production stage royalty interests 1,222,390 (611,685) — 610,705 Total production stage stream and royalty interests 3,668,825 (1,634,113) — 2,034,712 Development stage stream interests: Other 12,038 — — 12,038 Development stage royalty interests: Côté 45,421 — — 45,421 Other 74,225 — — 74,225 Total development stage stream and royalty interests 131,684 — — 131,684 Exploration stage stream interests: Xavantina 34,253 — — 34,253 Exploration stage royalty interests: Cortez (Legacy Zone and CC Zone) 456,318 — — 456,318 Great Bear 209,106 — — 209,106 Pascua-Lama 177,690 — — 177,690 Red Chris 48,895 — — 48,895 Côté 29,610 — — 29,610 Other 119,421 — (4,287) 115,134 Total exploration stage royalty interests 1,075,293 — (4,287) 1,071,006 Total stream and royalty interests, net $ 4,875,802 $ (1,634,113) $ (4,287) $ 3,237,402 |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2023 | |
DEBT | |
DEBT | 3. DEBT Our debt as of September 30, 2023 and December 31, 2022 consists of the following (amounts in thousands): As of September 30, 2023 As of December 31, 2022 Principal Debt Issuance Costs Total Principal Debt Issuance Costs Total (Amounts in thousands) (Amounts in thousands) Revolving credit facility $ 325,000 $ (4,250) $ 320,750 $ 575,000 $ (3,428) $ 571,572 Total debt $ 325,000 $ (4,250) $ 320,750 $ 575,000 $ (3,428) $ 571,572 Revolving credit facility On March 6, June 6, and September 6, 2023, we repaid $75 million, $100 million, and $75 million, respectively, on our revolving credit facility. On June 28, 2023, we entered into a fifth amendment to our revolving credit facility dated as of June 2, 2017, as amended. The fifth amendment extended the scheduled maturity date from July 7, 2026 to June 28, 2028, replaced LIBOR with Secured Overnight Financing Rate (“Term SOFR”) as a benchmark interest rate and made certain other administrative changes to the existing revolving credit facility. As of September 30, 2023, we had $325 million outstanding and $675 million available under our revolving credit facility. The interest rate on borrowings under our revolving credit facility as of September 30, 2023, was Term SOFR plus 1.20% for an all-in rate of 6.7%. Interest expense, which includes interest on outstanding borrowings and amortization of debt issuance costs, was $6.7 million and $23.0 million for the three and nine months ended September 30, 2023, respectively, and $3.9 million and $4.4 million for the three and nine months ended September 30, 2022, respectively. We were in compliance with each financial covenant (leverage ratio and interest coverage ratio) under our revolving credit facility as of September 30, 2023. We may repay any borrowings under our revolving credit facility at any time without premium or penalty. |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2023 | |
REVENUE | |
REVENUE | 4. REVENUE Revenue Recognition A performance obligation is a promise in a contract to transfer control of a distinct good or service (or integrated package of goods and/or services) to a customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, a performance obligation is satisfied. In accordance with this guidance, revenue attributable to our stream interests and royalty interests is generally recognized at the point in time that control of the related metal production transfers to our customers. The amount of revenue we recognize further reflects the consideration to which we are entitled under the respective stream or royalty agreement. A more detailed summary of our revenue recognition policies for our stream and royalty interests is discussed below. Stream Interests A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more of the metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement. Gold, silver and copper received under our metal streaming agreements are taken into inventory, and then sold primarily using average spot rate gold, silver and copper forward contracts. The sales price for these average spot rate forward contracts is determined by the average daily gold, silver or copper spot prices during the term of the contract, typically a consecutive number of trading days between ten days and three months (depending on the frequency of deliveries under the respective streaming agreement and our sales policy in effect at the time) commencing shortly after receipt and purchase of the metal. We settle our forward sales contracts via physical delivery of the metal to the purchaser (our customer) on the settlement date specified in the contract. Under our forward sales contracts, there is a single performance obligation to sell a contractually specified volume of metal to the purchaser, and we satisfy this obligation at the point in time of physical delivery. Accordingly, revenue from our metal sales is recognized on the 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. Royalty Revenue Estimates For a small number of our royalty interests, we may not receive, or be entitled to receive, payment information, including production information from the operator, for the period in which metal production occurred prior to issuance of our financial statements for that period. As a result, we may estimate revenue for these royalties based on available information, including public information, from the operator. If adequate information is not available from the operator or from other public sources before we issue our financial statements, we will recognize royalty revenue during the period in which the necessary payment information is received. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known. Please also refer to our “Use of Estimates” accounting policy discussed in our 2022 10-K. For the three months ended September 30, 2023, royalty revenue that was estimated or was attributable to metal production for a period prior to September 30, 2023, was not material. Disaggregation of Revenue We have identified two 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 8. 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, 2023 2022 2023 2022 Stream revenue: Gold $ 72,540 $ 76,833 $ 231,396 $ 229,661 Silver 14,419 12,063 51,958 36,393 Copper 12,019 9,836 36,628 42,809 Total stream revenue $ 98,978 $ 98,732 $ 319,982 $ 308,863 Royalty revenue: Gold $ 35,993 $ 23,163 $ 109,030 $ 90,054 Silver 441 2,648 6,108 10,477 Copper 1,524 1,285 8,154 11,271 Other 1,681 5,601 9,777 19,561 Total royalty revenue $ 39,639 $ 32,697 $ 133,069 $ 131,363 Total revenue $ 138,617 $ 131,429 $ 453,051 $ 440,226 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) 2023 2022 2023 2022 Stream revenue: Mount Milligan Gold & Copper $ 33,876 $ 41,553 $ 121,739 $ 129,596 Pueblo Viejo Gold & Silver 16,688 21,156 62,586 64,232 Andacollo Gold 14,644 12,170 35,401 39,565 Khoemac a Silver 9,047 5,050 27,082 12,641 Other Gold & Silver 24,723 18,803 73,174 62,829 Total stream revenue $ 98,978 $ 98,732 $ 319,982 $ 308,863 Royalty revenue: Cortez Legacy Zone Gold $ 19,668 $ 4,562 $ 57,062 $ 29,413 Cortez CC Zone Gold 2,948 N/A 9,674 N/A Peñasquito Gold, Silver, Lead & Zinc — 9,010 13,538 31,768 Other Various 17,023 19,125 52,795 70,182 Total royalty revenue $ 39,639 $ 32,697 $ 133,069 $ 131,363 Total revenue $ 138,617 $ 131,429 $ 453,051 $ 440,226 Peñasquito Revenue During the three months ended September 30, 2023, no royalty revenue from Peñasquito was recognized due to the suspension of operations resulting from a strike action on June 7, 2023, by the National Union of Mine and Metal Workers of the Mexican Republic ("the Union"). According to Newmont Corporation (“Newmont”), on October 13, 2023, a definitive agreement was reached between Newmont and the Union that also received approval from the Mexican Labor Court, ramp-up of operations has since commenced, and operations at Peñasquito are expected to reach full operating capacity by the end of the fourth quarter of 2023. Please refer to Note 8 for the geographical distribution of our revenue by reportable segment. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2023 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | 5. STOCK-BASED COMPENSATION We recognized stock-based compensation expense as follows (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Restricted stock $ 1,538 $ 1,140 $ 4,692 $ 3,496 Performance stock 1,105 658 2,098 2,136 Stock appreciation rights 116 283 533 975 Stock options 4 9 19 25 Total stock-based compensation expense $ 2,763 $ 2,090 $ 7,342 $ 6,632 Stock-based compensation expense is included within General and administrative During the three and nine months ended September 30, 2023 and 2022, we granted the following stock-based compensation awards: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 (Number of shares) (Number of shares) Performance stock (at maximum 200% attainment) 380 — 82,740 39,380 Restricted Stock 180 — 56,710 28,220 Total equity awards granted 560 — 139,450 67,600 As of September 30, 2023, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards were as follows: Unrecognized Weighted- compensation average vesting expense period (years) Restricted stock $ 8,534 1.9 Performance stock 6,743 1.9 |
EARNINGS PER SHARE ("EPS")
EARNINGS PER SHARE ("EPS") | 9 Months Ended |
Sep. 30, 2023 | |
EARNINGS PER SHARE ("EPS") | |
EARNINGS PER SHARE ("EPS") | 6. EARNINGS PER SHARE (“EPS”) Basic EPS was computed using the weighted average number of shares of common stock outstanding during the period, considering the effect of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of EPS pursuant to the two-class method. Our unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. Our unexercised stock option awards, unexercised stock-settled stock appreciation rights and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings used to determine basic EPS are reduced by an amount allocated to participating securities. Use of the two-class method has an immaterial impact on the calculation of basic and diluted EPS. The following table summarizes the effects of dilutive securities on diluted EPS for the periods shown below (amounts in thousands, except share data): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Net income attributable to Royal Gold common stockholders $ 49,337 $ 45,792 $ 176,661 $ 182,609 Weighted-average shares for basic EPS 65,619,406 65,579,834 65,606,681 65,571,737 Effect of other dilutive securities 137,670 80,318 136,433 89,460 Weighted-average shares for diluted EPS 65,757,076 65,660,152 65,743,114 65,661,197 Basic EPS $ 0.75 $ 0.70 $ 2.69 $ 2.78 Diluted EPS $ 0.75 $ 0.70 $ 2.68 $ 2.78 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2023 | |
INCOME TAXES | |
INCOME TAXES | 7. INCOME TAXES The following table provides the income tax expense (amounts in thousands) and effective tax rates for the periods indicated: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Income tax expense $ 10,752 $ 10,954 $ 28,652 $ 20,347 Effective tax rate 17.8% 19.3% 13.9% 10.0% The effective tax rates for the nine months ended September 30, 2023 and 2022, included discrete income tax benefits of $8.5 million and $18.8 million, respectively, attributable to the release of a valuation allowance on certain deferred tax assets. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2023 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | 8. SEGMENT INFORMATION We manage our business under two 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 September 30, 2023 As of December 31, 2022 Total stream Total stream Stream Royalty and royalty Stream Royalty and royalty interest interest interests, net interest interest interests, net Canada $ 473,399 $ 616,199 $ 1,089,598 $ 511,957 $ 620,549 $ 1,132,506 Dominican Republic 312,805 — 312,805 320,867 — 320,867 Africa 270,812 321 271,133 299,722 321 300,043 Chile 226,366 224,116 450,482 236,312 224,116 460,428 United States — 803,523 803,523 — 823,203 823,203 Mexico — 44,035 44,035 — 50,156 50,156 Australia — 21,547 21,547 — 22,120 22,120 Rest of world 95,819 26,638 122,457 101,440 26,639 128,079 Total $ 1,379,201 $ 1,736,379 $ 3,115,580 $ 1,470,298 $ 1,767,104 $ 3,237,402 Our reportable segments for purposes of assessing performance are shown below (amounts in thousands): Three Months Ended September 30, 2023 Revenue Cost of sales (1) Production taxes Depletion (2) Segment gross profit Stream interests $ 98,978 $ 21,351 $ — $ 30,433 $ 47,194 Royalty interests 39,639 — 1,671 9,556 28,412 Total $ 138,617 $ 21,351 $ 1,671 $ 39,989 $ 75,606 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 Nine Months Ended September 30, 2023 Revenue Cost of sales (1) Production taxes Depletion (2) Segment gross profit Stream interests $ 319,982 $ 69,738 $ — $ 93,537 $ 156,707 Royalty interests 133,069 — 4,934 30,964 97,171 Total $ 453,051 $ 69,738 $ 4,934 $ 124,501 $ 253,878 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 (1) Excludes depreciation, depletion and amortization. (2) Depletion amounts are included within Depreciation, depletion and amortization on our consolidated statements of operations and comprehensive income. A reconciliation of total segment gross profit to the consolidated Income before income taxes Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Total segment gross profit $ 75,606 $ 69,450 $ 253,878 $ 236,423 Costs and expenses General and administrative expenses 9,927 7,554 30,020 25,797 Depreciation and amortization 117 122 346 371 Operating income 65,562 61,774 223,512 210,255 Fair value changes in equity securities (462) 356 (171) (1,221) Interest and other income 2,436 3,571 7,348 5,665 Interest and other expense (7,285) (8,814) (24,867) (11,110) Income before income taxes $ 60,251 $ 56,887 $ 205,822 $ 203,589 Our revenue by reportable segment for the three and nine months ended September 30, 2023 and 2022 is geographically distributed as shown in the following table (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Stream interests: Canada $ 42,577 $ 46,861 $ 150,405 $ 152,938 Africa 18,092 13,257 54,394 38,633 Dominican Republic 16,688 21,156 62,586 64,232 Chile 14,644 12,170 35,401 39,566 Rest of world 6,977 5,288 17,196 13,494 Total stream interests $ 98,978 $ 98,732 $ 319,982 $ 308,863 Royalty interests: United States $ 28,237 $ 11,413 $ 85,082 $ 52,616 Australia 4,696 3,446 13,874 11,533 Canada 3,090 4,826 9,585 21,377 Mexico 1,964 11,095 19,413 38,915 Africa — — — 430 Rest of world 1,652 1,917 5,115 6,492 Total royalty interests $ 39,639 $ 32,697 $ 133,069 $ 131,363 Total revenue $ 138,617 $ 131,429 $ 453,051 $ 440,226 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2023 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 9. FAIR VALUE MEASUREMENTS Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, we utilize a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Quoted prices for identical instruments in active markets; Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and Level 3: Prices or valuation techniques requiring inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). As of September 30, 2023 and December 31, 2022, we had financial assets in the form of marketable securities which are measured at fair value on a recurring basis; however, the carrying value of such financial assets is not material. The carrying value of our revolving credit facility (Note 3) approximates fair value as of September 30, 2023. As of September 30, 2023, we had assets that, under certain conditions, are subject to measurement at fair value on a non-recurring basis like those associated with stream and royalty interests, intangible assets and other long-lived assets. For these assets, measurement at fair value in periods subsequent to their initial recognition is applicable if any of these assets are determined to be impaired. If recognition of these assets at their fair value becomes necessary, such measurements will be determined utilizing Level 3 inputs. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 10. COMMITMENTS AND CONTINGENCIES Xavantina Exploration Payment On April 20, 2023, we made a $2.4 million advance payment to a subsidiary of Ero Copper Corp. (“Ero”) as part of our commitment to support the achievement of success-based targets related to regional exploration and mineral resource additions. This payment was recorded to exploration stage stream interests within Stream and royalty interests, net Ilovica Gold Stream Acquisition As of September 30, 2023, 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. |
OPERATIONS, SUMMARY OF SIGNIF_2
OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS | |
Basis of Consolidation | 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 September 30, 2023 are not necessarily indicative of the results that may be expected for the calendar year ending December 31, 2023. These interim unaudited consolidated financial statements should be read in conjunction with our Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on February 16, 2023 (“2022 10-K”). |
Recent Accounting Standards | 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. |
STREAM AND ROYALTY INTERESTS,_2
STREAM AND ROYALTY INTERESTS, NET (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
STREAM AND ROYALTY INTERESTS, NET | |
Schedule of stream and royalty interests | As of September 30, 2023 (Amounts in thousands): Cost Accumulated Depletion Net Production stage stream interests: Mount Milligan $ 790,635 $ (421,525) $ 369,110 Pueblo Viejo 610,404 (297,599) 312,805 Andacollo 388,182 (161,816) 226,366 Khoemac a 265,911 (35,996) 229,915 Rainy River 175,727 (71,438) 104,289 Other 232,703 (127,590) 105,113 Total production stage stream interests 2,463,562 (1,115,964) 1,347,598 Production stage royalty interests: Cortez (Legacy Zone and CC Zone) 353,850 (53,953) 299,897 Voisey's Bay 205,724 (119,876) 85,848 Red Chris 116,187 (3,758) 112,429 Peñasquito 99,172 (59,407) 39,765 Other 448,419 (405,656) 42,763 Total production stage royalty interests 1,223,352 (642,650) 580,702 Total production stage stream and royalty interests 3,686,914 (1,758,614) 1,928,300 Development stage stream interests: Other 12,038 — 12,038 Development stage royalty interests: Côté 45,421 — 45,421 Other 81,507 — 81,507 Total development stage stream and royalty interests 138,966 — 138,966 Exploration stage stream interests: Xavantina 19,565 — 19,565 Exploration stage royalty interests: Cortez (Legacy Zone and CC Zone) 456,479 — 456,479 Great Bear 209,106 — 209,106 Pascua-Lama 177,690 — 177,690 Red Chris 48,895 — 48,895 Côté 29,610 — 29,610 Other 106,969 — 106,969 Total exploration stage stream and royalty interests 1,048,314 — 1,048,314 Total stream and royalty interests, net $ 4,874,194 $ (1,758,614) $ 3,115,580 As of December 31, 2022 (Amounts in thousands): Cost Accumulated Depletion Impairments Net Production stage stream interests: Mount Milligan $ 790,635 $ (392,804) $ — $ 397,831 Pueblo Viejo 610,404 (289,537) — 320,867 Andacollo 388,182 (151,870) — 236,312 Khoemac a 265,911 (15,905) — 250,006 Rainy River 175,727 (61,601) — 114,126 Other 215,576 (110,711) — 104,865 Total production stage stream interests 2,446,435 (1,022,428) — 1,424,007 Production stage royalty interests: Cortez (Legacy Zone and CC Zone) 353,772 (35,276) — 318,496 Voisey's Bay 205,724 (118,327) — 87,397 Red Chris 116,187 (1,797) — 114,390 Peñasquito 99,172 (57,772) — 41,400 Other 447,535 (398,513) — 49,022 Total production stage royalty interests 1,222,390 (611,685) — 610,705 Total production stage stream and royalty interests 3,668,825 (1,634,113) — 2,034,712 Development stage stream interests: Other 12,038 — — 12,038 Development stage royalty interests: Côté 45,421 — — 45,421 Other 74,225 — — 74,225 Total development stage stream and royalty interests 131,684 — — 131,684 Exploration stage stream interests: Xavantina 34,253 — — 34,253 Exploration stage royalty interests: Cortez (Legacy Zone and CC Zone) 456,318 — — 456,318 Great Bear 209,106 — — 209,106 Pascua-Lama 177,690 — — 177,690 Red Chris 48,895 — — 48,895 Côté 29,610 — — 29,610 Other 119,421 — (4,287) 115,134 Total exploration stage royalty interests 1,075,293 — (4,287) 1,071,006 Total stream and royalty interests, net $ 4,875,802 $ (1,634,113) $ (4,287) $ 3,237,402 |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
DEBT | |
Schedule of debt | Our debt as of September 30, 2023 and December 31, 2022 consists of the following (amounts in thousands): As of September 30, 2023 As of December 31, 2022 Principal Debt Issuance Costs Total Principal Debt Issuance Costs Total (Amounts in thousands) (Amounts in thousands) Revolving credit facility $ 325,000 $ (4,250) $ 320,750 $ 575,000 $ (3,428) $ 571,572 Total debt $ 325,000 $ (4,250) $ 320,750 $ 575,000 $ (3,428) $ 571,572 |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
REVENUE | |
Summary of disaggregated revenue | 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, 2023 2022 2023 2022 Stream revenue: Gold $ 72,540 $ 76,833 $ 231,396 $ 229,661 Silver 14,419 12,063 51,958 36,393 Copper 12,019 9,836 36,628 42,809 Total stream revenue $ 98,978 $ 98,732 $ 319,982 $ 308,863 Royalty revenue: Gold $ 35,993 $ 23,163 $ 109,030 $ 90,054 Silver 441 2,648 6,108 10,477 Copper 1,524 1,285 8,154 11,271 Other 1,681 5,601 9,777 19,561 Total royalty revenue $ 39,639 $ 32,697 $ 133,069 $ 131,363 Total revenue $ 138,617 $ 131,429 $ 453,051 $ 440,226 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) 2023 2022 2023 2022 Stream revenue: Mount Milligan Gold & Copper $ 33,876 $ 41,553 $ 121,739 $ 129,596 Pueblo Viejo Gold & Silver 16,688 21,156 62,586 64,232 Andacollo Gold 14,644 12,170 35,401 39,565 Khoemac a Silver 9,047 5,050 27,082 12,641 Other Gold & Silver 24,723 18,803 73,174 62,829 Total stream revenue $ 98,978 $ 98,732 $ 319,982 $ 308,863 Royalty revenue: Cortez Legacy Zone Gold $ 19,668 $ 4,562 $ 57,062 $ 29,413 Cortez CC Zone Gold 2,948 N/A 9,674 N/A Peñasquito Gold, Silver, Lead & Zinc — 9,010 13,538 31,768 Other Various 17,023 19,125 52,795 70,182 Total royalty revenue $ 39,639 $ 32,697 $ 133,069 $ 131,363 Total revenue $ 138,617 $ 131,429 $ 453,051 $ 440,226 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
STOCK-BASED COMPENSATION | |
Schedule of recognized stock-based compensation expense | We recognized stock-based compensation expense as follows (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Restricted stock $ 1,538 $ 1,140 $ 4,692 $ 3,496 Performance stock 1,105 658 2,098 2,136 Stock appreciation rights 116 283 533 975 Stock options 4 9 19 25 Total stock-based compensation expense $ 2,763 $ 2,090 $ 7,342 $ 6,632 |
Schedule of stock-based compensation awards | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 (Number of shares) (Number of shares) Performance stock (at maximum 200% attainment) 380 — 82,740 39,380 Restricted Stock 180 — 56,710 28,220 Total equity awards granted 560 — 139,450 67,600 |
Schedule of unrecognized compensation expense | As of September 30, 2023, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards were as follows: Unrecognized Weighted- compensation average vesting expense period (years) Restricted stock $ 8,534 1.9 Performance stock 6,743 1.9 |
EARNINGS PER SHARE ("EPS") (Tab
EARNINGS PER SHARE ("EPS") (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
EARNINGS PER SHARE ("EPS") | |
Summary of the effects of dilutive securities on diluted EPS | The following table summarizes the effects of dilutive securities on diluted EPS for the periods shown below (amounts in thousands, except share data): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Net income attributable to Royal Gold common stockholders $ 49,337 $ 45,792 $ 176,661 $ 182,609 Weighted-average shares for basic EPS 65,619,406 65,579,834 65,606,681 65,571,737 Effect of other dilutive securities 137,670 80,318 136,433 89,460 Weighted-average shares for diluted EPS 65,757,076 65,660,152 65,743,114 65,661,197 Basic EPS $ 0.75 $ 0.70 $ 2.69 $ 2.78 Diluted EPS $ 0.75 $ 0.70 $ 2.68 $ 2.78 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
INCOME TAXES | |
Components of income tax expense (benefit) | The following table provides the income tax expense (amounts in thousands) and effective tax rates for the periods indicated: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Income tax expense $ 10,752 $ 10,954 $ 28,652 $ 20,347 Effective tax rate 17.8% 19.3% 13.9% 10.0% |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
SEGMENT INFORMATION | |
Schedule of geographical distribution of long-lived assets | As of September 30, 2023 As of December 31, 2022 Total stream Total stream Stream Royalty and royalty Stream Royalty and royalty interest interest interests, net interest interest interests, net Canada $ 473,399 $ 616,199 $ 1,089,598 $ 511,957 $ 620,549 $ 1,132,506 Dominican Republic 312,805 — 312,805 320,867 — 320,867 Africa 270,812 321 271,133 299,722 321 300,043 Chile 226,366 224,116 450,482 236,312 224,116 460,428 United States — 803,523 803,523 — 823,203 823,203 Mexico — 44,035 44,035 — 50,156 50,156 Australia — 21,547 21,547 — 22,120 22,120 Rest of world 95,819 26,638 122,457 101,440 26,639 128,079 Total $ 1,379,201 $ 1,736,379 $ 3,115,580 $ 1,470,298 $ 1,767,104 $ 3,237,402 |
Schedule of reportable segments for assessing performance | Our reportable segments for purposes of assessing performance are shown below (amounts in thousands): Three Months Ended September 30, 2023 Revenue Cost of sales (1) Production taxes Depletion (2) Segment gross profit Stream interests $ 98,978 $ 21,351 $ — $ 30,433 $ 47,194 Royalty interests 39,639 — 1,671 9,556 28,412 Total $ 138,617 $ 21,351 $ 1,671 $ 39,989 $ 75,606 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 Nine Months Ended September 30, 2023 Revenue Cost of sales (1) Production taxes Depletion (2) Segment gross profit Stream interests $ 319,982 $ 69,738 $ — $ 93,537 $ 156,707 Royalty interests 133,069 — 4,934 30,964 97,171 Total $ 453,051 $ 69,738 $ 4,934 $ 124,501 $ 253,878 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 (1) Excludes depreciation, depletion and amortization. (2) Depletion amounts are included within Depreciation, depletion and amortization on our consolidated statements of operations and comprehensive income. |
Schedule of reconciliation of segment gross profit to consolidated income (loss) | A reconciliation of total segment gross profit to the consolidated Income before income taxes Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Total segment gross profit $ 75,606 $ 69,450 $ 253,878 $ 236,423 Costs and expenses General and administrative expenses 9,927 7,554 30,020 25,797 Depreciation and amortization 117 122 346 371 Operating income 65,562 61,774 223,512 210,255 Fair value changes in equity securities (462) 356 (171) (1,221) Interest and other income 2,436 3,571 7,348 5,665 Interest and other expense (7,285) (8,814) (24,867) (11,110) Income before income taxes $ 60,251 $ 56,887 $ 205,822 $ 203,589 |
Schedule of revenue by reportable segment geographically distributed | Our revenue by reportable segment for the three and nine months ended September 30, 2023 and 2022 is geographically distributed as shown in the following table (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Stream interests: Canada $ 42,577 $ 46,861 $ 150,405 $ 152,938 Africa 18,092 13,257 54,394 38,633 Dominican Republic 16,688 21,156 62,586 64,232 Chile 14,644 12,170 35,401 39,566 Rest of world 6,977 5,288 17,196 13,494 Total stream interests $ 98,978 $ 98,732 $ 319,982 $ 308,863 Royalty interests: United States $ 28,237 $ 11,413 $ 85,082 $ 52,616 Australia 4,696 3,446 13,874 11,533 Canada 3,090 4,826 9,585 21,377 Mexico 1,964 11,095 19,413 38,915 Africa — — — 430 Rest of world 1,652 1,917 5,115 6,492 Total royalty interests $ 39,639 $ 32,697 $ 133,069 $ 131,363 Total revenue $ 138,617 $ 131,429 $ 453,051 $ 440,226 |
STREAM AND ROYALTY INTERESTS,_3
STREAM AND ROYALTY INTERESTS, NET - Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Cost | $ 4,874,194 | $ 4,875,802 |
Accumulated Depletion | (1,758,614) | (1,634,113) |
Impairments | (4,287) | |
Net | 3,115,580 | 3,237,402 |
Production stage stream and royalty interests | ||
Cost | 3,686,914 | 3,668,825 |
Accumulated Depletion | (1,758,614) | (1,634,113) |
Net | 1,928,300 | 2,034,712 |
Production stage stream interests | ||
Cost | 2,463,562 | 2,446,435 |
Accumulated Depletion | (1,115,964) | (1,022,428) |
Net | 1,347,598 | 1,424,007 |
Production stage stream interests | Mt. Milligan | ||
Cost | 790,635 | 790,635 |
Accumulated Depletion | (421,525) | (392,804) |
Net | 369,110 | 397,831 |
Production stage stream interests | Pueblo Viejo | ||
Cost | 610,404 | 610,404 |
Accumulated Depletion | (297,599) | (289,537) |
Net | 312,805 | 320,867 |
Production stage stream interests | Andacollo | ||
Cost | 388,182 | 388,182 |
Accumulated Depletion | (161,816) | (151,870) |
Net | 226,366 | 236,312 |
Production stage stream interests | Khoemacau | ||
Cost | 265,911 | 265,911 |
Accumulated Depletion | (35,996) | (15,905) |
Net | 229,915 | 250,006 |
Production stage stream interests | Rainy River | ||
Cost | 175,727 | 175,727 |
Accumulated Depletion | (71,438) | (61,601) |
Net | 104,289 | 114,126 |
Production stage stream interests | Other interest | ||
Cost | 232,703 | 215,576 |
Accumulated Depletion | (127,590) | (110,711) |
Net | 105,113 | 104,865 |
Production stage royalty interests | ||
Cost | 1,223,352 | 1,222,390 |
Accumulated Depletion | (642,650) | (611,685) |
Net | 580,702 | 610,705 |
Production stage royalty interests | Cortez | ||
Cost | 353,850 | 353,772 |
Accumulated Depletion | (53,953) | (35,276) |
Net | 299,897 | 318,496 |
Production stage royalty interests | Voisey's Bay | ||
Cost | 205,724 | 205,724 |
Accumulated Depletion | (119,876) | (118,327) |
Net | 85,848 | 87,397 |
Production stage royalty interests | Red Chris | ||
Cost | 116,187 | 116,187 |
Accumulated Depletion | (3,758) | (1,797) |
Net | 112,429 | 114,390 |
Production stage royalty interests | Penasquito | ||
Cost | 99,172 | 99,172 |
Accumulated Depletion | (59,407) | (57,772) |
Net | 39,765 | 41,400 |
Production stage royalty interests | Other interest | ||
Cost | 448,419 | 447,535 |
Accumulated Depletion | (405,656) | (398,513) |
Net | 42,763 | 49,022 |
Development stage stream and royalty interests | ||
Cost | 138,966 | 131,684 |
Net | 138,966 | 131,684 |
Development stage stream interests | Other interest | ||
Cost | 12,038 | 12,038 |
Net | 12,038 | 12,038 |
Development stage royalty interests | Cote | ||
Cost | 45,421 | 45,421 |
Net | 45,421 | 45,421 |
Development stage royalty interests | Other interest | ||
Cost | 81,507 | 74,225 |
Net | 81,507 | 74,225 |
Exploration stage stream and royalty interests | ||
Cost | 1,048,314 | 1,075,293 |
Impairments | (4,287) | |
Net | 1,048,314 | 1,071,006 |
Exploration stage stream interests | Xavantina (formerly NX Gold) | ||
Cost | 19,565 | 34,253 |
Net | 19,565 | 34,253 |
Exploration stage royalty interests | Cortez | ||
Cost | 456,479 | 456,318 |
Net | 456,479 | 456,318 |
Exploration stage royalty interests | Red Chris | ||
Cost | 48,895 | 48,895 |
Net | 48,895 | 48,895 |
Exploration stage royalty interests | Cote | ||
Cost | 29,610 | 29,610 |
Net | 29,610 | 29,610 |
Exploration stage royalty interests | Great Bear | ||
Cost | 209,106 | 209,106 |
Net | 209,106 | 209,106 |
Exploration stage royalty interests | Pascua - Lama | ||
Cost | 177,690 | 177,690 |
Net | 177,690 | 177,690 |
Exploration stage royalty interests | Other interest | ||
Cost | 106,969 | 119,421 |
Impairments | (4,287) | |
Net | $ 106,969 | $ 115,134 |
DEBT (Details)
DEBT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 06, 2023 | Jun. 06, 2023 | Mar. 06, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Long-term debt disclosure | ||||||||
Principal | $ 325,000 | $ 325,000 | $ 575,000 | |||||
Debt issuance costs | (4,250) | (4,250) | (3,428) | |||||
Total debt | 320,750 | 320,750 | 571,572 | |||||
Repayment of debt | 250,000 | $ 50,000 | ||||||
Borrowings from revolving credit facility | 500,000 | |||||||
Credit Facility | ||||||||
Long-term debt disclosure | ||||||||
Principal | 325,000 | 325,000 | 575,000 | |||||
Debt issuance costs | (4,250) | (4,250) | (3,428) | |||||
Total debt | 320,750 | 320,750 | $ 571,572 | |||||
Repayment of debt | $ 75,000 | $ 100,000 | $ 75,000 | |||||
Outstanding amount under credit facility | 325,000 | 325,000 | ||||||
Available under the revolving credit facility | $ 675,000 | $ 675,000 | ||||||
Effective interest rate (as percent) | 6.70% | 6.70% | ||||||
Interest expense recognized | $ 6,700 | $ 3,900 | $ 23,000 | $ 4,400 | ||||
SOFR | Credit Facility | ||||||||
Long-term debt disclosure | ||||||||
Basis spread on interest rate (as a percent) | 1.20% |
REVENUE (Details)
REVENUE (Details) | 9 Months Ended |
Sep. 30, 2023 segment | |
Number of reportable segments | 2 |
Minimum | |
Average sale price determination period | 10 days |
Maximum | |
Average sale price determination period | 3 months |
REVENUE - Metal Disaggregation
REVENUE - Metal Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue | ||||
Revenue | $ 138,617 | $ 131,429 | $ 453,051 | $ 440,226 |
Stream interests | ||||
Disaggregation of Revenue | ||||
Revenue | 98,978 | 98,732 | 319,982 | 308,863 |
Stream interests | Gold | ||||
Disaggregation of Revenue | ||||
Revenue | 72,540 | 76,833 | 231,396 | 229,661 |
Stream interests | Silver | ||||
Disaggregation of Revenue | ||||
Revenue | 14,419 | 12,063 | 51,958 | 36,393 |
Stream interests | Copper | ||||
Disaggregation of Revenue | ||||
Revenue | 12,019 | 9,836 | 36,628 | 42,809 |
Royalty interests | ||||
Disaggregation of Revenue | ||||
Revenue | 39,639 | 32,697 | 133,069 | 131,363 |
Royalty interests | Gold | ||||
Disaggregation of Revenue | ||||
Revenue | 35,993 | 23,163 | 109,030 | 90,054 |
Royalty interests | Silver | ||||
Disaggregation of Revenue | ||||
Revenue | 441 | 2,648 | 6,108 | 10,477 |
Royalty interests | Copper | ||||
Disaggregation of Revenue | ||||
Revenue | 1,524 | 1,285 | 8,154 | 11,271 |
Royalty interests | Other | ||||
Disaggregation of Revenue | ||||
Revenue | $ 1,681 | $ 5,601 | $ 9,777 | $ 19,561 |
REVENUE - Property Disaggregati
REVENUE - Property Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue | ||||
Revenue | $ 138,617 | $ 131,429 | $ 453,051 | $ 440,226 |
Stream interests | ||||
Disaggregation of Revenue | ||||
Revenue | 98,978 | 98,732 | 319,982 | 308,863 |
Stream interests | Mt. Milligan | ||||
Disaggregation of Revenue | ||||
Revenue | 33,876 | 41,553 | 121,739 | 129,596 |
Stream interests | Pueblo Viejo | ||||
Disaggregation of Revenue | ||||
Revenue | 16,688 | 21,156 | 62,586 | 64,232 |
Stream interests | Other interest | ||||
Disaggregation of Revenue | ||||
Revenue | 24,723 | 18,803 | 73,174 | 62,829 |
Royalty interests | ||||
Disaggregation of Revenue | ||||
Revenue | 39,639 | 32,697 | 133,069 | 131,363 |
Royalty interests | Penasquito | ||||
Disaggregation of Revenue | ||||
Revenue | 0 | |||
Royalty interests | Other interest | ||||
Disaggregation of Revenue | ||||
Revenue | $ 17,023 | $ 19,125 | $ 52,795 | $ 70,182 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Stock-based compensation | ||||
Stock-based compensation expense | $ 2,763 | $ 2,090 | $ 7,342 | $ 6,632 |
Other than options granted (in shares) | 560 | 139,450 | 67,600 | |
Restricted stock | ||||
Stock-based compensation | ||||
Stock-based compensation expense | $ 1,538 | 1,140 | $ 4,692 | $ 3,496 |
Other than options granted (in shares) | 180 | 56,710 | 28,220 | |
Unrecognized compensation expense | $ 8,534 | $ 8,534 | ||
Weighted-average recognition period | 1 year 10 months 24 days | |||
Performance stock | ||||
Stock-based compensation | ||||
Stock-based compensation expense | $ 1,105 | $ 658 | $ 2,098 | $ 2,136 |
Other than options granted (in shares) | 380 | 82,740 | 39,380 | |
Earn out basis if all goals are met (as a percent) | 200% | 200% | 200% | 200% |
Unrecognized compensation expense | $ 6,743 | $ 6,743 | ||
Weighted-average recognition period | 1 year 10 months 24 days | |||
Stock appreciation rights | ||||
Stock-based compensation | ||||
Stock-based compensation expense | 116 | $ 283 | $ 533 | $ 975 |
Stock options | ||||
Stock-based compensation | ||||
Stock-based compensation expense | $ 4 | $ 9 | $ 19 | $ 25 |
EARNINGS PER SHARE ("EPS") (Det
EARNINGS PER SHARE ("EPS") (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
EARNINGS PER SHARE ("EPS") | ||||
Net income attributable to Royal Gold common stockholders | $ 49,337 | $ 45,792 | $ 176,661 | $ 182,609 |
Weighted-average shares for basic EPS | 65,619,406 | 65,579,834 | 65,606,681 | 65,571,737 |
Effect of other dilutive securities | 137,670 | 80,318 | 136,433 | 89,460 |
Weighted-average shares for diluted EPS | 65,757,076 | 65,660,152 | 65,743,114 | 65,661,197 |
Basic EPS | $ 0.75 | $ 0.70 | $ 2.69 | $ 2.78 |
Diluted EPS | $ 0.75 | $ 0.70 | $ 2.68 | $ 2.78 |
INCOME TAXES - Quarterly (Detai
INCOME TAXES - Quarterly (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
INCOME TAXES | ||||
Income tax expense | $ 10,752 | $ 10,954 | $ 28,652 | $ 20,347 |
Effective tax rate (as a percent) | 17.80% | 19.30% | 13.90% | 10% |
Discrete tax benefit | $ 8,500 | $ 18,800 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) segment | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Number of reportable segments | segment | 2 | ||||
Stream and royalty interest | $ 3,115,580 | $ 3,115,580 | $ 3,237,402 | ||
Revenue | 138,617 | $ 131,429 | 453,051 | $ 440,226 | |
Cost of sales | 21,351 | 23,221 | 69,738 | 69,670 | |
Production taxes | 1,671 | 1,119 | 4,934 | 4,765 | |
Depletion | 39,989 | 37,639 | 124,501 | 129,368 | |
Total segment gross profit | 75,606 | 69,450 | 253,878 | 236,423 | |
Canada | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 1,089,598 | 1,089,598 | 1,132,506 | ||
Africa | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 271,133 | 271,133 | 300,043 | ||
Dominican Republic | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 312,805 | 312,805 | 320,867 | ||
Chile | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 450,482 | 450,482 | 460,428 | ||
United States | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 803,523 | 803,523 | 823,203 | ||
Australia | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 21,547 | 21,547 | 22,120 | ||
Mexico | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 44,035 | 44,035 | 50,156 | ||
Rest of world | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 122,457 | 122,457 | 128,079 | ||
Stream interests | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 1,379,201 | 1,379,201 | 1,470,298 | ||
Revenue | 98,978 | 98,732 | 319,982 | 308,863 | |
Cost of sales | 21,351 | 23,221 | 69,738 | 69,670 | |
Depletion | 30,433 | 32,576 | 93,537 | 106,745 | |
Total segment gross profit | 47,194 | 42,935 | 156,707 | 132,448 | |
Stream interests | Canada | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 473,399 | 473,399 | 511,957 | ||
Revenue | 42,577 | 46,861 | 150,405 | 152,938 | |
Stream interests | Africa | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 270,812 | 270,812 | 299,722 | ||
Revenue | 18,092 | 13,257 | 54,394 | 38,633 | |
Stream interests | Dominican Republic | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 312,805 | 312,805 | 320,867 | ||
Revenue | 16,688 | 21,156 | 62,586 | 64,232 | |
Stream interests | Chile | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 226,366 | 226,366 | 236,312 | ||
Revenue | 14,644 | 12,170 | 35,401 | 39,566 | |
Stream interests | Rest of world | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 95,819 | 95,819 | 101,440 | ||
Revenue | 6,977 | 5,288 | 17,196 | 13,494 | |
Royalty interests | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 1,736,379 | 1,736,379 | 1,767,104 | ||
Revenue | 39,639 | 32,697 | 133,069 | 131,363 | |
Production taxes | 1,671 | 1,119 | 4,934 | 4,765 | |
Depletion | 9,556 | 5,063 | 30,964 | 22,623 | |
Total segment gross profit | 28,412 | 26,515 | 97,171 | 103,975 | |
Royalty interests | Canada | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 616,199 | 616,199 | 620,549 | ||
Revenue | 3,090 | 4,826 | 9,585 | 21,377 | |
Royalty interests | Africa | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 321 | 321 | 321 | ||
Revenue | 430 | ||||
Royalty interests | Chile | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 224,116 | 224,116 | 224,116 | ||
Royalty interests | United States | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 803,523 | 803,523 | 823,203 | ||
Revenue | 28,237 | 11,413 | 85,082 | 52,616 | |
Royalty interests | Australia | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 21,547 | 21,547 | 22,120 | ||
Revenue | 4,696 | 3,446 | 13,874 | 11,533 | |
Royalty interests | Mexico | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 44,035 | 44,035 | 50,156 | ||
Revenue | 1,964 | 11,095 | 19,413 | 38,915 | |
Royalty interests | Rest of world | |||||
Long Lived Assets and Pre-Tax Income by Geographical Information | |||||
Stream and royalty interest | 26,638 | 26,638 | $ 26,639 | ||
Revenue | $ 1,652 | $ 1,917 | $ 5,115 | $ 6,492 |
SEGMENT INFORMATION - Reconcili
SEGMENT INFORMATION - Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
SEGMENT INFORMATION | ||||
Total segment gross profit | $ 75,606 | $ 69,450 | $ 253,878 | $ 236,423 |
Costs and expenses | ||||
General and administrative expenses | 9,927 | 7,554 | 30,020 | 25,797 |
Depreciation and amortization | 117 | 122 | 346 | 371 |
Operating income | 65,562 | 61,774 | 223,512 | 210,255 |
Fair value changes in equity securities | (462) | 356 | (171) | (1,221) |
Interest and other income | 2,436 | 3,571 | 7,348 | 5,665 |
Interest and other expense | (7,285) | (8,814) | (24,867) | (11,110) |
Income before income taxes | $ 60,251 | $ 56,887 | $ 205,822 | $ 203,589 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Apr. 20, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Commitments and Contingencies | |||
Acquisition consideration paid | $ 2,678 | $ 715,829 | |
Ilovica | |||
Commitments and Contingencies | |||
Conditional funding from acquisition | $ 163,750 | ||
Xavantina (formerly NX Gold) | |||
Commitments and Contingencies | |||
Acquisition consideration paid | $ 2,400 | ||
Advance payments | $ 4,400 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 49,337 | $ 45,792 | $ 176,661 | $ 182,609 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |