RGLD Royal Gold Inc

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): October 9, 2023

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ROYAL GOLD, INC.

(Exact name of registrant as specified in its charter)

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

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

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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):

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

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

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

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

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

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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 ☐

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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. ☐

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Item 2.02 Results of Operations and Financial Condition.

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On October 10, 2023, Royal Gold, Inc. (“Royal Gold,” “we,” “our” or “us”) issued a press release with certain information regarding Royal Gold’s stream sales for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”).

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The information furnished under Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise stated in such filing.

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Item 7.01Regulation FD Disclosure.

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A copy of Royal Gold, Inc.’s press release issued on October 9, 2023, concerning developments at Newmont Corporation’s Peñasquito mine in Mexico is attached as Exhibit 99.2 hereto and is incorporated into this Item 7.01 by reference.

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The information furnished under Item 7.01, including Exhibit 99.2 attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise stated in such filing.

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Item 9.01     Financial Statements and Exhibits.

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(d) Exhibits

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SIGNATURES

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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.

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EXHIBIT 99.1

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Royal Gold Provides Update on its Q3 2023 Stream Segment Sales and Details for Release of Q3 2023 Results

DENVER, COLORADO. October 10, 2023: ROYAL GOLD, INC. (NASDAQ: RGLD) (together with its subsidiaries, “Royal Gold” or the “Company,” “we” or “our”) announced today that its wholly owned subsidiary, RGLD Gold AG, sold approximately 51,300 gold equivalent ounces (GEOs)¹ comprised of approximately 37,500 ounces of gold, 613,700 ounces of silver and 1,500 tonnes of copper related to its streaming agreements during the three-month period ended September 30, 2023 (the “third quarter”). The Company had approximately 18,600 ounces of gold and 269,600 ounces of silver in inventory at September 30, 2023.

RGLD Gold AG’s average realized gold, silver and copper prices for the third quarter were $1,933 per ounce, $23.50 per ounce and $8,241 per tonne ($3.74 per pound), respectively.  Cost of sales was approximately $416 per GEO for the third quarter.  Cost of sales is specific to the Company’s streaming agreements and is the result of the Company’s purchase of gold, silver or copper for cash payments at a set contractual price, or a percentage of the prevailing market price of gold, silver or copper when purchased.

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Details for Q3 2023 Results Release

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 September 30, 2023, the Company owned interests on 181 properties on five continents, including interests on 39 producing mines and 22 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.

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¹ GEOs are calculated as Royal Gold’s revenue divided by the average London PM gold fixing price for the quarter ended September 30, 2023, of $1,928 per ounce.

EXHIBIT 99.2

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Royal Gold Provides Update on Peñasquito

DENVER, COLORADO. OCTOBER 9, 2023: ROYAL GOLD, INC. (NASDAQ: RGLD) (together with its subsidiaries, “Royal Gold” or the “Company,” “we” or “our”) announced today that Newmont Corporation (“Newmont”) issued a press release announcing that it has reached a preliminary agreement with the National Union of Mine, Metal and Allied Workers of the Mexican Republic (the “Union”) aiming to end the strike initiated by the Union on June 7, 2023, at Minera Peñasquito in the Mexican State of Zacatecas.

According to Newmont, the preliminary agreement was ratified by the General Assembly of the Union on October 5, 2023, and this preliminary agreement is intended to be formalized into a definitive agreement, which the parties will have to agree, approve, sign, and file with the Federal Labor Tribunal for Collective Affairs in Mexico City for final approval.

Further according to Newmont, this process is expected to conclude in the coming days, which would bring the strike to an end and enable Newmont to start the execution of the return to work plan to ensure a safe restart of operations.

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 September 30, 2023, the Company owned interests on 181 properties on five continents, including interests on 39 producing mines and 22 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.

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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, Newmont’s statements about formalizing its preliminary agreement with the Union, the timing of the end of the labor strike, the timing of resumption of operating activities and ramp up, and the future of Peñasquito and related union and labor relations.

Forward-looking statements are based on current expectations, estimates and assumptions that involve risks and uncertainties that could cause actual results to differ materially from those projected. The risks and uncertainties that could cause actual results to differ materially from those in the forward looking statements include, without limitation, the operator’s inability to negotiate a definitive agreement with the Union; actions of the Federal Labor Tribunal for Collective Affairs; risks of doing business in foreign jurisdictions; operational risks associated with mining and mineral processing; and other risks detailed in Royal Gold’s Annual Report on Form 10-K for the year ended December 31, 2022, available on Royal Gold’s website at royalgold.com and on the Securities and Exchange Commission website at http://www.sec.gov. Other unpredictable or unknown factors not discussed in this release 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.