8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 30, 2020

ROYAL GOLD, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-13357	84-0835164
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

1144 15th Street, Suite 2500, Denver, CO	80202-2686
(Address of principal executive offices)	(Zip Code)

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

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

GLD
Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common Stock $0.01 Par Value	RGLD	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).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. ☐

Item 8.01. Other Events.

On October 1, 2020, Royal Gold, Inc. (together with its subsidiaries, “Royal Gold”) announced that it has completed the separation of the Wassa and Prestea/Bogoso stream agreement. Royal Gold has entered into an amended stream agreement with Golden Star Resources Limited for the Wassa mine and a new stream agreement with Future Global Resources Limited for the Prestea/Bogoso mines, effective September 30, 2020. A copy of the press release announcing the same is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Royal Gold, Inc. Press Release dated October 1, 2020.
104	Cover Page Interactive Data File (formatted as inline XBRL).

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SIGNATURES

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

Feb
	Royal Gold, Inc.
	(Registrant)
Dated:  October 1, 2020	By:	/s/ Margaret E. McCandless
		Name:	Margaret E. McCandless
		Title:	Assistant General Counsel, Chief Compliance Officer and Corporate Secretary

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EX-99.1

Exhibit 99.1

Royal Gold Announces Separation of the Wassa and Prestea/Bogoso Stream Agreement, and New Stream Agreement with Future Global Resources Limited

DENVER, COLORADO. OCTOBER 1, 2020: ROYAL GOLD, INC. (NASDAQ: RGLD) (together with its subsidiaries, “Royal Gold” or the “Company,” “we” or “our”) announced today that it has completed the separation of the Wassa and Prestea/Bogoso stream agreement into separate stream agreements with Golden Star Resources Limited (“Golden Star”) for the Wassa mine (“Wassa Stream Agreement”), and with Future Global Resources Limited (“FGR”) for the Prestea/Bogoso mines (“Prestea/Bogoso Stream Agreement”), effective September 30, 2020.  

Background and Rationale for the Transaction

Royal Gold entered into a stream agreement with Golden Star on May 6, 2015, as amended (the “Original Stream Agreement”), which provides for the right to purchase 10.5% of the gold produced from Golden Star’s Wassa and Prestea/Bogoso mines until an aggregate delivery of 240,000 ounces, after which the stream percentage would decrease to 5.5%.  The cash purchase price for gold was 20% of the spot price per ounce delivered until the aggregate delivery of 240,000 ounces, and 30% of the spot price per ounce delivered thereafter.  

On July 27, 2020, Golden Star announced that it signed a binding agreement for the sale of the Prestea/Bogoso mines to FGR, which required the separation of the Original Stream Agreement into separate stream agreements for each of Wassa and Prestea/Bogoso.

From May 6, 2015 through June 30, 2020, approximately 110,500 ounces of payable gold were delivered to Royal Gold from the Wassa and Prestea/Bogoso mines according to the terms of the Original Stream Agreement.  Of this total, 69,700 ounces were delivered from Wassa and 40,800 ounces were delivered from Prestea/Bogoso.

Key Terms of the Wassa Stream Agreement

In summary, the Wassa Stream Agreement gold stream rates and cash purchase prices remain consistent with the Original Stream Agreement, and the gold delivery threshold of 240,000 ounces will apply to the Wassa mine.  

Based on the deliveries received from Golden Star under the Original Stream Agreement, as of June 30, 2020, approximately 129,500 ounces remain to be delivered before the 240,000 ounce delivery threshold is reached.  

The material terms of the Wassa Stream Agreement, including security and the rights and obligations of both Royal Gold and Golden Star, remain consistent with those in the Original Stream Agreement as they relate to the Wassa mine.  

Key Terms of the Prestea/Bogoso Stream Agreement

In summary, the Prestea/Bogoso Stream Agreement provides Royal Gold the right to purchase 5.5% of the gold produced from the Prestea/Bogoso mines in return for a cash purchase price of 30% of the spot price per ounce delivered, consistent with the tail stream interest in the Original Stream Agreement.

The material terms to the Prestea/Bogoso Stream Agreement, including security and the rights and obligations of both Royal Gold and FGR, are substantially consistent with those in the Original Stream Agreement as they relate to the Bogoso/Prestea mines.  

Corporate Profile

Royal Gold is a precious metals stream and royalty company engaged in the acquisition and management of precious metal streams, royalties and similar production-based interests.  As of June 30, 2020, the Company owned interests on 187 properties on five continents, including interests on 41 producing mines and 17 development stage projects.  Royal Gold is publicly traded on the Nasdaq Global Select Market under the symbol “RGLD.”  The Company’s website is located at www.royalgold.com.

For further information, please contact:

Alistair Baker

Vice President Investor Relations and Business Development

(720) 554-6995

Forward-Looking Statements:  This press release includes “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, statements about the new stream agreements.

Factors that could cause actual results to differ materially from these forward-looking statements include, among others, the following: a low-price environment for gold or other metals; development activities relating to the mines; adverse economic and market conditions; changes in laws or regulations; and other factors described in our reports filed with the Securities and Exchange Commission, including our Form 10-K for the fiscal year ended June 30, 2020.  Most of these factors are beyond our ability to predict or control.

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

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XML

Document and Entity Information	Sep. 30, 2020
Document and Entity Information
Document Type	8-K
Document Period End Date	Sep. 30, 2020
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	80202-2686
City Area Code	303
Local Phone Number	573-1660
Title of 12(b) Security	Common Stock
Trading Symbol	RGLD
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000085535
Amendment Flag	false