UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 6-K


REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2025

Commission File Number: 001-41484


TRIPLE FLAG PRECIOUS METALS CORP.

(Translation of the registrant’s name into English)


TD Canada Trust Tower, 161 Bay Street, Suite 4535, Toronto, Ontario, Canada M5J 2S1

(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F      Form 40-F

Exhibits 99.1, 99.2 and 99.3 of this Form 6-K are incorporated by reference into Triple Flag Precious Metal Corp.’s registration statements on Form F-10 (File No. 333-279789) and Form S-8 (File No. 333-267209).


EXHIBIT INDEX

The following documents, which are attached as exhibits hereto, are incorporated by reference herein:


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.

TRIPLE FLAG PRECIOUS METALS CORP.

Date: February 19, 2025

By:

/s/ C. Warren Beil

Name: C. Warren Beil

Title: General Counsel


Exhibit 99.1

Graphic

Management’s Discussion and Analysis of

Triple Flag Precious Metals Corp.

For the three months and year ended December 31, 2024

(Expressed in United States Dollars)


MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s Discussion and Analysis (‘‘MD&A’’) is intended to help the reader understand Triple Flag Precious Metals Corp. (‘‘TF Precious Metals’’), its operations, financial performance and the present and anticipated future business environment. This MD&A, which has been prepared as of February 19, 2025, should be read in conjunction with the audited consolidated financial statements of TF Precious Metals for the years ended December 31, 2024 and 2023 (the “Annual Financial Statements”), which have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards” or “IFRS”). Certain notes to the Annual Financial Statements are specifically referred to in this MD&A. All amounts in this MD&A are in U.S. dollars unless otherwise indicated. References to “US$”, “$” or “dollars” are to United States dollars, references to “C$” are to Canadian dollars and references to “A$” are to Australian dollars. In this MD&A, all references to “Triple Flag”, the “Company’’, ‘‘we’’, ‘‘us’’ or ‘‘our’’ refer to TF Precious Metals together with its subsidiaries, on a consolidated basis.

This MD&A contains forward-looking information. Forward-looking information is necessarily based on a number of opinions, estimates and assumptions that we considered appropriate and reasonable as of the date such statements were made, and are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to the risk factors described in the ‘‘Risk Factors” section of the Company’s most recent annual information form  available from time to time on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, users should not place undue reliance on forward-looking information, which speaks only as of the date made. See ‘‘Forward-Looking Information’’ in this MD&A.

CHANGES IN PRESENTATION OF NON-IFRS FINANCIAL PERFORMANCE MEASURES

We use certain non-IFRS financial performance measures in our MD&A. For a detailed description of each of the non-IFRS financial performance measures used in this MD&A and a detailed reconciliation to the most directly comparable measure under IFRS Accounting Standards, please refer to the “Non-IFRS Financial Performance Measures” section of this MD&A. The non-IFRS financial performance measures set out in this MD&A are intended to provide additional information to investors and do not have any standardized meaning under IFRS Accounting Standards, and therefore may not be comparable to other issuers, and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. In 2024, we made changes to the following non-IFRS performance measures:

Adjusted Net Earnings and Adjusted Net Earnings per Share

We have adjusted our net earnings to exclude the effect of changes in fair value of prepaid gold interests. This adjustment will result in a more meaningful measure of adjusted net earnings for investors and analysts to assess our current operating performance and to predict future operating results.

Adjusted EBITDA

We have adjusted our EBITDA to exclude the effect of changes in fair value of prepaid gold interests. This adjustment will result in a more meaningful measure of adjusted EBITDA for investors and analysts to assess our current operating performance and to predict future operating results.

2


Table of Contents

Company Overview

4

Market Overview

5

Financial and Operating Highlights

7

2024 Guidance

8

2025 Guidance

8

Sustainability Initiatives

9

Portfolio of Streaming and Related Interests and Royalty Interests

10

Key Developments

12

Operating Assets – Performance

15

Investments and Prepaid Gold Interests

19

Financial Condition and Shareholders’ Equity Review

20

Results of Operations Review

22

Liquidity and Capital Resources

29

Quarterly Information

30

Commitments and Contingencies

30

Risk and Risk Management

33

Disclosure Controls & Procedures

35

Internal Controls over Financial Reporting

35

IFRS Accounting Standards Critical Accounting Policies and Accounting Estimates

36

Non-IFRS Financial Performance Measures

43

Public Securities Filings and Regulatory Announcements

47

Forward-Looking Information

47

Cautionary Statement to U.S. Investors

48

Technical and Third-Party Information

48

3


Company Overview

Triple Flag is a precious metals streaming and royalty company offering financing solutions to the metals and mining industry. Our mission is to be a preferred funding partner to mining companies throughout the commodity cycle by providing customized streaming and royalty financing.

Since inception, we have invested in and systematically developed a long-life, high-margin, top-tier diversified portfolio of streams and royalties providing exposure primarily to gold and silver. As of February 19, 2025, our portfolio is comprised of 236 assets, consisting of 17 streams and 219 royalties.

The following charts highlight the Company’s five-year performance:

Graphic

1.GEOs and adjusted EBITDA are non-IFRS financial performance measures with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of each non-IFRS measure to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.

4


Asset Count1

    

    

Producing

 

30

Development & Exploration2

 

206

Total

 

236

1.Asset count as at February 19, 2025.
2.Represents 51 development stage assets and 155 exploration stage and other assets.

Our portfolio is underpinned by a stable base of cash flow generating streams and royalties and is designed to grow intrinsically over time through exposure to potential mine life extensions, exploration success, new mine builds and throughput expansions. In addition, we are focused on further enhancing portfolio quality by executing accretive investments to grow the scale and enhance the quality of our portfolio of precious metals streams and royalties. We believe we have a differentiated approach to deal origination and due diligence, increasing the availability of stream and royalty financing to an underserved mining sector. We strive to expand the application of this form of financing through bespoke deal generation for miners while creating a high-quality, precious-metals-focused portfolio of streams and royalties for our investors. We focus on ‘‘per share’’ metrics with the objective of pursuing accretive new investments while managing the capital structure to effectively compete for quality assets without incurring long-term financial leverage.

Market Overview

The market prices of gold and silver are primary drivers of our profitability and ability to generate free cash flow per share.

The following table sets forth the average gold and silver prices, and the average exchange rate between the Canadian and U.S. dollars, for the periods indicated.

Three months ended December 31

Year ended December 31

Average Metal Prices/Exchange Rates

    

2024

    

2023

    

2024

    

2023

Gold (US$/oz)1

2,663

1,971

2,386

1,941

Silver (US$/oz)2

 

31.38

 

23.20

 

28.27

 

23.35

Exchange rate (US$/C$)3

 

1.3982

 

1.3624

 

1.3698

1.3497

1.Based on the London Bullion Market Association (“LBMA”) PM fix.
2.Based on the LBMA fix.
3.Based on the Bank of Canada daily average exchange rate.

Gold

The market price of gold is subject to volatile price movements over short periods of time and can be affected by numerous macroeconomic factors including, but not limited to, the value of the U.S. dollar, the sale or purchase of gold by central banks and financial institutions, interest rates, inflation or deflation, global and regional supply and demand and global political and economic conditions. The market price of gold is a significant contributor to the performance of our gold streams and related interests and royalty portfolio.

During the three months ended December 31, 2024, the gold price ranged from $2,567 to $2,778 per ounce, averaging $2,663 per ounce for the period, a 35% increase from the same period in the prior year. During the year ended December 31, 2024, the gold price ranged from $1,985 to $2,778 per ounce, averaging $2,386 per ounce for the period, a 23% increase from the same period in the prior year. As at December 31, 2024, the gold price was $2,609 per ounce (based on the most recent LBMA PM fix). The average gold price improved during the fourth quarter of 2024 compared to the prior quarter. The gold price continued its upward trajectory in January 2025, fueled by strong safe haven demand in response to potential tariffs on Canada, Mexico and China by the United States, the impact of potential future trade

5


wars and continued geopolitical uncertainty. This upward pressure on the gold price was partially offset by a strengthening U.S. dollar and changes to the long-term interest-rate outlook.  

Silver

The market price of silver is also subject to volatile price movements. Silver is predominantly used in industrial applications and silver demand is also correlated to the industrial indices. A rebound of manufacturing activity is therefore expected to have a positive effect on silver. The market price of silver is driven by factors similar to those influencing the market price of gold, as stated above. The market price of silver is a significant contributor to the performance of our silver streams.

During the three months ended December 31, 2024, the silver price ranged from $28.80 to $34.51 per ounce, averaging $31.38 per ounce for the period, a 35% increase from the same period in the prior year. During the year ended December 31, 2024, the silver price ranged from $22.09 to $34.51 per ounce, averaging $28.27 per ounce for the period, a 21% increase from the same period in the prior year. As at December 31, 2024, the silver price was $28.91 per ounce (based on the most recent LBMA fix).

Currency Exchange Rates

We are subject to minimal currency fluctuations as the majority of our revenue and cost of sales are denominated in U.S. dollars, with the majority of general administration costs denominated in Canadian dollars. The Company monitors foreign currency risk as part of its risk management program. As at December 31, 2024, there were no hedging programs in place for non-U.S. denominated dollar expenses.

6


Financial and Operating Highlights

Three months and year ended December 31, 2024, compared to three months and year ended December 31, 2023

Three months ended

Year ended

December 31

December 31

($ thousands except GEOs, per share metrics, and asset margin)

    

2024

    

2023

    

2024

    

2023

 

IFRS measures:

  

  

  

  

Revenue

$

74,213

$

51,739

$

268,991

$

204,024

Gross Profit

 

46,384

 

26,447

 

155,210

 

102,076

Depletion

 

19,186

 

16,629

 

75,554

 

65,108

General Administration Costs

 

4,626

 

4,799

 

21,755

 

20,095

Impairment charges and expected credit losses1

8,749

148,034

36,830

Net earnings (loss)

 

41,280

 

9,755

 

(23,084)

 

36,282

Net earnings (loss) per share – basic and diluted

 

0.20

 

0.05

 

(0.11)

 

0.18

Operating Cash Flow

 

63,473

 

37,644

 

213,503

 

154,138

Operating Cash Flow per Share

 

0.32

 

0.19

 

1.06

 

0.77

Non-IFRS measures2:

 

  

 

  

 

  

 

  

GEOs

 

27,864

 

26,243

 

112,623

 

105,087

Adjusted Net Earnings

 

36,252

 

17,754

 

109,607

 

66,598

Adjusted Net Earnings per Share

 

0.18

 

0.09

 

0.54

 

0.33

Adjusted EBITDA

 

62,980

 

41,017

 

220,200

 

158,541

Free Cash Flow

 

63,473

 

37,644

 

213,503

 

154,138

Asset Margin

 

92%

 

91%

 

92%

 

90%

1.Impairment charges and expected credit losses for the year ended December 31, 2024, are largely due to impairments taken on the Nevada Copper Corp. (“Nevada Copper”) stream and related interests as well as impairments taken on the Elevation Gold Mining Corp. (“Elevation Gold”) stream and related interests. Refer to the “Critical Accounting Estimates and Judgments” section for more details.
2.GEOs, adjusted net earnings, adjusted net earnings per share, adjusted EBITDA, free cash flow and asset margin as presented above are non-IFRS financial performance measures with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of each non-IFRS measure to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.

7


2024 Guidance

The Company achieved 112,623 GEOs for the year ended December 31, 2024, within the upper half of 2024 guidance, representing an eighth consecutive annual GEOs sales record and a compound annual growth rate of approximately 20% since 2017. Depletion in 2024 was $75.6 million, which was at the mid-point of the depletion guidance range. General administration costs of $21.8 million and cash taxes in Australia of 24% were both broadly in line with expectations.

    

2024 Guidance

2024 Actual

GEOs1

 

105,000 to 115,000 GEOs

112,623 GEOs

Depletion

$70 million to $80 million

$75.6 million

General administration costs

$23 million to $24 million

$21.8 million

Australian Cash Tax rate2

~25%

24%

1.GEOs as presented above is a non-IFRS financial performance measure with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of GEOs to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.
2.Australian Cash Taxes are payable for Triple Flag’s Australian royalty interests, which include Beta Hunt, Fosterville, Stawell, Dargues and Henty.

2025 Guidance

The following contains forward-looking information. Reference should be made to the “Forward-Looking Information” and “Technical and Third-Party Information” sections at the end of this MD&A.

The following table provides our full year 2025 guidance:

    

2025 Guidance3

GEOs1

 

105,000 to 115,000 GEOs

Depletion

$70 million to $80 million

General administration costs

$24 million to $25 million

Australian Cash Tax rate2

~25%

1.GEOs as presented above and in the following discussion is a non-IFRS financial performance measure with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of GEOs to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.
2.Australian Cash Taxes are payable for Triple Flag’s Australian royalty interests, which include Beta Hunt, Fosterville, Stawell and Henty.
3.Assumed commodity prices of $2,600/oz gold and $30.50/oz silver.

Our 2025 outlook on stream and royalty interests is based on publicly available forecasts of the owners or operators of the underlying properties and/or operations on which we have stream and royalty interests. When publicly available forecasts on properties are not available, we obtain internal forecasts from the owners or operators, or use our own best estimate. We conduct our own independent analysis of this information to reflect our expectations based on an operator’s historical performance and track record of replenishing mineral reserves and their publicly disclosed guidance on future production, the conversion of mineral resources to mineral reserves, timing risk adjustments, drill results, our view on opportunities for mine plan optimization and other factors. We may also make allowances for the risk of uneven stream deliveries, timing differences in the deliveries under our streams or the payment of our royalties, and the attainment of public guidance ranges for our counterparties. Achievement of the GEOs and the other metrics set forth in the guidance above is subject to risks and uncertainties, including changes in commodity prices and the ability of operators to attain the results set out in their forecasts. Accordingly, we can provide no assurance that the actual GEOs and such other metrics for 2025 will be within the ranges set forth above. In addition, we may revise our guidance during the year to reflect more current information. If we are unable to achieve our anticipated guidance, or if we revise our guidance, our future results of operations may be adversely affected and our share price may decline.

8


Sustainability Initiatives

Subsequent to year-end, Sustainalytics updated its ESG Risk Ratings, with the result that Triple Flag is now ranked 1st out of 107 companies in the precious metals industry group and 39th out of more than 15,000 companies globally. The improved ranking reflects our continued prioritization of strong due diligence practices, effective governance, and strengthening relationships with the communities that surround our assets.

In December 2024, Triple Flag and Coeur Mining, Inc. (“Coeur”) established the Juneau Community Fund in Alaska, supporting the city of Juneau, adjacent to the Kensington mine. This initiative is expected to benefit the Juneau School District, supporting numerous clubs, teams, and programs in the area. Additionally, Triple Flag and Coeur have committed to support the University of Alaska’s Mining Pathways program, where students will be able to choose from courses in environmental science, mining machinery, and geology.

In November 2024, we sponsored and attended Delta Sigma Theta Sorority’s 25th Annual Children’s Reading Festival in Hamilton, Bermuda. Our team worked with local volunteers to distribute 1,000 bookbags filled with school supplies, furthering our commitment to Sustainable Development Goal (“SDG”) 4, Quality Education, and SDG 11, Sustainable Cities and Communities.

9


Portfolio of Streaming and Related Interests and Royalty Interests

The following tables present our revenue and GEOs sold by asset for the periods indicated. GEOs are based on stream and related interests as well as royalty interests and are calculated on a quarterly basis by dividing all revenue from such interests for the quarter by the average gold price during that quarter. The gold price is determined based on the LBMA PM fix. For periods longer than one quarter, GEOs are summed for each quarter in the period.

Three months and year ended December 31, 2024, compared to three months and year ended December 31, 2023

Three months ended December 31

Year ended December 31

Revenue ($000s)

    

2024

    

2023

2024

    

2023

Streaming and Related Interests

  

  

  

  

Cerro Lindo

$

18,879

$

13,052

$

69,876

$

45,602

Northparkes

 

19,477

 

6,583

 

64,636

 

28,337

Buriticá

 

6,397

 

2,706

 

16,352

 

11,352

Impala Bafokeng

 

4,117

 

3,302

 

13,998

 

12,487

Auramet

3,313

2,586

11,919

9,794

Altan Tsagaan Ovoo ("ATO")

 

990

 

3,173

 

10,706

 

19,030

Bonikro

2,297

7,335

Agbaou

1,417

4,731

La Colorada

522

1,328

3,344

5,149

Other1

 

751

 

6,886

 

2,672

 

25,406

$

58,160

$

39,616

$

205,569

$

157,157

Royalty Interests

 

  

 

  

 

  

 

  

Beta Hunt

$

2,991

$

2,484

$

11,605

$

9,498

Fosterville

2,522

1,779

9,907

9,923

Camino Rojo

2,371

1,341

6,732

4,459

Kensington

864

6,715

Young-Davidson

 

1,706

 

1,330

 

6,397

 

5,218

Florida Canyon

1,625

1,119

4,959

4,098

Stawell

995

970

3,337

1,621

Agbaou

963

872

2,975

2,570

Dargues

162

795

2,971

3,094

Other2

 

1,854

 

1,433

 

6,452

 

6,386

$

16,053

$

12,123

$

62,050

$

46,867

Revenue from contracts with customers

$

74,213

$

51,739

$

267,619

$

204,024

Revenue – Other

$

$

$

1,372

$

Total

$

74,213

$

51,739

$

268,991

$

204,024

Three months ended December 31

Year ended December 31

Revenue ($000s)

    

2024

    

2023

    

2024

    

2023

Gold

$

46,002

$

29,568

$

169,051

$

119,041

Silver

 

27,649

 

19,484

 

97,726

 

75,554

Other3

 

562

 

2,687

 

2,214

 

9,429

Total

$

74,213

$

51,739

$

268,991

$

204,024

1.Includes revenue from El Mochito, Renard, Moss and Pumpkin Hollow.
2.Includes revenue from Henty, Eagle River, Hemlo and other royalties acquired pursuant to the Maverix acquisition.
3.Includes copper and diamonds.

10


Three months ended December 31

    

Year ended December 31

GEOs (ounces)

2024

    

2023

2024

    

2023

Streaming and Related Interests

  

 

  

 

  

 

  

Cerro Lindo

7,088

 

6,619

 

29,248

 

23,544

Northparkes

7,313

 

3,339

 

26,957

 

14,562

Buriticá

2,402

 

1,373

 

6,665

 

5,851

Impala Bafokeng

1,546

 

1,674

 

5,869

 

6,428

Auramet

1,244

1,312

4,997

5,046

ATO

372

 

1,609

 

4,593

 

9,827

Bonikro

862

2,898

Agbaou

532

1,871

La Colorada

196

674

1,448

2,652

Other1

282

 

3,494

 

1,144

 

13,087

21,837

 

20,094

 

85,690

 

80,997

Royalty Interests

  

 

  

 

  

 

  

Beta Hunt

1,123

1,260

4,882

4,881

Fosterville

947

 

902

 

4,153

 

5,101

Camino Rojo

890

680

2,794

2,295

Kensington

324

3,065

Young-Davidson

641

 

675

 

2,681

 

2,686

Florida Canyon

610

567

2,061

2,105

Stawell

374

492

1,396

830

Agbaou

362

 

442

 

1,251

1,364

Dargues

61

403

1,308

1,586

Other2

695

 

728

 

2,679

 

3,242

6,027

 

6,149

 

26,270

 

24,090

GEOs – Other

 

 

663

 

Total

27,864

 

26,243

 

112,623

 

105,087

Three months ended December 31

    

Year ended December 31

GEOs (ounces)

2024

    

2023

2024

    

2023

Gold

17,272

14,997

70,774

61,251

Silver

10,381

 

9,883

 

40,862

 

38,983

Other3

211

 

1,363

 

987

 

4,853

Total

27,864

 

26,243

 

112,623

 

105,087

1.Includes GEOs from El Mochito, Renard, Moss and Pumpkin Hollow.
2.Includes GEOs from Henty, Eagle River, Hemlo and other royalties acquired pursuant to the Maverix acquisition.
3.Includes copper and diamonds.

For the three months ended December 31, 2024, we sold 27,864 GEOs, an increase of 6% from 26,243 GEOs sold for the same period in the prior year, largely due to higher GEOs from Northparkes, Cerro Lindo and Buriticá due to higher deliveries, as well as GEOs from the acquisition of the 3% gold streams on Agbaou and Bonikro (See “Key Developments” below). This was partially offset by lower GEOs from ATO, Moss and Renard due to lower deliveries.

For the year ended December 31, 2024, we sold 112,623 GEOs, an annual record and an increase of 7% from 105,087 GEOs sold in the prior year largely due to higher GEOs from Northparkes and Cerro Lindo due to higher deliveries, GEOs from the acquisition of the 3% gold streams on Agbaou and Bonikro during the period and GEOs from the Kensington royalty which began paying earlier this year. This was partially offset by lower GEOs from ATO, Moss and Renard due to lower deliveries and lower GEOs from Fosterville due to lower attributable royalty ounces.

11


Key Developments

For the year ended December 31, 2024

Acquisition of 0.5% gross overriding revenue (“GOR”) royalty on the Tres Quebradas lithium project

On December 19, 2024, Triple Flag entered into a definitive agreement to acquire an existing 0.5% GOR royalty from Lithium Royalty Corp (“LRC”), for total consideration of $28.0 million. The royalty covers all mineral properties comprising the Tres Quebradas lithium project. Tres Quebradas, located in Catamarca province, Argentina, is 100%-owned and operated by Zijin Mining Group Co., Ltd. through its subsidiary Liex SA. Closing and subsequent funding of the transaction is expected to occur in Q1 2025 and is contingent on, amongst other things, the registration of the royalty.

Executive Leadership Transition

On September 26, 2024, following the departure of our founder and former Chief Executive Officer, Shaun Usmar, Sheldon Vanderkooy was appointed as Chief Executive Officer, James Dendle as Chief Operating Officer and Eban Bari as Chief Financial Officer. Drawing upon our succession planning matrix, we successfully filled the roles internally and have maintained a 100% retention rate since the transition. Despite and during this transitionary period, Triple Flag maintained the “Great Place to Work” designation, achieving an overall satisfaction rating of 96%.

Acquisition of 3% gold streams on Agbaou and Bonikro

On August 14, 2024, Triple Flag completed the acquisition of 3% gold streams on each of the Agbaou and Bonikro mines (the “Allied Streams”) operated by Allied Gold Corp. (“Allied”) and also acquired the right to purchase metal based on production from January 1, 2024, to August 14, 2024 (“initial ounces”), for a total cash consideration of $53.0 million. Triple Flag will make ongoing payments of 10% of the spot gold price for each ounce delivered under the streams. The streams cover the existing mining and exploration licenses for the Agbaou and Bonikro mines, both located in Cote d’Ivoire.

The Agbaou gold stream will step down to 2% payable gold after the delivery of 29,000 ounces of gold, and the Bonikro gold stream will step down to 2% payable gold after the delivery of 39,300 ounces of gold. From 2024 to 2027, both streams are subject to a period of annual minimum deliveries. Under the Agbaou stream, an annual minimum of approximately 2,500 to 2,750 ounces will be delivered and under the Bonikro stream, an annual minimum of approximately 3,500 to 4,200 ounces will be delivered. A parent guarantee is provided by Allied under the terms of the respective stream agreements.

The total cash consideration of $53.0 million was comprised of $46.1 million relating to the Allied Streams and $6.9 million to the initial ounces. These ounces were sold prior to the end of the third quarter.

Acquisition of additional Tamarack Royalty

On July 5, 2024, Triple Flag acquired an additional 1.0% net smelter return (“NSR”) royalty from Talon Nickel (USA) LLC (“Talon”), a wholly owned subsidiary of Talon Metals Corp., a TSX-listed company, for total consideration of $8.0 million (“Additional Tamarack Royalty”). The royalty is on Talon’s participating interest in the Tamarack project. The royalty is subject to a buydown right to reduce the Additional Tamarack Royalty to 0.6% for $5.0 million, exercisable for a period of two years, subject to certain conditions. This Additional Tamarack Royalty is in addition to the 1.11% NSR royalty which Triple Flag already owns on the Tamarack project.

12


Kensington litigation settlement

On March 28, 2024, Triple Flag and Coeur entered into a settlement agreement to resolve litigation regarding the terms of a royalty held by Triple Flag on Coeur’s Kensington gold mine.

As part of the settlement agreement, Triple Flag shall receive $6.75 million in Coeur shares ($3.0 million received in April 2024, and $3.75 million to be received in the first quarter of 2025). The Coeur share consideration is in settlement of royalties in arrears and litigation expenses incurred. As such, the settlement amounts were recognized as revenue and recoupment of costs in the consolidated statements of income for the year ended December 31, 2024.

Further to that settlement, Triple Flag and Coeur agreed to amend the terms of the existing Kensington royalty to provide that:

Effective January 1, 2024, the royalty to pay at a rate of 1.25% of net smelter returns occurring through to December 31, 2026; and
The royalty rate will increase to 1.50% of net smelter returns from January 1, 2027.


The amended NSR royalty is subject to a cap of two million ounces of gold, adjusted for consideration received related to royalties in arrears.

For the year ended December 31, 2023

Acquisition of Johnson Camp Mine Royalty

On November 30, 2023, the Company in conjunction with Greenstone Excelsior Holdings LP (“Greenstone”) entered into a financing transaction with Excelsior Mining Corp., who on November 12, 2024, announced a name change to Gunnison Copper Corp. (“Gunnison”). The closing of the financing was a condition subsequent to a previously announced extension of the maturity date of Gunnison’s existing $15.0 million credit facility with Nebari Natural Resources Credit Fund I LP. As part of the financing transaction, the Company acquired a 1.5% gross revenue royalty (“GRR”) on the Johnson Camp Mine in Arizona, United States, operated by Gunnison, for a consideration of $5.5 million in cash (the “Johnson Camp Mine Royalty”).

Acquisition of an additional royalty interest in Stawell Gold Mines Pty Ltd

On September 25, 2023, the Company entered into an agreement with Stawell Gold Mines Pty Ltd (“Stawell”) for the acquisition of an additional 2.65% NSR gold royalty. This is in addition to the pre-existing 1.0% NSR royalty on gold that Triple Flag previously held. Both royalties cover future production at the Stawell gold mine in Victoria, Australia. Triple Flag acquired the additional royalty interest for cash consideration of $16.6 million.

Acquisition of Agbaou Royalty

On June 23, 2023, the Company entered into an agreement with Auramet Capital Partners, L.P. (“Auramet”) for the acquisition of the 2.5% NSR royalty it held on the Agbaou gold mine in Côte d’Ivoire, operated by Allied (“Agbaou Royalty”). Triple Flag acquired the Agbaou Royalty for total consideration of $15.5 million, of which $13.5 million was paid in cash and the remaining $2.0 million paid through an in-kind contribution of an asset held by the Company.

Acquisition of Maverix

On January 19, 2023, the Company acquired all of the issued and outstanding common shares of Maverix (“Maverix Shares”) pursuant to the terms of an arrangement agreement dated November 9, 2022 (the “Agreement”). Pursuant to the Agreement, Maverix shareholders had the option to receive either 0.36 of a Triple Flag common share or $3.92 in

13


cash per Maverix common share, in each case subject to pro-ration such that the aggregate cash consideration did not exceed 15% of the total consideration and the aggregate share consideration did not exceed 85% of the total consideration. In addition, (i) holders of options to acquire Maverix Shares received fully vested replacement options to acquire Triple Flag common shares; and (ii) the restricted share units (“RSUs”) of Maverix outstanding immediately prior to the effective time of the transaction, whether vested or unvested, were assigned and transferred by the holder to Maverix in exchange for a cash payment and each RSU was immediately cancelled. The outstanding Maverix warrants (“Maverix Warrants”) (5,000,000 Maverix Warrants outstanding with an exercise price of $3.28 per Maverix Share outstanding as of the closing date) were automatically adjusted in accordance with their terms, such that if and when exercised, Maverix Warrant holders would receive a total of 1,800,000 Triple Flag common shares at an exercise price of $9.11 per Triple Flag common share.  All of the Maverix Warrants were exercised on April 12, 2023.

The acquisition of Maverix closed on January 19, 2023, and Triple Flag paid $86.7 million and issued 45,097,390 common shares to all former Maverix shareholders, and incurred $5.8 million of transaction costs. Following the completion of the acquisition, Maverix became a wholly-owned subsidiary of Triple Flag.  

The transaction was accounted for as an asset acquisition on January 19, 2023, with mineral interests of $587.8 million and is described in Note 6 of the Annual Financial Statements. The other net assets acquired in the transaction included cash and cash equivalents, amounts receivable, prepaid gold interests and loans receivable of approximately $68.9 million, amounts payable and other liabilities, lease liabilities and income tax payable of $11.9 million. The other liabilities included change of control payment obligations under the terms of Maverix’s employment agreements.

14


Operating Assets – Performance

Our business is organized into a single operating segment, consisting of acquiring and managing precious metals and other high-quality streams and royalties. Our chief operating decision-maker, the CEO, makes capital allocation decisions, reviews operating results and assesses performance.

Asset Performance — Streams and related assets (producing)

1.Cerro Lindo (Operator: Nexa Resources S.A.)

Under the stream agreement with Nexa Resources S.A. (“Nexa”), we receive 65% of payable silver produced from the Cerro Lindo mine until 19.5 million ounces have been delivered and 25% thereafter. Typically, deliveries under the stream lag production by up to four months. As at December 31, 2024, 16.8 million ounces of silver had been delivered under the stream agreement with Nexa since inception. We continue to expect a step-down in the stream rate from 65% to 25% to begin at Cerro Lindo in 2026.

For the three months ended December 31, 2024, we sold 584,290 ounces of silver delivered under the agreement, a 7% increase from the same period in the prior year driven by higher deliveries. GEOs sold were 7,088 for the three months ended December 31, 2024, compared to 6,619 for the same period in the prior year.

For the year ended December 31, 2024, we sold 2,430,133 ounces of silver delivered under the agreement, a 24% increase from the same period in the prior year driven by higher deliveries. GEOs sold were 29,248 for the year ended December 31, 2024, compared to 23,544 for the same period in the prior year.

During the fourth quarter of 2024, Cerro Lindo continued robust silver deliveries under the stream agreement following strong silver production in the second half of the year. Ongoing exploration at Cerro Lindo is mainly focused on extending the mineralization of near mine targets known as Orebodies 8B, 8C, 9 and 6a, as well as the Patahuasi Millay target located within Triple Flag’s stream area.

2.Northparkes (Operator: Evolution Mining Limited, effective December 18, 2023)

Under the stream agreement, we receive 54% of payable gold until an aggregate of 630,000 ounces have been delivered and 27% of payable gold thereafter. We also receive 80% of payable silver until an aggregate of 9 million ounces of silver have been delivered, and 40% of payable silver thereafter for the remainder of the life of mine. Typically, deliveries under the stream may lag production by approximately two months. As at December 31, 2024, 65,982 ounces of gold and 1,016,217 ounces of silver had been delivered under the stream agreement since inception.

For the three months ended December 31, 2024, we sold 6,488 ounces of gold and 71,481 ounces of silver delivered under the agreement, driven by higher deliveries. This compares to 2,650 ounces of gold and 57,091 ounces of silver sold for the same period in the prior year. GEOs sold were 7,313 for the three months ended December 31, 2024, compared to 3,339 for the same period in the prior year.

For the year ended December 31, 2024, we sold 23,438 ounces of gold and 278,284 ounces of silver delivered under the agreement. This compares to 11,834 ounces of gold and 228,346 ounces of silver sold for the same period in the prior year. GEOs sold were 26,957 for the year ended December 31, 2024, compared to 14,562 for the same period in the prior year.

We continue to expect higher grade open pit ore from E31 and E31N to contribute to stream deliveries through 2025. These deposits are expected to be depleted during the year as previously announced.

15


Development of the sub-level cave (“SLC”) at E48 commenced in July 2024 with access to the first sub-level now substantially complete and commissioning expected to start in the third quarter of 2025. A concept study in 2024 included a gold grade of 0.41 g/t, with production from the E48 SLC expected to contribute to stream deliveries through the course of its ramp-up. The E48 SLC orebody currently has a mine life ending in 2034. A pre-feasibility study is expected to be completed in the first quarter of 2025.

First production from the E22 orebody is expected during Evolution Mining Limited’s (“Evolution”) fiscal year ending June 30, 2029, subject to the completion of economic studies and board approval, with a reserve grade of 0.37 g/t Au. A SLC hybrid option study for E22 is expected to be completed by June 30, 2025.

Additionally, exploration at the Major Tom deposit remains ongoing and has continued to deliver near-surface mineralized assays, including 89.0 meters grading 1.07% copper and 0.13 g/t gold. Major Tom is located within three kilometers of the processing plant. Work is progressing to determine whether a pit can be optimized at the deposit, which is expected to be completed in the second quarter of 2025.

3.Impala Bafokeng Operations (Operator: Impala Platinum Holdings Limited (“Implats”))

Under the stream agreement, we receive 70% of payable gold until 261,000 ounces are delivered and 42% of payable gold thereafter from Impala Bafokeng. Typically, deliveries under the stream may lag production by approximately five months. As at December 31, 2024, 34,072 ounces of gold had been delivered under the stream agreement since inception.

For the three months ended December 31, 2024, we sold 1,536 ounces of gold delivered by Implats under the stream agreement, a 9% decrease from the ounces delivered and sold for the same period in the prior year. GEOs sold were 1,546 for the three months ended December 31, 2024, compared to 1,674 for the same period in the prior year.

For the year ended December 31, 2024, we sold 5,854 ounces of gold delivered by Implats under the stream agreement, a 9% decrease from the ounces delivered and sold for the same period in the prior year. GEOs sold were 5,869 for the year ended December 31, 2024, compared to 6,428 for the same period in the prior year.

Development of the asset’s value driver, Styldrift, remains ongoing with a steady ramp-up expected to deliver improved efficiencies given current market conditions. In 2024, Implats commenced a restructuring process at Impala Bafokeng to rationalize and optimize labor deployment across corporate and operational functions. The integration of processing facilities across the Western Limb operations of Impala Rustenburg and Impala Bafokeng has started, resulting in improved plant availability and recovery. Implats continues to expect monthly milled throughput of 230 thousand tonnes at Styldrift by the end of its 2027 fiscal year.

4.Buriticá (Operator: Zijin Mining Group Co.)

Under the stream agreement, we receive 100% of payable silver based on a fixed silver-to-gold ratio of 1.84 over the life of the asset. As at December 31, 2024, 1,884,967 ounces of silver had been delivered under the stream agreement since inception.

For the three months ended December 31, 2024, we sold the 202,353 ounces of silver delivered to the Company under the agreement, compared to the 113,635 ounces of silver delivered and sold for the same period in the prior year. GEOs sold were 2,402 for the three months ended December 31, 2024, compared to 1,373 for the same period in the prior year.

For the year ended December 31, 2024, we sold the 559,466 ounces of silver delivered to the Company under the agreement, compared to the 490,271 ounces of silver sold for the same period in the prior year. GEOs sold were 6,665 for the year ended December 31, 2024, compared to 5,851 for the same period in the prior year.

16


Throughout 2024, activities by illegal miners continued to weigh on operations at Buriticá, including underground confrontations. On January 20, 2025, the operator announced that it has restarted gold production after an attack by an armed group of illegal miners. The attack, which targeted a substation, temporarily halted operations but did not result in any injuries.

Despite the ongoing presence of illegal miners, Buriticá was able to maintain overall steady operations throughout 2024. The operator continues to engage closely with the surrounding community on illegal mining with support by national institutions, including the National Police of Colombia.

5.Altan Tsagaan Ovoo (Operator: Steppe Gold)

Under the stream agreement with Steppe Gold, we receive 25% of the payable gold until 46,000 ounces of gold have been delivered and 25% of payable gold thereafter, subject to an annual cap of 7,125 ounces. We also receive 50% of the payable silver until 375,000 ounces of silver have been delivered and 50% of payable silver thereafter, subject to an annual cap of 59,315 ounces. As at December 31, 2024, 30,080 ounces of gold and 114,285 ounces of silver had been delivered under the stream agreement with Steppe Gold since inception.

For the three months ended December 31, 2024, we sold 365 ounces of gold and 86 ounces of silver delivered to the Company under our stream and related interests, compared to the 1,485 ounces of gold and 8,719 ounces of silver sold for the same period in the prior year. GEOs sold were 372 for the three months ended December 31, 2024, compared to 1,609 for the same period in the prior year.

For the year ended December 31, 2024, we sold 4,065 ounces of gold and 38,407 ounces of silver delivered to the Company under our stream and related interests, compared to the 9,375 ounces of gold and 35,647 ounces of silver sold for the same period in the prior year (including 2,500 ounces of gold from the Steppe Gold Prepaid Interest). GEOs sold were 4,593 for the year ended December 31, 2024, compared to 9,827 for the same period in the prior year.

On March 15, 2024, Triple Flag and Steppe Gold agreed to amend and restate the Steppe Gold Prepaid Gold Interest Agreement such that the Company made a further cash payment of $5.0 million in exchange for delivery of 2,650 ounces of gold. The Steppe Gold Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss and is classified as level 3 of the fair value hierarchy.

On February 13, 2025, Triple Flag received a delivery of 1,000 ounces of gold under the Prepaid Gold Interest Agreement. The fair value of the prepaid gold interest as at December 31, 2024, was estimated taking into consideration the credit risk related to the financial asset.

Asset Performance — Royalties (Producing)

1.Beta Hunt (Operator: Westgold Resources Limited, effective August 1, 2024)

Pursuant to the Maverix acquisition, the Company acquired 3.25% GRR and 1.5% NSR royalties on all gold production and aggregate 1.5% NSR royalties on all nickel production from the Beta Hunt mine, located in Australia.

GEOs earned were 1,123 and 4,882 for the three months and year ended December 31, 2024, respectively, compared to 1,260 and 4,881, respectively, in the prior year.

The expansion project to achieve consistent mine throughput at Beta Hunt of 2 million tonnes per annum continues to advance, with recent capital investment focused on upgrades to primary ventilation, mine pumping and water supply. Infill drill data completed across the Western Flanks and A-Zone is also being incorporated into an updated resource model. Westgold Resources Limited (“Westgold”) continues to expect the mine expansion project at Beta Hunt to deliver increased productivity in 2025 and beyond.

17


Drills continue to turn at the Fletcher Zone, a significant discovery at Beta Hunt that is interpreted to represent a new gold mineralized structure parallel to the Western Flanks deposit of the mine, 300 meters to the west. Western Flanks is currently the primary source of gold ore for Beta Hunt.

2.Fosterville Gold Mine (Operator: Agnico Eagle Mines Limited)

We own a 2% NSR royalty interest in Agnico Eagle Mines Limited’s (“Agnico Eagle") Fosterville mine in Australia.

GEOs earned were 947 and 4,153 for the three months and year ended December 31, 2024, respectively, compared to 902 and 5,101, respectively, for the prior year.

In February 2025, Agnico Eagle released an updated three-year outlook. The operator now expects Fosterville to produce between 140,000 to 160,000 ounces of gold in each of 2025, 2026 and 2027. Agnico Eagle also announced that an initial assessment has demonstrated the potential to increase production at Fosterville to an average of approximately 175,000 ounces of gold per year, with a ramp-up in performance potentially starting in 2027. Technical evaluations and drilling are ongoing to evaluate this potential.

Year-over-year, mineral reserves at Fosterville remained relatively consistent at approximately 1.65 million ounces grading 5.37 g/t Au. Agnico Eagle expects to spend $26.3 million in exploration drilling at Lower Phoenix, Robbins Hill and new targets totaling over 84,300 meters in 2025.

3.Camino Rojo (Operator: Orla Mining Ltd.)

Pursuant to the Maverix acquisition, the Company acquired a 2% NSR royalty interest on oxides in Orla Mining Ltd.‘s (“Orla”) Camino Rojo mine in Mexico.

GEOs earned were 890 and 2,794 for the three months and year ended December 31, 2024, respectively, compared to 680 and 2,295, respectively, for the prior year.

Orla announced that Camino Rojo produced a record 136,748 ounces of gold in 2024. As a result, Orla achieved its improved full-year 2024 production guidance range of 130,000 to 140,000 gold ounces, as well as a 19% beat versus the midpoint of initial production guidance of 110,000 to 120,000 ounces. The outperformance was driven by improved recoveries from finer crushing, higher mined and processed grade, and higher tonnes stacked. Orla also announced that the latest 2024 drill results confirmed that the Camino Rojo mineralized system remains open at depth, along the dike structure, and beyond the current resource limits.

Preliminary operator guidance for 2025 at Camino Rojo is 110,000 to 120,000 gold ounces.

4.Young-Davidson Gold Mine (Operator: Alamos Gold Inc.)

We own a 1.5% NSR royalty interest in Alamos Gold Inc.’s (“Alamos”) Young-Davidson mine in Canada.

GEOs earned were 641 and 2,681 for the three months and year ended December 31, 2024, respectively, compared to 675 and 2,686 for the same periods in the prior year.

In January 2025, Alamos released 2025 production guidance of 175,000 to 190,000 ounces of gold, with 2026 and 2027 guidance of 180,000 to 195,000 ounces of gold for each year.

As of December 31, 2024, Alamos estimates a mine life of approximately 14 years for Young-Davidson based on current underground mining rates. Notably, Young-Davidson has maintained at least a 13-year Mineral Reserve life since 2011 reflecting ongoing exploration success. Alamos expects to spend $11.0 million on exploration at Young-Davidson in 2025.

18


The deposit remains open at depth and to the west, with the current program focused on expanding the new style of higher-grade gold mineralization zones within the hanging wall. These zones are located close to existing infrastructure, demonstrating upside potential with grades well above the current reserve grade of 2.26 g/t Au.

Investments and Prepaid Gold Interests

The following table summarizes investments and prepaid gold interests as at December 31, 2024, and December 31, 2023:

    

As at

    

As at

($ thousands)

 

December 31, 2024

 

December 31, 2023

Prepaid gold interests - Auramet Capital Partners1

$

46,082

$

40,248

Prepaid gold interests - Steppe Gold2

 

3,457

 

Total Prepaid Gold Interests

$

49,539

$

40,248

Investments3

3,010

6,248

Total Prepaid Gold Interests and Investments

$

52,549

$

46,496

1.The contract requires Auramet to deliver 1,250 ounces of gold to Triple Flag per quarter. Triple Flag is required to make ongoing cash payments equal to 16% of the spot gold price for each gold ounce delivered. On September 27, 2031, and after 50,000 ounces of gold have been delivered, Auramet will have the option to terminate the stream for a cash payment of $5.0 million, less certain cash flows related to the gold deliveries. As at December 31, 2024, 32,500 ounces of gold remains to be delivered under the contract. The Auramet Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss.
2.On March 15, 2024, Triple Flag and Steppe Gold agreed to amend and restate the Steppe Gold Prepaid Gold Interest Agreement such that the Company made a further cash payment of $5.0 million in exchange for delivery of 2,650 ounces of gold. The Steppe Gold Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss and is classified as level 3 of the fair value hierarchy. On February 13, 2025, Triple Flag received a delivery of 1,000 ounces of gold under the Prepaid Gold Interest Agreement. The fair value of the prepaid gold interest as at December 31, 2024, was estimated taking into consideration the credit risk related to the financial asset.
3.Investments comprise equity interests and warrants in publicly traded and private companies and have been recorded at fair value. The fair value of the public equity investments is classified as level 1 of the fair value hierarchy, as the primary valuation inputs used are quoted prices in active markets. The fair value of the private equity investments is classified as level 3 of the fair value hierarchy, as the relevant observable inputs are not available.

19


Financial Condition and Shareholders’ Equity Review

Summary Balance Sheet

The following table presents summarized consolidated balance sheet information as at December 31, 2024, December 31, 2023, and December 31, 2022:

    

As at

As at

As at

($ thousands)

 

December 31, 2024

December 31, 2023

December 31, 2022

Cash and cash equivalents

$

36,245

$

17,379

$

71,098

Other current assets

 

39,400

 

39,659

 

19,509

Noncurrent assets

 

1,694,334

 

1,837,426

 

1,246,424

Total assets

$

1,769,979

$

1,894,464

$

1,337,031

Current liabilities

$

27,126

$

17,315

$

12,586

Debt

57,000

Other noncurrent liabilities

 

7,133

 

9,408

 

5,966

Total liabilities

 

34,259

 

83,723

 

18,552

Total shareholders’ equity

 

1,735,720

 

1,810,741

 

1,318,479

Total liabilities and shareholders’ equity

$

1,769,979

$

1,894,464

$

1,337,031

Total assets were $1,770.0 million as at December 31, 2024, compared to $1,894.5 million as at December 31, 2023. Our asset base primarily consists of non-current assets such as mineral interests, which consist of our interests in streams and related interests and royalties. Our asset base also includes current assets, which generally include cash and cash equivalents, receivables, metal inventory and investments. The decrease in total assets from December 31, 2023, was largely driven by impairment charges taken during the second quarter of 2024 (refer to the “IFRS Accounting Standards Critical Accounting Policies and Accounting Estimates” section of this MD&A), combined with depletion of mineral interests, partially offset by acquisition of assets, including prepaid gold interests and mineral interests.

Total assets were $1,894.5 million as at December 31, 2023, compared to $1,337.0 million as at December 31, 2022. The increase in total assets from December 31, 2022, was largely driven by the assets acquired pursuant to the Maverix acquisition on January 19, 2023.

Total liabilities were $34.3 million as at December 31, 2024, compared to $83.7 million as at December 31, 2023. The decrease in total liabilities was largely driven by net repayment of the Credit Facility. Total liabilities consist largely of debt, amounts payable and accrued liabilities, deferred tax liabilities and lease obligations. For information about the Credit Facility, see “Liquidity and Capital Resources” below.

Total liabilities were $83.7 million as at December 31, 2023, compared to $18.6 million as at December 31, 2022. The increase in total liabilities largely relates to the net drawdown from the Credit Facility to partially fund the Maverix acquisition, net of subsequent repayments.

Total shareholders’ equity as at December 31, 2024, was $1,735.7 million, compared to $1,810.7 million as at December 31, 2023. The decrease in shareholders’ equity largely reflects the net loss incurred during this period, combined with dividends paid.

Total shareholders’ equity as at December 31, 2023, was $1,810.7 million, compared to $1,318.5 million as at December 31, 2022. The increase in shareholders’ equity largely reflects additional equity issued pursuant to the Maverix acquisition and income generated during the period, net of dividends paid.

20


Shareholders’ Equity

As at December 31, 2024

    

Number of shares

Common shares

 

201,211,843

As at December 31, 2023

 

Number of shares

Common shares

 

201,353,962

As at December 31, 2022

 

Number of shares

Common shares

 

155,685,593

Our common shares are listed on the TSX in Canadian dollars and on the NYSE in U.S. dollars, in each case under the symbol “TFPM”.

In November 2023, Triple Flag renewed its normal course issuer bid (“NCIB”), which expired on November 14, 2024. The NCIB was further renewed in November 2024. Daily purchases are limited to 39,117 common shares, representing 25% of the average daily trading volume of the common shares on the TSX for the period from May 1, 2024, to October 31, 2024, (being 156,469 common shares), except where purchases are made in accordance with the “block purchase exemption” of the TSX rules. All common shares that are repurchased by the Company under the NCIB will be canceled. Under the current NCIB, the Company may acquire up to 10,071,642 (2023 NCIB: 10,078,488) of its common shares from time to time in accordance with the NCIB procedures of the TSX. Repurchases under the NCIB are authorized until November 14, 2025.

For the year ended December 31, 2024, the Company purchased 615,200 (2023: 1,485,820) of its common shares under the NCIB for $8.9 million (2023: $20.7 million).

In connection with the NCIB, the Company established an automatic share purchase plan (“ASPP”) with the designated broker responsible for the NCIB. The ASPP is intended to allow for the purchase of common shares under the NCIB at times when the Company would ordinarily not be permitted to purchase its common shares due to regulatory restrictions and customary self-imposed blackout periods.

As at February 19, 2025, 200,888,653 common shares were issued and outstanding and stock options were outstanding to purchase a total of 1,851,815 common shares.

For the three months ended December 31, 2024, we declared and paid dividends in U.S. dollars totaling $11.1 million at $0.0550 per share (2023: $10.6 million at $0.0525 per share, 2022: $7.8 million at $0.05 per share). For the year ended December 31, 2024, we declared and paid dividends totaling $43.3 million ($0.0525 per share in the first and second quarter, $0.0550 per share in the third and fourth quarter). For the year ended December 31, 2023, we declared and paid dividends in U.S. dollars totaling $41.3 million ($0.05 per share in the first and second quarter, $0.0525 per share in the third and fourth quarter). For the year ended December 31, 2022, we declared and paid dividends totaling $30.4 million ($0.0475 per share in the first and second quarter, $0.05 per share in the third and fourth quarter).

For the three months and year ended December 31, 2024, no common shares were issued from treasury for participation in the Dividend Reinvestment Plan (2023: nil).

21


Results of Operations Review

Consolidated Statements of Income

Three months ended December 31, 2024, compared to three months ended December 31, 2023, and year ended December 31, 2024, compared to year ended December 31, 2023, and December 31, 2022

    

Three months ended December 31

    

Year ended December 31

($ thousands except share and per share information)

 

2024

    

2023

 

2024

    

2023

    

2022

Revenue

$

74,213

$

51,739

$

268,991

$

204,024

$

151,885

Cost of sales

(27,829)

(25,292)

(113,781)

(101,948)

(64,881)

Gross profit

46,384

 

26,447

 

155,210

 

102,076

 

87,004

General administration costs

 

(4,626)

 

(4,799)

 

(21,755)

 

(20,095)

 

(15,516)

Business development costs

 

(366)

 

(873)

 

(3,405)

 

(4,219)

 

(2,976)

Impairment charges and expected credit losses

(8,749)

(148,034)

(36,830)

(3,600)

Operating income (loss)

 

41,392

 

12,026

 

(17,984)

 

40,932

 

64,912

Gain (loss) on disposition of mineral interests

 

 

 

 

(1,000)

 

2,099

Increase (decrease) in fair value of investments and prepaid gold interests

 

7,249

 

(434)

 

12,775

 

1,467

(4,066)

Finance costs, net

 

(901)

 

(1,005)

 

(5,073)

 

(4,122)

 

(1,413)

Other expenses

 

 

 

(1,766)

 

 

(500)

Sustainability initiatives

 

(472)

(242)

 

(903)

 

(670)

 

(805)

Foreign currency translation gain (loss)

 

76

 

57

 

181

 

(218)

 

(352)

Other income (expense)

 

5,952

 

(1,624)

 

5,214

 

(4,543)

 

(5,037)

Earnings (loss) before income taxes

 

47,344

 

10,402

 

(12,770)

 

36,389

 

59,875

Income tax expense

 

(6,064)

 

(647)

 

(10,314)

 

(107)

 

(4,789)

Net earnings (loss)

$

41,280

$

9,755

$

(23,084)

$

36,282

$

55,086

Weighted average shares outstanding –basic

 

201,367,681

 

201,517,879

 

201,304,234

 

199,327,784

 

155,950,659

Weighted average shares outstanding –diluted

 

201,677,897

 

201,604,176

 

201,304,234

 

199,519,312

 

155,950,659

Earnings (loss) per share – basic and diluted

$

0.20

$

0.05

$

(0.11)

$

0.18

$

0.35

Three months ended December 31, 2024, compared to three months ended December 31, 2023

Revenue was $74.2 million, a quarterly record and an increase of 43% from $51.7 million for the same period in the prior year. The increase was largely driven by $8.1 million higher revenue due to higher gold prices, $6.3 million higher revenue due to higher silver prices, $5.5 million increase from higher volume from stream and related interests, and $1.0 million increase from higher attributable royalty volumes. Higher revenue from streams and related interests were driven by higher deliveries from Northparkes, Cerro Lindo and Buriticá, as well as deliveries from the Allied Streams acquired during the third quarter of 2024, partially offset by lower deliveries from ATO, Moss, Renard and La Colorada. Higher

22


revenue from royalties was largely due to higher attributable royalty ounces from Camino Rojo and Kensington, which began paying earlier this year, partially offset by lower attributable royalty ounces from Beta Hunt and Dargues.

The average market gold price and actual gold sales volume for our streams and related interests were $2,663 per ounce, and 11,226 ounces, respectively, compared to $1,971 per ounce and 9,116 ounces, respectively, in the prior year. Market silver price and silver sales volume were $31.38 per ounce and 864 thousand ounces, respectively, compared to $23.20 per ounce and 810 thousand ounces, respectively, in the prior year.

Cost of sales primarily represented the price of metals acquired under the stream agreement and related interests, cost of sales related to prepaid gold interests, as well as the depletion expense for streams and royalties, both of which are calculated based on units of metal sold or attributable royalty ounces. Cost of sales was $27.8 million (including depletion) from streams and related interests and royalties, compared to $25.3 million (including depletion) from streams and related interests and royalties for the same period in the prior year. The increase in cost of sales for the three months ended December 31, 2024, was largely due to cost of sales associated with higher metal deliveries from the Northparkes and Cerro Lindo streams, partially offset by lower deliveries from the ATO, Moss, Renard and La Colorada streams, and lower attributable ounces from royalties. Cost of sales for the three months ended December 31, 2024, included $2.8 million non-cash cost of sales related to prepaid gold interests, compared to $3.8 million for the same period in the prior year.

Gross profit was $46.4 million, an increase of 75% from $26.4 million for the same period in the prior year. The increase was largely driven by higher realized gold and silver prices, combined with higher stream deliveries from Northparkes, Cerro Lindo and Buriticá, deliveries from the Allied Streams as well as higher attributable royalty ounces from Camino Rojo and Kensington, partially offset by lower metal deliveries from the ATO, Moss, Renard and La Colorada streams as well as lower attributable royalty ounces from Beta Hunt and Dargues.

Depletion was $19.2 million, an increase of 15% from $16.6 million for the same period in the prior year. The increase was largely driven by higher stream deliveries from Northparkes, Cerro Lindo and Buriticá, deliveries from the Allied Streams as well as higher attributable royalty ounces from Camino Rojo and Kensington, partially offset by lower attributable royalty ounces from Beta Hunt and Dargues, as well as lower deliveries from the ATO, Moss, Renard and La Colorada streams.

General administration costs were $4.6 million, comparable to $4.8 million for the same period in the prior year.

Business development costs were $0.4 million, compared to $0.9 million for the same period in the prior year. Business development costs represent ongoing business development costs incurred throughout the year including use of third-party service providers, net of costs capitalized, and costs reimbursed from our counterparties.

Impairment charges and expected credit losses in the prior year reflect our expected credit loss provision taken against loans receivable from Elevation Gold (refer to the “IFRS Accounting Standards Critical Accounting Policies and Accounting Estimates” section of this MD&A).

The increase in the fair value of our prepaid gold interests for the three months ended December 31, 2024, was $7.0 million, compared to $0.7 million for the same period in the prior year. The increase is driven by higher market gold prices during the period, primarily related to the Auramet prepaid gold interest. The increase in the fair value of investments for the three months ended December 31, 2024, was $0.2 million, compared to a decrease in the fair value of investments for the three months ended December 31, 2023, of $1.2 million.

Finance costs, net were $0.9 million, compared to $1.0 million for the same period in the prior year. The finance costs largely reflect interest charges and standby fees on the Credit Facility, net of interest earned on cash and loan balances.

23


Income tax expense was $6.1 million, compared to $0.6 million for the same period in the prior year. The prior year income tax expense was partially offset by a tax recovery as a result of the expected credit losses taken against loan receivables from Elevation Gold.

Net earnings were $41.3 million, compared to $9.8 million for the same period in the prior year. Net earnings was largely driven by higher gross profit across the portfolio driven by higher metal prices as well as higher deliveries from streams, partially offset by lower attributable ounces from royalties. Net earnings in the prior year was partially offset by expected credit losses recorded in the period.

Year ended December 31, 2024, compared to year ended December 31, 2023

Revenue was $269.0 million, an annual record, compared to $204.0 million in the prior year. The increase was largely due to $25.2 million higher revenue from higher gold prices, $17.0 million higher revenue from higher silver prices, $16.1 million higher revenue from higher volume from stream and related interests and $5.7 million higher revenue from higher attributable royalty ounces. Higher revenue from streams and related interests was driven by higher deliveries from Northparkes, Cerro Lindo and Buriticá, as well as deliveries from the Allied Streams and initial ounces acquired during the third quarter of 2024, partially offset by lower deliveries from ATO, Moss, El Mochito and La Colorada. Higher revenue from royalties was largely due to higher attributable royalty ounces from Camino Rojo and Kensington, which began paying earlier this year, partially offset by lower attributable royalty ounces from Fosterville.

The average market gold price and gold sales volume for our streams and related interests was $2,386 per ounce and 44,962 ounces, respectively, compared to $1,941 per ounce and 38,374 ounces, respectively, in the prior year. The average market silver price and silver sales volume was $28.27 per ounce and 3.4 million ounces, respectively, compared to $23.35 per ounce and 3.2 million ounces, respectively, in the prior year.

Cost of sales primarily represents the price of metals acquired under the stream agreements and related interests, cost of sales related to prepaid gold interests, as well as the depletion expense for streams and royalties, both of which are calculated based on units of metal sold or attributable royalty ounces. Cost of sales was $113.8 million (including depletion) from streams and related interests and royalties, compared to $101.9 million (including depletion) from streams and related interests and royalties for the prior year. The increase in cost of sales for the year ended December 31, 2024, was largely due to cost of sales associated with higher metal deliveries from Northparkes, Cerro Lindo and Buriticá streams, partially offset by lower deliveries from the ATO, Moss, La Colorada and El Mochito streams. Cost of sales for the year ended December 31, 2024, included $6.9 million of costs relating to metal delivered from Agbaou and Bonikro based on production for the pre-closing period of January 1, 2024, to August 14, 2024, which were recorded at the prevailing market price.

Gross profit was $155.2 million, compared to $102.1 million in the prior year. The increase was largely driven by higher stream deliveries from Northparkes, Cerro Lindo and Buriticá, deliveries from the Allied streams acquired during the year, combined with higher realized gold and silver prices and attributable royalty ounces from Camino Rojo and Kensington, which began paying earlier this year, partially offset by lower metal deliveries from the ATO, Moss, La Colorada and El Mochito streams and lower attributable royalty ounces from Fosterville.

General administration costs were $21.8 million, compared to $20.1 million in the prior year. Higher costs for the year ended December 31, 2024, were largely due to higher employee costs, higher office and other expenses driven by various public company costs, as well as higher professional services as we continued to grow the business.

Business development costs were $3.4 million, compared to $4.2 million in the prior year. Business development costs represent ongoing business development costs incurred throughout the year including use of third-party service providers, net of costs capitalized, and costs reimbursed from our counterparties.

24


Impairment charges and expected credit losses for the year ended December 31, 2024, of $148.0 million were largely due to impairments and expected credit losses taken on the Nevada Copper stream and related interests ($104.1 million) as well as impairments and expected credit losses taken on the Elevation Gold stream and related interests ($40.1 million). Refer to the “Critical Accounting Estimates and Judgments” section for more detail. Impairment charges and expected credit losses for the year ended December 31, 2023, of $36.8 million related to the impairment of the Renard stream and loan receivables ($20.2 million) and the Beaufor royalty ($6.8 million), as well as expected credit losses taken against loans receivable from Elevation Gold ($9.7 million).

Sustainability initiative expenditures were $0.9 million, broadly in line with $0.7 million for the same period in the prior year.

The increase in the fair value of our prepaid gold interests for the year ended December 31, 2024, was $14.3 million, compared to $4.6 million for the same period in the prior year. This increase is largely driven by higher market gold prices during the period, primarily related to the Auramet prepaid gold interest. The decrease in the fair value of investments represents the decrease in the market value of our equity investments during the period.

Finance costs, net were $5.1 million, compared to $4.1 million in the prior year. The finance costs largely reflect interest charges and standby fees on the Credit Facility, net of interest earned on cash and loan balances. The increase was largely driven by higher interest rates, and lower interest received during the period.

Income tax expense was $10.3 million, compared to $0.1 million for the same period in the prior year. The increase in income tax expense was due to higher taxes driven by the current year sales mix.

Net loss for the year ended December 31, 2024, was $23.1 million, compared to net earnings of $36.3 million in the prior year. The net loss in 2024 was driven by higher impairment charges and expected credit losses as described above, partially offset by higher gross profits across the portfolio.

Year ended December 31, 2023, compared to year ended December 31, 2022

Revenue was $204.0 million, an annual record, compared to $151.9 million in the prior year. The increase was largely due to $53.3 million revenue from streams, royalties and related interests acquired pursuant to the Maverix acquisition, $6.1 million higher revenue due to higher gold prices, $2.9 million higher revenue due to higher silver prices, partially offset by $7.0 million lower revenue from royalties, $1.1 million lower revenue due to lower volume from streams and related interests and $2.1 million lower revenue due to lower diamond prices. Lower revenue from royalties was driven by lower attributable ounces from Fosterville and Dargues. Lower revenue from streams and related interests was largely driven by lower deliveries from Cerro Lindo and Impala Bafokeng.

Market gold price and gold sales volume for our streams were $1,941 per ounce and 27,792 ounces, respectively, compared to $1,800 per ounce and 27,485 ounces, respectively, in the prior year. Market silver price and silver sales volume were $23.35 per ounce and 3.2 million ounces, respectively, compared to $21.73 per ounce and 2.8 million ounces, respectively, in the prior year.

Cost of sales primarily represents the price of metals acquired under the stream agreement, non-cash cost of sales related to prepaid gold interests, as well as the depletion expense for streams and royalties, both of which are calculated based on units of metal sold or attributable royalty ounces. Cost of sales was $101.9 million (including depletion) from streams and related interests and royalties, compared to $64.9 million (including depletion) from streams and related interests and royalties for the prior year. The increase in cost of sales for the year ended December 31, 2023, was largely due to cost of sales associated with streams and related interests and royalties acquired pursuant to the Maverix acquisition, partially offset by lower cost of sales associated with lower metal deliveries from streams and related interests.

25


Gross profit was $102.1 million, compared to $87.0 million in the prior year. The increase was largely driven by gross profit from newly acquired assets pursuant to the Maverix acquisition and higher gross profit from both the Northparkes and Buriticá streams due to higher deliveries at higher metal prices, partially offset by lower gross profit from Fosterville and Dargues due to lower attributable ounces.

General administration costs were $20.1 million, compared to $15.5 million in the prior year. Higher costs for the year ended December 31, 2023, were largely due to higher employee costs, higher office, insurance and other expenses driven by various public company costs, including directors’ and officers’ liability insurance costs relating to the U.S. listing and the Maverix acquisition, and higher professional services as we continued to grow the business.

Business development costs were $4.2 million, compared to $3.0 million in the prior year. Business development costs represent ongoing business development costs incurred throughout the year including use of third-party service providers, net of costs capitalized, and costs reimbursed from our counterparties.

Impairment charges of $27.1 million relate to the impairment of the Renard stream and receivables and the Beaufor royalty, compared to $3.6 million for the same period in the prior year that related to the impairment of our interest in the Beaufor royalty.

The expected credit loss represents the difference between the contractual cash flows that are due to the Company and the cash flows that management expects to receive discounted at the original effective interest rate. The expected credit loss provision taken against loans receivable from Elevation Gold was $9.7 million, compared to nil for the same period in the prior year.

Sustainability initiative expenditures were $0.7 million, broadly in line with $0.8 million for the same period in the prior year.

Loss on disposition of mineral interests of $1.0 million represents the loss on the Eastern Borosi NSR due to a buyback exercised by Calibre Mining Corp. (“Calibre”). On April 18, 2023, Calibre announced that it had commenced mining at the Eastern Borosi open pit. 2022 included a gain of $2.1 million on the Talon Royalty Buydown (On February 15, 2022, Talon exercised its right to reduce the royalty rate under the Tamarack royalty agreement from 3.5% to 1.85% of Talon’s interest in the Tamarack project in exchange for a payment of $4.5 million).

The increase in fair value of investments and prepaid gold interests represents an increase in the fair value of prepaid gold interests, primarily Auramet prepaid interests, partially offset by a decrease in fair value of our equity investments.

Finance costs, net were $4.1 million, compared to $1.4 million in the prior year. The finance costs largely reflect interest charges and standby fees on the Credit Facility, net of interest earned on cash and loan balances. Higher finance costs were driven by interest charges on a higher drawn balance of the Credit Facility.

Income tax expense was $0.1 million, compared to $4.8 million for the same period in the prior year. Lower income tax expense was driven by tax recovery associated with the impairment charges and expected credit losses, increased general administration costs and business development costs, partially offset by higher taxes driven by sales mix.

Net earnings were $36.3 million, compared to $55.1 million in the prior year. Lower net earnings in 2023 were driven by higher impairment charges and expected credit losses, higher general administration costs driven by public company costs, higher finance costs, partially offset by higher gross profit, an increase in fair value of investments and prepaid gold interests compared to a decrease in the prior year, and lower income tax expense.

26


Condensed Consolidated Statements of Cash Flows

Three months ended December 31, 2024, compared to three months ended December 31, 2023, and year ended December 31, 2024, compared to year ended December 31, 2023, and December 31, 2022

The following table presents summarized consolidated statements of cash flows information for the three months ended December 31, 2024, compared to the three months ended December 31, 2023, and the year ended December 31, 2024, compared to year ended December 31, 2023, and December 31, 2022.

Three months ended December 31

Year ended December 31

($ thousands)

    

2024

    

2023

    

2024

    

2023

    

2022

Operating cash flow before working capital and taxes

$

62,625

$

41,751

$

220,721

$

161,953

$

123,807

Income taxes paid

 

(257)

 

(469)

 

(6,992)

 

(6,083)

 

(5,031)

Operating cash flow before working capital

62,368

41,282

213,729

155,870

118,776

Change in working capital

 

1,105

 

(3,638)

 

(226)

 

(1,732)

 

(400)

Operating cash flow

 

63,473

 

37,644

 

213,503

 

154,138

 

118,376

Net Cash from (used in) investing activities

 

236

 

(9,679)

 

(81,960)

 

(212,979)

 

(48,916)

Net Cash (used in) from financing activities

 

(51,007)

 

(24,973)

 

(112,600)

 

5,123

 

(38,750)

Effect of exchange rate changes on cash and cash equivalents

 

(59)

 

44

 

(77)

 

(1)

 

(284)

Increase (decrease) in cash during the period

 

12,643

 

3,036

 

18,866

 

(53,719)

 

30,426

Cash and cash equivalents at beginning of period

 

23,602

 

14,343

 

17,379

 

71,098

 

40,672

Cash and cash equivalents at end of period

$

36,245

$

17,379

$

36,245

$

17,379

$

71,098

Three months ended December 31, 2024, compared to three months ended December 31, 2023

Operating cash flow was $63.5 million, an increase of 69% from $37.6 million for the same period in the prior year. The increase was largely driven by higher cash flows from streams and royalties as a result of higher realized metal prices, along with higher metal deliveries and higher attributable royalty ounces.

Net cash from investing activities was $0.2 million, compared to net cash used in investing activities of $9.7 million for the same period in the prior year. Net cash used in investing activities in 2023 largely included $5.5 million of funding for the Johnson Camp Mine royalty, $1.7 million of funding for the Nueva Recuperada royalty amendment and $2.0 million for the acquisition of a prepaid gold interest.

Net cash used in financing activities was $51.0 million, compared to $25.0 million for the same period in the prior year. Net cash used in financing activities in 2024 largely consisted of $35.0 million of Credit Facility repayments, dividend payments of $11.1 million, and $3.9 million paid to purchase shares under the NCIB, as well as interest payments of $1.0 million. Net cash used in financing activities in 2023 largely consisted of dividend payments of $10.6 million, $8.0 million Credit Facility repayments and $4.4 million paid to purchase shares under the NCIB, as well as interest payments of $1.5 million.

27


Year ended December 31, 2024, compared to year ended December 31, 2023

Operating cash flow was $213.5 million, compared to $154.1 million in the prior year. The increase was largely driven by higher cash flows from streams and royalties as a result of higher realized metal prices, along with higher metal deliveries and higher attributable royalty ounces.

Net cash used in investing activities was $82.0 million, compared to $213.0 million in the prior year. Net cash used in investing activities in 2024 included the acquisition of the Allied Streams and the initial ounces for $53.0 million, acquisition of loans for $14.6 million, acquisition of the Additional Tamarack Royalty for $8.0 million, and $5.0 million for the acquisition of the Steppe Gold Prepaid Gold Interest, partially offset by proceeds from sale of investments of $3.1 million. Net cash used in investing activities in 2023 included $146.0 million net cash outflows pursuant to the Maverix acquisition, $16.6 million for the acquisition of an additional royalty interest in Stawell, $13.5 million for the Agbaou royalty, $5.5 million of funding for the Johnson Camp Mine royalty, $3.4 million of funding for the Prieska GRR, $3.7 million for the Clean Air Metals royalty, and $21.0 million for the acquisition of long-term loans, partially offset by $1.7 million of proceeds from the Eastern Borosi buyback.

Net cash used in financing activities was $112.6 million, compared to net cash from financing activities of $5.1 million in the prior year. Net cash used in financing activities in 2024 largely consisted of $120.0 million in Credit Facility repayments, $43.3 million of dividend payments, $8.9 million paid to purchase shares under the NCIB, and interest payments of $4.7 million, partially offset by $63.0 million of drawdowns from the Credit Facility. Net cash from financing activities in 2023 largely consisted of $130 million drawdowns from the Credit Facility to fund the Maverix acquisition and $16.8 million of proceeds from the exercise of options and warrants, partially offset by Credit Facility repayments of $73.0 million, dividend payments of $41.3 million and $20.7 million paid to purchase shares under the NCIB, as well as interest payments of $6.2 million.

Year ended December 31, 2023, compared to year ended December 31, 2022

Operating cash flow was $154.1 million, compared to $118.4 million in the prior year. The increase was driven by higher cash flows from interests acquired pursuant to the Maverix acquisition and higher cash flows from streams, partially offset by higher general administration and business development costs.

Net cash used in investing activities was $213.0 million, compared to $48.9 million in the prior year. Net cash used in investing activities in 2023 included $146 million net cash outflows pursuant to the Maverix acquisition, $16.6 million for the acquisition of an additional royalty interest in Stawell, $13.5 million for the Agbaou royalty, $5.5 million of funding for the Johnson Camp Mine royalty, $3.4 million of funding for the Prieska GRR, $3.7 million for the Clean Air Metals royalty, and $21.0 million for the acquisition of long-term loans, partially offset by $1.7 million of proceeds from the Eastern Borosi buyback. Net cash used in investing activities in 2022 largely included $26.2 million of funding for Nevada Copper’s open pit project, $8.9 million of funding for the Beaufor royalty acquisition, C$10 million of funding for the royalty on the Thunder Bay North Project, $5.2 million of funding for the Sofia NSR royalty acquisition, $4.8 million of funding for the Steppe Gold Prepaid Gold Interest, $4.2 million of funding for the Pumpkin Hollow gold and silver stream and C$3 million for the AndeX Equity Interest, partially offset by $4.5 million received for the Talon Royalty Buydown, proceeds of C$3.7 million for the disposition of 5 million Talon shares and C$4.2 million for the disposition of 6.4 million EarthLabs Inc. shares.

Net cash from financing activities was $5.1 million, compared to $38.8 million net cash used in the prior year. Net cash from financing activities in 2023 largely consisted of $130 million drawdowns from the Credit Facility to fund the Maverix acquisition and $16.8 million of proceeds from the exercise of options and warrants, partially offset by Credit Facility repayments of $73 million, dividend payments of $41.3 million and $20.7 million paid to purchase shares under the NCIB, as well as interest payments of $6.2 million. Net cash used in financing activities in 2022 largely consisted of dividend payments of $30.4 million, $4.1 million paid to purchase shares under the NCIB and $1.8 million of costs relating to the extension of the Credit Facility, as well as interest payments of $2.0 million.

28


Liquidity and Capital Resources

As at December 31, 2024, our cash and cash equivalents were $36.2 million, compared to $17.4 million as at December 31, 2023. Significant variations in the liquidity and capital resources during the period are explained in the ‘‘Consolidated Statements of Cash Flows’’ section of this MD&A.

Our primary uses of capital are to finance operations, acquire new stream and royalty assets, and for general working capital and payment of dividends. Our objectives when managing capital are to ensure that we will continue to have enough liquidity to achieve our acquisition growth strategy, finance working capital requirements and provide returns to our shareholders. The timing of metal sales from inventory from our stream and related interests is based on commercial considerations, including our assessment of market conditions and our financial requirements. We believe our cash on hand, estimated cash flow from royalties and the sales of metal credits will be sufficient to fund our anticipated operating cash requirements, payment of dividends and share repurchases under the NCIB for the next 12 months and beyond.

Credit Facility

The Company currently has a Credit Facility of $500.0 million with an additional uncommitted accordion of up to $200.0 million for a total availability of up to $700.0 million, maturing on August 30, 2026. As at December 31, 2024, the Credit Facility balance was $nil.

Finance costs relating to the Credit Facility for the three months and year ended December 31, 2024, were $1.0 million and $5.5 million, respectively, including amortization of debt issuance costs and standby fees. This compares to finance costs of $1.8 million and $7.2 million, respectively, for the three months and year ended December 31, 2023. The Credit Facility includes covenants that require us to maintain certain financial ratios, including leverage ratios, as well as certain non-financial requirements. As at December 31, 2024, all such ratios and requirements were met. The Credit Facility is used for general corporate purposes and investments in the mineral industry, including the acquisition of streams and related interests and royalty assets.

29


Quarterly Information1, 2

2024

2023

    

Q4

Q3

Q2

Q1

Q4

Q3

Q2

Q1

IFRS measures:

    

  

  

    

  

    

  

    

  

    

  

    

Cash and cash equivalents

 

36,245

23,602

21,063

29,361

 

17,379

 

14,343

 

16,438

 

21,712

 

Total assets

 

1,769,979

1,773,227

1,740,847

1,903,556

 

1,894,464

 

1,905,778

 

1,922,759

 

1,924,417

 

Revenue

 

74,213

73,669

63,581

57,528

 

51,739

 

49,425

 

52,591

 

50,269

 

Net earnings (loss)

 

41,280

29,649

(111,437)

17,424

 

9,755

 

(6,041)

 

16,034

 

16,534

 

Earnings (loss) per share (basic and diluted)

 

0.20

0.15

(0.55)

0.09

 

0.05

 

(0.03)

 

0.08

 

0.09

 

Operating cash flow

 

63,473

61,798

49,357

38,875

 

37,644

 

36,750

 

40,875

 

38,870

 

Operating cash flow per share

 

0.32

0.31

0.25

0.19

 

0.19

 

0.18

 

0.20

 

0.20

 

Non-IFRS measures3:

  

 

  

 

  

 

  

 

  

 

GEOs

 

27,864

29,773

27,192

27,794

 

26,243

 

25,629

 

26,616

 

26,599

 

Adjusted Net Earnings

 

36,252

29,611

26,302

23,203

 

17,754

20,415

18,556

 

15,284

 

Adjusted Net Earnings per share

 

0.18

0.15

0.13

0.12

 

0.09

0.10

0.09

 

0.08

 

Adjusted EBITDA

 

62,980

63,447

52,961

48,068

 

41,017

 

39,925

 

42,053

 

39,436

 

Average gold price4

 

2,663

2,474

2,338

2,070

 

1,971

 

1,928

 

1,976

 

1,890

 

Average silver price5

 

31.38

29.43

28.84

23.34

 

23.20

 

23.57

 

24.13

 

22.55

 

1.All amounts in thousands of U.S. dollars except for GEOs, per share information, and average gold and silver price.
2.Sum of all the quarters may not add up to the annual total due to rounding.
3.GEOs, adjusted net earnings, adjusted net earnings per share and adjusted EBITDA as presented above are non-IFRS financial performance measures with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of GEOs, adjusted net earnings, adjusted net earnings per share and adjusted EBITDA to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.
4.Based on the LBMA PM fix.
5.Based on the LBMA fix.

In the fourth quarter of 2024, we achieved record revenue and operating cash flows driven by higher metal prices and higher deliveries from Cerro Lindo, Northparkes and Buriticá. In the third quarter of 2024, we completed the acquisition of 3% gold streams on each of the Agbaou and Bonikro mines, as well as the acquisition of the Additional Tamarack Royalty. In the first quarter of 2024, we reached a settlement on the Kensington royalty litigation with Coeur, which subsequently began paying.

In the fourth quarter of 2023, we acquired a GRR on the Johnson Camp Mine, operated by Gunnison Copper. In the third quarter of 2023, we acquired an additional royalty interest in Stawell. In the second quarter of 2023, we acquired the Agbaou royalty and participated in the execution of the Nevada Copper financing package. In the first quarter of 2023, we completed the acquisition of Maverix Metals Inc., adding nearly 150 assets.

Commitments and Contingencies

From time to time, we are and may be involved in disputes with other parties arising in the ordinary course of business that may result in litigation. If we are unable to resolve these disputes favorably, it may have a material adverse impact on our financial condition, cash flow and results of operations. We record a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. We are not currently involved in any material legal proceedings.

30


Contractual Obligations and Commitments

In the normal course of business, we enter into contracts that give rise to commitments for future minimum payments.

As of December 31, 2024, we had significant commitments to make per-ounce cash payments for precious metals and copper pursuant to the terms of the metals purchase and sale agreements and prepaid interests, as detailed in the following table:

    

    

    

    

Attributable 

    

    

 

volume 

Per unit  

 

Mineral interest

Commodity

Inception date

Unit

purchased

cash payment

Term

 

Cerro Lindo

 

Silver

 

Dec. 20, 2016

 

Ounce

 

65%1

 

10% of monthly average

 

Life of mine

Altan Tsagaan Ovoo

 

Gold

 

Aug. 11, 2017

 

Ounce

 

25%2

 

17% of spot

 

Life of mine

Altan Tsagaan Ovoo

 

Silver

 

Aug. 11, 2017

 

Ounce

 

50%3

 

17% of spot

 

Life of mine

Gunnison

 

Copper

 

Oct. 30, 2018

 

Pound

 

16.5%4

 

25% of spot

 

Life of mine

Buriticá

 

Silver

 

Mar. 15, 2019

 

Ounce

 

100%5

 

5% of spot

 

Life of mine

Impala Bafokeng

 

Gold

 

Jan. 23, 2020

 

Ounce

 

70%6

 

5% of spot

 

Life of mine

Northparkes

 

Gold

 

Jul. 10, 2020

 

Ounce

 

54%7

 

10% of spot

 

Life of mine

Northparkes

 

Silver

 

Jul. 10, 2020

 

Ounce

 

80%7

 

10% of spot

 

Life of mine

La Bolsa

Gold

Jan. 19, 2023

Ounce

5%

Lesser of $450 and spot

Life of mine

La Colorada

Gold

Jan. 19, 2023

Ounce

100%

Lesser of $650 and spot

Life of mine

El Mochito

Silver

Jan. 19, 2023

Ounce

25%

25% of spot

Life of mine

Agbaou

Gold

Aug. 14, 2024

Ounce

3%9

10% of spot

 

Life of mine

Bonikro

Gold

Aug. 14, 2024

Ounce

3%10

10% of spot

 

Life of mine

Prepaid interests

Auramet

 

Gold

 

Jan. 19, 2023

Ounce

 

1,250 ounces per
quarter

 

16% of spot

 

Until certain commercial
conditions are achieved

8

1.65% of payable silver produced from Cerro Lindo until 19.5 million ounces have been delivered and 25% thereafter.
2.25% of gold from ATO until 46,000 ounces of gold have been delivered and thereafter, 25% of gold subject to an annual cap of 7,125 ounces
3.50% of silver from ATO until 375,000 ounces of silver have been delivered and thereafter, 50% of silver subject to an annual cap of 59,315 ounces.
4.The stream percentage of refined copper produced from the Gunnison mine ranges from 3.5% to 16.5% depending on the Gunnison mine’s total production capacity, with the stream percentage starting at 16.5% and decreasing as the Gunnison mine’s production capacity increases. We have the option to increase our stream participation percentage by paying an additional deposit of an amount up to $65.0 million.
5.Streamed silver is to be based on a fixed silver-to-gold ratio of 1.84 over the life of the asset.
6.70% of the payable gold until 261,000 ounces have been delivered and 42% thereafter.
7.54% of the payable gold produced from the Northparkes mine until 630,000 ounces have been delivered and 27% thereafter; 80% of payable silver produced from the Northparkes mine until 9 million ounces have been delivered and 40% thereafter.
8.On and after September 27, 2031 and the delivery of 50,000 ounces of gold.
9.3% of payable gold until 29,000 ounces have been delivered and 2% thereafter.
10.3% of payable gold until 39,300 ounces have been delivered and 2% thereafter.

31


Investments in Stream and Royalty Interests

As of December 31, 2024, we had commitments related to the acquisition of streams and royalties as detailed below:

Company

    

Project (Asset)

    

    

Triggering Event

Centerra Gold Inc.1

Kemess Project

$10 million

 

Positive construction decision

$10 million

 

1st anniversary of positive construction decision

$12.5 million

 

2nd anniversary of positive construction decision

$12.5 million

 

3rd anniversary of positive construction decision

DS McKinnon Holdings Limited

 

Hemlo

C$50,000

 

For each 100,000 ounces of gold produced by the
Hemlo mine in excess of 675,000 ounces

154619 Canada Inc.

 

Eagle River

C$50,000

 

For each 50,000 ounces of gold produced by the
Eagle River mine in excess of 207,000 ounces

Silvercorp Metals2

Silvertip

Payment of deferred
equity consideration

Payment contingent upon commencement of commercial production and cumulative throughput of 400,000 tonnes of ore

Newmont Corporation

Portfolio of royalties

Up to $15 million

Payment contingent upon achievement of certain
production milestones

Barrick Gold Corporation

Portfolio of royalties

Up to $10 million

Payment contingent upon certain commercial conditions

Orion Minerals Ltd.

Prieska CopperZinc
Mine (Gold and Silver Stream)

$80 million3

Conditional upon certain conditions

1.Kemess stream agreement is with Aurico Metals Inc., a subsidiary of Centerra Gold Inc.  
2.Maverix acquired the Silvertip royalty from 0875786 BC. Ltd., a subsidiary of Silvercorp Metals inc. (“Silvercorp”). The payment of the deferred equity consideration is payable to Silvercorp.
3.Upon the condition of obtaining the South African Reserve Bank exchange control approvals, the mine being fully funded and the finalization of an executable mine plan to Triple Flag’s satisfaction. If the above conditions are met, funding is to be provided in tranches with each tranche subject to the mine continuing to be fully funded to production, among other conditions, and of an amount not to exceed planned expenditures for the next 90 days. Triple Flag has the option to reject the mine plan and supporting documentation, entitling either party to terminate the Stream Agreement.

Acquisition of a precious metals stream

On November 7, 2024, Triple Flag entered into a definitive agreement with a South American-based counterparty to acquire a precious metals stream for total cash consideration of $35.0 million. The underlying asset is a fully permitted brownfield operation located in Peru that is anticipated to restart in the near term. Closing and subsequent funding of this transaction is expected to occur in Q1 2025 and is contingent on, amongst other things, execution and delivery of the filed security agreements. Details of this transaction will be disclosed upon closing.

Acquisition of 0.5% GOR royalty on the Tres Quebradas lithium project

On December 19, 2024, Triple Flag entered into a definitive agreement to acquire an existing 0.5% GOR royalty from LRC, for total consideration of $28.0 million. The royalty covers all mineral properties comprising the Tres Quebradas lithium project. Tres Quebradas, located in Catamarca province, Argentina, is 100%-owned and operated by Zijin Mining Group Co., Ltd. through its subsidiary Liex SA. Closing and subsequent funding of the transaction is expected to occur in Q1 2025 and is contingent on, amongst other things, the registration of the royalty.

The commitments noted above are expected to be funded from operating cash flow over the next few years.

32


Contractual Obligations and Commitments

($ thousands)

    

Less than 1 year

    

1–3 years

    

3–5 years

    

More than 5 years

    

Total

Lease1

$

419

$

865

$

677

$

$

1,961

Lease interest1

 

101

 

130

 

39

 

 

270

Standby charges2

 

1,969

 

1,305

 

 

3,274

$

2,489

$

2,300

$

716

$

$

5,505

1.We are committed to minimum amounts under long-term lease agreements for office space, which expire in 2029.
2.Represents standby charges on the Credit Facility, which matures on August 30, 2026.

Off-Balance Sheet Arrangements or Commitments

We have not entered into any off-balance sheet arrangements or commitments other than as set forth under ‘‘Contractual Obligations and Commitments’’.

Contingencies

Contingencies can be either possible assets or possible liabilities arising from past events which, by their nature, will be resolved only when one or more future events, not wholly within our control, occur or fail to occur. The assessment of such contingencies inherently involves the exercise of significant judgment and estimates of the outcome of future events. Refer to Note 18 to the Annual Financial Statements for further details on the contingencies.

We are not aware of any known trends, commitments (other than as described above), events or uncertainties that will materially affect the Company.

Risk and Risk Management

Overview

We are in the business of rational risk-taking in pursuit of value creation. Effective risk management is core to the attainment of often competing priorities.  The ability to deliver on our vision and strategic objectives depends on our ability to understand and effectively respond to and mitigate the risks or uncertainties we face. To achieve this, we:

Identify, assess and communicate our key risks;
Integrate risk management into strategic priorities and plans;
Incorporate procedures for managing risk into our decision-making processes so that we mitigate risks and minimize the uncertainty of achieving our objectives;
Combine careful due diligence, legal, financial and commercial structuring and oversight to identify, assess and manage risks on new deals and for existing assets in the portfolio;
Maintain a structure to manage risk effectively and in a manner that seeks to maximize value creation;
Monitor relevant controls on an ongoing basis to assess their effectiveness and ensure that they are complied with; and
Provide assurance to the Chief Executive Officer and the Audit & Risk Committee of the Board of Directors on the effectiveness of key control activities on a regular basis.

33


Board of Directors and Audit & Risk Committee Oversight

We maintain strong risk oversight practices at Triple Flag by clearly outlining responsibilities in the mandates of the Board and Audit & Risk Committee. The Board’s mandate makes clear the responsibility for reviewing and discussing with management the processes used to assess and manage risk, including the identification of the principal risks of the business and the implementation of appropriate systems to deal with such risks. The Audit & Risk Committee assists the Board in overseeing the Company’s management of risks as well as the implementation of policies and standards for monitoring such risks and monitoring and reviewing the Company’s financial position and risk management programs. The Audit & Risk Committee also provides oversight focusing on financial and operational (e.g., cyber security, hedging practices, etc.) risk exposures.

Management Oversight

Senior management oversees a weekly team meeting to discuss various issues including, but not limited to, risks facing the organization. This allows for the timely identification and mitigation of key risks that may prevent us from achieving our objectives, while fostering transparency. We rely on ongoing broad management involvement and specific external expertise in key meetings on new deals, particularly at the moment of committing capital, to equip us to make well-informed decisions and encourage contrarian and divergent perspectives to challenge our views and analyses.

The following subsections highlight some of our key sources of uncertainty and relevant risk mitigation activities. The occurrence of any of the risks discussed below could materially adversely affect our business, prospects, financial condition, cash flow or share price. The list of risk factors below is not exhaustive, and other risks and uncertainties that we do not presently consider to be material, or of which we are not presently aware, may become important factors that affect our future financial condition and results of operations.

Key Risk Factors

Fluctuations in commodity prices;
The passive nature of our investments – we have limited to no control over the operation of the properties in which we hold an interest, or an operator’s failure to perform or their decision to cease or suspend operations;
Our inability to control the budgeting, forecasting and planning capabilities of our portfolio asset mining partners requires us to apply judgment in establishing forward-looking outlooks as we seek to set guidance for our investors;
Revenue concentration – a significant portion of our revenue comes from a small number of operating properties within our portfolio, and adverse developments at these properties could have a more significant or lasting impact;
Future pandemics and public health emergencies;
The impact of global financial conditions such as inflation and changes in the U.S. dollar and interest rates;
Our liquidity profile, including level of indebtedness;
Changes in governments, the intervention of governments, or other political or economic developments in the jurisdictions in which we do, or may in the future, carry on business;
Changing or increasing regulatory requirements, including increasing taxes, the imposition of tariffs, or other measures;
Our ability to maintain appropriate internal control over financial reporting and disclosure; and
Our reliance on information and plans, including mine plans, from counterparties that are based on estimates, including mineral reserves and resources.

For additional information about these risks and others, see the “Risk Factors” section of the Company’s most recent annual information form available from time to time on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Also see the “Forward-Looking Information” in this MD&A.

34


Disclosure Controls & Procedures

Management is responsible for establishing and maintaining a system of disclosure controls and procedures to provide reasonable assurance that all material information relating to the Company is gathered and reported to senior management, including the Chief Executive Officer and Chief Financial Officer of the Company, on a timely basis so that appropriate decisions can be made regarding public disclosure, including to ensure that information required to be disclosed by the Company in reports that the Company files or submits under the U.S. Securities Exchange Act of 1934, as amended (the “U.S. Exchange Act”), and applicable Canadian securities laws is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and the Canadian securities regulatory authorities. Management, under the oversight of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures as of December 31, 2024. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (as defined in National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings and in Rule 13a-15(e) and Rule 15d-15(e) under the U.S. Exchange Act) were effective as of December 31, 2024.

The Company’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, and the Chief Executive Officer and Chief Financial Officer do not expect that the disclosure controls and procedures will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Disclosure controls and procedures have been designed to provide reasonable assurance that all relevant information required to be disclosed by the Company is accumulated and communicated to senior management as appropriate to allow timely decisions regarding required disclosure.

Internal Controls over Financial Reporting

The Chief Executive Officer and Chief Financial Officer are responsible for establishing and maintaining internal controls over financial reporting in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS Accounting Standards. The Company’s internal control framework was designed based on the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations (COSO) of the Treadway Commission 2013 Framework.

There was no change in the Company’s internal controls over financial reporting that occurred during the three months and year ended December 31, 2024, that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as at December 31, 2024, using the COSO framework. Based on management’s assessment, the Company’s internal control over financial reporting was effective as at December 31, 2024. The effectiveness of the Company’s internal control over financial reporting as at December 31, 2024, has been audited by PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm, as stated in their report, which is located on page 3 of the Company’s Annual Financial Statements.

The Company’s management, including the Chief Executive Officer and Chief Financial Officer, believe that any internal controls over financial reporting and disclosure controls and procedures, no matter how well designed, can have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance that the objectives of the control system are met.

35


IFRS Accounting Standards Critical Accounting Policies and Accounting Estimates

Management has discussed the development and selection of our critical accounting estimates with the Audit & Risk Committee and Board of Directors, and the Audit & Risk Committee has reviewed the disclosure relating to such estimates in conjunction with its review of this MD&A. The accounting policies and methods we utilize determine how we report our financial condition and results of operations, and they may require management to make estimates or rely on assumptions about matters that are inherently uncertain. The consolidated financial statements have been prepared in accordance with IFRS Accounting Standards. Our material accounting policies are disclosed in Note 3 to the Annual Financial Statements, including a summary of current and future changes in accounting policies, which are included in Note 5 to the Annual Financial Statements.

a.New accounting standards effective in 2024 which were applicable to the Company
i.Amendment to IAS 1 – Non-current liabilities with covenants

This amendment clarifies how conditions with which an entity must comply within 12 months after the reporting period affect the classification of a liability. The amendment also aims to improve the information an entity provides related to liabilities subject to these conditions. The amendment is effective for annual periods beginning on or after January 1, 2024, and there was no material impact on the consolidated financial statements from the amendment.

b.New accounting standards issued but not yet effective which are applicable to the Company
i.Narrow scope amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures

These amendments clarify the date of initial recognition or derecognition of financial liabilities, including financial liabilities that are settled in cash using an electronic payment system. The amendments also introduce additional disclosure requirements to enhance transparency regarding investments in equity instruments designated at fair value through other comprehensive income and financial instruments with contingent features. These amendments are effective for annual periods beginning on or after January 1, 2026, with early adoption permitted. The Company is currently assessing the impact of the amendments on the consolidated financial statements.

ii.IFRS 18 Presentation and Disclosures in Financial Statements

IFRS 18 introduces categories and defined subtotals in the statement of profit or loss, disclosures on managementdefined performance measures, and requirements to improve the aggregation and disaggregation of information in the financial statements. As a result of IFRS 18, amendments to IAS 7 were also issued to require that entities use the operating profit subtotal as the starting point for the indirect method of reporting cash flows from operating activities and also to remove presentation alternatives for interest and dividends paid and received. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact of the amendments on the consolidated financial statements.

c.Newly enacted tax rules

i.Newly enacted excessive interest and financing expenses limitation (“EIFEL”) rules

The Company is within the scope of the newly enacted EIFEL rules, effective for taxation years beginning on or after October 1, 2023. Under the legislation, the Company and its Canadian subsidiaries are generally restricted on the deductibility of their respective interest and financing expense to the extent of an amount that is equal to a fixed percentage of the Company’s adjusted taxable income (as defined in the Federal Income Tax Act), subject to certain adjustments. For the year ended December 31, 2024, there were no material restrictions on the deductibility of the interest and financing expense for the Company and its Canadian subsidiaries.

36


Critical Accounting Estimates and Judgments

Certain accounting estimates have been identified as being “critical” to the presentation of our financial condition and results of operations because they require us to make subjective and/or complex judgments about matters that are inherently uncertain; or there is a reasonable likelihood that materially different amounts could be reported under different conditions or using different assumptions and estimates. Our significant accounting judgments, estimates and assumptions are disclosed in Note 4 to the Annual Financial Statements.

Management’s estimates and underlying assumptions are reviewed on an ongoing basis. Any changes or revisions to estimates and underlying assumptions are recognized in the period in which the estimates are revised and in any future periods affected.

The key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities and earnings within the next financial year and key judgments used in the preparation of the consolidated financial statements are discussed below.

Mineral Resource and Mineral Reserves estimates and depletion

Mineral interests represent agreements for which settlement is called for in the payment of royalties or in multi-year delivery with reference to a percentage of production from a mine. Mineral interests comprise a large component of the Company’s assets and, as such, any change in the Mineral Resources and Mineral Reserves estimates of the properties to which the interests relate may have a significant effect on the Company’s consolidated financial statements. The estimation of Mineral Resources and Mineral Reserves is applied in estimating future deliveries under the agreement and determines rates of depletion and recoverability of the carrying value of the mineral interests.

The Company relies on information it is entitled to under contracts with operators and/or public disclosures of information on Mineral Reserves and Mineral Resources from the operators of the producing mineral interests to assess the Company’s estimates of Mineral Resources and Mineral Reserves for a specific property and to estimate total expected deliveries under the agreement.

The estimation of recoverable Mineral Resources and Mineral Reserves in respect of each agreement is generally based upon factors such as:

estimates of mine operating costs;
foreign exchange rates and commodity prices;
terms for offtake agreements;
future development costs; and
geological interpretation of drill results and judgments made in estimating the size and grade of the ore body.

The Company estimates exploration potential based on:

the size of the land package applicable to the agreement;
the cost and intensity of exploration programs proposed by the mine operator;
geological structures; and
ore body continuity and assessment of geotechnical limits.

These assumptions are, by their nature, subject to interpretation and uncertainty.

The estimates of Mineral Resources and Mineral Reserves may change based on additional knowledge gained subsequent to the initial assessment. Changes in the estimates of Mineral Resources and Mineral Reserves may

37


materially impact the recorded amounts of depletion and the assessed recoverability of the carrying value of royalty and stream interests.

Impairment

In accordance with the Company’s accounting policy, management assesses at the end of each reporting period whether there are any indicators that the carrying value of mineral interests may not be recoverable or that an impairment loss previously recognized should be reversed or partially reversed.

Management applies significant judgment in assessing whether impairment indicators exist including, among others, significant adverse changes to (i) future production and operator reserve and resource estimates, (ii) current and forecast commodity prices, (iii) industry or economic trends, and (iv) other relevant operator information.

Impairments in the carrying value of each cash-generating unit (“CGU”) are measured and recorded to the extent that the carrying value of each CGU exceeds its estimated recoverable amount, which is the higher of fair value less costs of disposal (“FVLCD”) and value in use (“VIU”), which is generally calculated using an estimate of future discounted cash flows. Impairment charges are included in ‘‘Impairment charges and expected credit losses’’ in the consolidated statements of income.

In accordance with the Company’s accounting policy, loans receivable and receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, among others, the failure of a debtor to make contractual payments for a period of greater than 120 days past due, the failure of a debtor to engage in a repayment plan, and the inability of a debtor to fulfil a repayment plan. Impairment losses on loans receivable and receivables are presented as impairment charges within the ‘‘Impairment charges and expected credit losses’’ line in the consolidated statements of income. Subsequent recoveries of amounts previously written off are credited against the same line item.

For the three months and years ended December 31, 2024 and 2023, Triple Flag recorded the following impairment charges and expected credit losses in the consolidated statements of income:

For the three months ended December 31

For the year ended December 31

2024

2023

2024

2023

Mineral interest impairment charges

Nevada Copper1

$

$

$

83,920

$

Elevation Gold2

18,688

Stornoway Diamonds (Canada) Inc.3

8,448

Beaufor4

6,836

Other

 

4,438

 

Loans receivable impairment charges and expected credit losses

Nevada Copper1

20,197

Elevation Gold2

8,749

21,380

9,723

Stornoway Diamonds (Canada) Inc.3

(589)

11,720

Beaufor4

103

Total impairment charges and expected credit losses

$

$

8,749

$

148,034

$

36,830

No impairment charges or impairment reversals were recorded for the three months ended December 31, 2024.

38


Impairment charges for the year ended December 31, 2024

1.Nevada Copper

Triple Flag acquired a 95% fixed ratio gold and silver stream (amended to 97.5% in 2020) on the Pumpkin Hollow underground mine, operated by Nevada Copper in 2018. As at December 31, 2023, Triple Flag also had a Tranche A-2 secured loan receivable from Nevada Copper of $11.8 million, which carried interest at the Secured Overnight Financing Rate plus an adjustment spread and a fixed margin which would have matured on July 31, 2029, and could be repaid prior to maturity with no penalty.

During the three months ended June 30, 2024, Nevada Copper experienced financial difficulties, including increased ramp-up costs associated with the underground mine, failure to obtain funding through a change of control transaction and failure to secure additional interim funding from key stakeholders. This resulted in Nevada Copper filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the Bankruptcy Court of the District of Nevada on June 10, 2024.

Triple Flag identified the above as an indicator of impairment as of June 30, 2024. Management performed an impairment analysis for the Nevada Copper stream interest in accordance with IAS 36, and for the loan receivables under IFRS 9. As of June 30, 2024, Triple Flag had funded a cumulative total of $20.0 million to Nevada Copper, $15.1 million through the Tranche A-2 secured loan receivable and $4.9 million through unsecured funding. The funding was provided as part of the restart financing package for operations at the Pumpkin Hollow underground mine, and for working capital purposes.

Triple Flag considered a variety of factors to determine the recoverable amount of the Nevada Copper stream and the recoverability of the loan receivable, including expected cash flows to be recovered from the Chapter 11 process under various scenarios, the contractual terms of the stream agreement in a Chapter 11 process, and Triple Flag’s security and position in Nevada Copper’s creditor rankings relative to other secured creditors. Triple Flag concluded that there is no reasonable expectation of recovery of the loan receivables and determined that the recoverable amount of the Nevada Copper gold and silver stream was nil as of June 30, 2024, resulting in an impairment charge of $104.1 million.

Triple Flag also has a 2.0% NSR royalty on the Pumpkin Hollow open pit project and a 2.0% NSR royalty on the Tedeboy exploration project. Management performed impairment analysis over these royalty interests by considering a variety of factors, including relevant production and commodity price scenarios, various production start date scenarios, and relevant contractual rights of the royalty agreements, at a discount rate of 5%. Triple Flag concluded that the recoverable amount exceeded the carrying amount of $46.2 million, and as such, no impairment charge was recognized related to Triple Flag’s royalty interests in the consolidated statements of income.

Concurrent with the Chapter 11 process, a sale process in accordance with Section 363 of the U.S. Bankruptcy Code was initiated by Nevada Copper. On August 9, 2024, Nevada Copper entered into an asset purchase agreement with an affiliate of Kinterra Capital Corp, (“buyer”), pursuant to which the buyer agreed to purchase substantially all of the assets of Nevada Copper and its subsidiaries.  The transaction was approved by order of the United States Bankruptcy Court, entered on September 27, 2024. The transaction closed on October 9, 2024, the stream was eliminated upon the acquisition and Triple Flag did not recover a material amount from the sales proceedings. The royalties were unaffected by the conclusion of the Chapter 11 sale process.

2.Elevation Gold

Triple Flag acquired the 100% silver stream on the Moss mine, operated by Elevation Gold, as part of the Maverix acquisition in January 2023. In conjunction with this transaction, Triple Flag also acquired a loan receivable from Elevation Gold, which had an outstanding balance receivable of $17.7 million as of December 31, 2023. As of December 31, 2023,

39


Triple Flag also had promissory and demand notes receivable from Elevation Gold of $6.5 million and recorded a provision for expected credit losses of $9.7 million against these loans. The loan receivable accrued interest at an interest rate of 10% per annum and was repayable on or before February 28, 2025.

As at March 31, 2024, Triple Flag identified an indicator of impairment for its stream interest in the Moss mine. As a result, the Company performed an impairment assessment considering relevant production and commodity price scenarios. The Company concluded that the recoverable amount exceeded the carrying amount and as such, no impairment charge was recognized in the condensed interim consolidated statement of income for the three months ended March 31, 2024. As at March 31, 2024, Triple Flag had a total of $30.7 million loan receivable and promissory and demand notes receivable from Elevation Gold, and a total provision for expected credit losses of $16.6 million related to the loan receivables.

During the three months ended June 30, 2024, Elevation Gold continued to experience financial difficulty due to lower-than-expected production. As a result, Elevation Gold suspended royalty/finder fee payments and silver stream delivery obligations. This resulted in one royalty holder filing a claim in the Arizona State Superior Court against Elevation Gold for amounts owing pursuant to their royalty agreement. Elevation Gold reported on July 30, 2024, that it filed an application for creditor protection under the Companies’ Creditors Arrangement Act (“CCAA”) and proceeded with an interim cessation of active mining from the open pit at the Moss mine.

Triple Flag identified the above as an indicator of impairment as of June 30, 2024, and performed an impairment analysis for the Elevation Gold stream interest in accordance with IAS 36, and for the loan receivables and promissory and demand notes under IFRS 9.

Triple Flag considered a variety of factors to determine the recoverable amount of the Elevation Gold stream and the recoverability of the loan receivable and promissory and demand notes, including cash flows expected to be recovered from the CCAA process under various scenarios, as well as Triple Flag’s security and creditor ranking. Triple Flag concluded that there was no reasonable expectation of recovery of the loan receivable and promissory and demand notes and determined that the recoverable amount of the Elevation Gold stream was nil as of June 30, 2024, resulting in a total impairment and expected credit loss charge of $40.1 million.

During the three months ended December 31, 2024, the CCAA process continued to unfold. Mako Mining Corp (“Mako”) announced on December 31, 2024, that they had entered into a non-binding letter of intent to acquire 100% of the issued and outstanding common shares of EG Acquisition LLC (“EGA”), and that EGA would complete the acquisition of the Moss gold mine on December 31, 2024, through its acquisition of 100% of the common shares of Golden Vertex Corp. (“GVC”), which holds direct ownership of the Moss mine. The silver stream was eliminated upon the acquisition of GVC and Triple Flag does not expect to recover a material amount from the sales proceedings.

Impairment charges for the year ended December 31, 2023

3.Stornoway Diamonds (Canada) inc.

During the three months ended September 30, 2023, the Renard mine, operated by Stornoway Diamonds (Canada) Inc. (“Stornoway”), experienced financial difficulties due to adverse market conditions, such as increased operational costs due to inflationary pressures, and the continued decline of diamond prices due to lower demand. On September 27, 2023, this was further exacerbated by India’s diamond trade bodies urging its members to halt imports of rough diamonds from mid-October to mid-December to manage supplies. As a result of the prolonged softening of the diamond market over the third quarter, Triple Flag concluded that an indicator of impairment existed. Management performed an impairment analysis for the Renard stream in accordance with IAS 36 and for the Bridge Financing under IFRS 9.

Triple Flag considered a variety of factors to determine the recoverable amount of the Renard stream and the recoverability of the loan receivable, including cash flows expected to be generated from the Renard mine over the

40


estimated life of mine under different mine plans and diamond price scenarios. On October 27, 2023, the Renard mine was placed in care and maintenance and Stornoway filed for creditor protection under the CCAA in Quebec.

As a result, Triple Flag concluded that there was no reasonable expectation of recovery of the loan receivable and determined that the recoverable amount of the Renard stream was nil, resulting in a total impairment charge of $20.2 million for the year ended December 31, 2023, of which $11.7 million related to the bridge loan receivable and $8.5 million to the mineral interest.  

4.Beaufor

In the second half of 2022, Monarch Mining Corporation (“Monarch”), owner of the Beaufor mine, suspended its operations at the Beaufor mine due to financial and operational challenges. On September 27, 2022, the mine was put on care and maintenance for an indefinite period. Due to the continued suspension of operations at the Beaufor mine, the Company concluded that this was a triggering event. As a result, management performed an impairment analysis for the Beaufor royalty investment as at December 31, 2022, resulting in the Beaufor royalty being written down to its estimated recoverable amount of $6.8 million.

During the three months ended September 30, 2023, management concluded that the continued suspension of operations at the Beaufor mine, exceeding a period of 12 months, coupled with the market activity and financial position of Monarch as at June 30, 2023, was a triggering event. Triple Flag considered a variety of factors to determine the recoverable amount of the Beaufor royalty, including cash flows expected to be generated from the Beaufor mine over the estimated life of mine.

Triple Flag determined the recoverable amount of the Beaufor royalty investment to be $nil and therefore recorded an impairment charge of $6.8 million for the year ended December 31, 2023.

Expected credit losses

The Company recognizes loss allowances for expected credit losses (“ECLs”) on financial assets measured at amortized cost.

The approach in IFRS 9 is based on how an entity manages its financial instruments and the contractual cash flow characteristics of the financial asset. IFRS 9 introduced a single expected credit loss impairment model, which is based on changes in debt or credit quality since initial recognition. Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. In order to measure the expected credit losses, financial assets have been grouped based on shared credit risk characteristics and the days past due.

The ECLs for loans receivable are measured based on the general approach. The ECLs are estimated as the difference between the contractual cash flows that are due to Triple Flag and the cash flows that management expects to receive discounted at the original effective interest rate. Cash flows that management expects to receive are based on the expected ability of the counterparties to repay the amounts owed, which is dependent on a variety of assumptions, estimates and forecasts including, among others, forecasted production results, operating costs, commodity prices and capital requirements. Changes in any of the assumptions and estimates used in determining the expected cash flows could impact the ECLs provision.

Income taxes

The interpretation and application of existing tax laws, regulations and rules in Australia, Bermuda, Canada, Colombia, Côte d’Ivoire, Mexico, Mongolia, Peru, South Africa, the United Kingdom and the United States, or any of the other  countries in which mineral interests are located or where commodities are sold, requires judgment. The likelihood that tax positions taken will be sustained upon examination by applicable tax authorities is based on facts and circumstances

41


of the relevant tax position, considering all available evidence. Differing interpretation of these laws, regulations and rules could result in an increase in the Company’s taxes, governmental charges, duties or impositions.

In assessing the probability of realizing deferred income tax assets, the Company makes estimates related to expectations of future taxable income and expected timing of reversals of existing temporary differences. Such estimates are based on forecasted cash flows from operations which require the use of estimates and assumptions, such as forecast commodity prices and future production. Therefore, the amount of deferred income tax assets recognized on the balance sheet could be reduced if the actual results differ significantly from forecast. The Company reassesses its deferred income tax assets at the end of each reporting period. Deferred tax assets are reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the asset to be recovered.

Business combinations

The assessment of whether an acquisition meets the definition of a business or is considered the acquisition of an asset is an area of key judgment. For the acquisition to constitute a business we should be acquiring inputs and processes which could deliver an output. Management would need to apply judgment to determine whether any processes were acquired as part of the acquisition of assets.

For both business combinations and asset acquisitions, the assumptions and estimates with respect to determining fair values often require management to make assumptions and estimates about future events. The assumptions and estimates with respect to determining the fair value of assets acquired and liabilities assumed, those of mineral interests and other properties in particular, generally require a high degree of judgment and include estimates of Mineral Resources and Mineral Reserves acquired, future metal prices, discount rates and reserve/resource conversion. Changes in the judgments made or in any of the assumptions or estimates used in determining the fair value of acquired assets and liabilities could impact the amounts assigned to assets and liabilities.

42


Non-IFRS Financial Performance Measures

Gold Equivalent Ounces (“GEOs”)

GEOs are a non-IFRS measure that are based on stream and related interests as well as royalty interests and are calculated on a quarterly basis by dividing all revenue from such interests for the quarter by the average gold price during such quarter. The gold price is determined based on the LBMA PM fix. For periods longer than one quarter, GEOs are summed for each quarter in the period. Management uses this measure internally to evaluate our underlying operating performance across our stream and royalty portfolio for the reporting periods presented and to assist with the planning and forecasting of future operating results. GEOs are intended to provide additional information only and do not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The measures are not necessarily indicative of gross profit or operating cash flow as determined under IFRS Accounting Standards. Other companies may calculate these measures differently. The following table reconciles GEOs to revenue, the most directly comparable IFRS Accounting Standards measure:

2024

    

    

    

    

    

($ thousands, except average gold price and GEOs information)

Q4

Q3

Q2

Q1

Year ended December 31

Revenue

 

74,213

 

73,669

 

63,581

 

57,528

 

  

Average gold price per ounce

 

2,663

 

2,474

 

2,338

 

2,070

 

  

GEOs

 

27,864

 

29,773

 

27,192

 

27,794

 

112,623

2023

    

    

    

    

    

($ thousands, except average gold price and GEOs information)

Q4

Q3

Q2

Q1

Year ended December 31

Revenue

 

51,739

 

49,425

 

52,591

 

50,269

 

  

Average gold price per ounce

 

1,971

 

1,928

 

1,976

 

1,890

 

  

GEOs

 

26,243

 

25,629

 

26,616

 

26,599

 

105,087

Adjusted Net Earnings and Adjusted Net Earnings per Share

Adjusted net earnings is a non-IFRS financial measure, which excludes the following from net earnings:

impairment charges and write-downs, including expected credit losses;
gain/loss on sale or disposition of assets/mineral interests;
foreign currency translation gains/losses;
increase/decrease in fair value of investments and prepaid gold interests;
non-recurring charges; and
impact of income taxes on these items.

Management uses this measure internally to evaluate our underlying operating performance for the reporting periods presented and to assist with the planning and forecasting of future operating results. Management believes that adjusted net earnings is a useful measure of our performance because impairment charges and write-downs, including expected credit losses, gain/loss on sale or disposition of assets/mineral interests, foreign currency translation gains/losses, increase/decrease in fair value of investments and prepaid gold interests, and non-recurring charges do not reflect the underlying operating performance of our core business and are not necessarily indicative of future operating results. The

43


tax effect is also excluded to reconcile the amounts on a post-tax basis, consistent with net earnings. Management’s internal budgets and forecasts and public guidance do not reflect the types of items we adjust for. Consequently, the presentation of adjusted net earnings enables users to better understand the underlying operating performance of our core business through the eyes of management. Management periodically evaluates the components of adjusted net earnings based on an internal assessment of performance measures that are useful for evaluating the operating performance of our business and a review of the non-IFRS measures used by industry analysts and other streaming and royalty companies. Adjusted net earnings is intended to provide additional information only and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The measures are not necessarily indicative of gross profit or operating cash flow as determined under IFRS Accounting Standards. Other companies may calculate these measures differently. The following table reconciles adjusted net earnings to net earnings, the most directly comparable IFRS Accounting Standards measure.

Reconciliation of Net Earnings to Adjusted Net Earnings

Three months ended

Year ended

December 31

December 31

($ thousands, except share and per share information)

    

2024

2023

    

2024

    

2023

Net earnings (loss)

$

41,280

$

9,755

$

(23,084)

$

36,282

Impairment charges and expected credit losses1

8,749

148,034

36,830

Loss on disposal of mineral interests2

 

 

 

 

1,000

Foreign currency translation (gain) loss

 

(76)

 

(57)

 

(181)

 

218

(Increase) decrease in fair value of investments and prepaid gold interests

 

(7,249)

 

434

 

(12,775)

 

(1,467)

Income tax effect

 

2,297

 

(1,127)

 

(2,387)

 

(6,265)

Adjusted net earnings

$

36,252

$

17,754

$

109,607

$

66,598

Weighted average shares outstanding – basic

 

201,367,681

 

201,517,879

 

201,304,234

 

199,327,784

Net earnings (loss) per share

$

0.20

$

0.05

$

(0.11)

$

0.18

Adjusted net earnings per share

$

0.18

$

0.09

$

0.54

$

0.33

1.Impairment charges and expected credit losses for year ended December 31, 2024, are largely due to impairments taken on the Nevada Copper stream and related interests as well as impairments taken on the Elevation Gold stream and related interests. Impairment charges and expected credit losses for the three months and year ended December 31, 2023, are largely due to impairments taken on the Renard stream and related interests and the Beaufor royalty.
2.Loss on disposal of mineral interests for the year ended December 31, 2023, represent the loss on the Eastern Borosi NSR due to a buyback exercised by the operator.

Free Cash Flow

Free cash flow is a non-IFRS measure that deducts acquisition of other assets (excluding acquisition of investments and prepaid gold interests or mineral interests) from operating cash flow. Management believes this to be a useful indicator of our ability to operate without reliance on additional borrowing or usage of existing cash. Free cash flow is intended to provide additional information only and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The measure is not necessarily indicative of operating profit or operating cash flow as determined

44


under IFRS Accounting Standards. Other companies may calculate this measure differently. The following table reconciles free cash flow to operating cash flow, the most directly comparable IFRS Accounting Standards measure:

Three months ended

Year ended

December 31

December 31

($ thousands)

2024

    

2023

    

2024

    

2023

Operating cash flow

$

63,473

$

37,644

$

213,503

$

154,138

Acquisition of other assets

 

 

 

 

Free cash flow

$

63,473

$

37,644

$

213,503

$

154,138

Adjusted EBITDA

Adjusted EBITDA is a non-IFRS financial measure, which excludes the following from net earnings:

income tax expense;
finance costs, net;
depletion and amortization;
impairment charges and write-downs, including expected credit losses;
gain/loss on sale or disposition of assets/mineral interests;
foreign currency translation gains/losses;
increase/decrease in fair value of investments and prepaid gold interests;
non-cash cost of sales related to prepaid gold interests and other; and
non-recurring charges

Management believes that adjusted EBITDA is a valuable indicator of our ability to generate liquidity by producing operating cash flow to fund working capital needs, service debt obligations and fund acquisitions. Management uses adjusted EBITDA for this purpose. Adjusted EBITDA is also frequently used by investors and analysts for valuation purposes, whereby adjusted EBITDA is multiplied by a factor or ‘‘multiple’’ that is based on an observed or inferred relationship between adjusted EBITDA and market values to determine the approximate total enterprise value of a company.

In addition to excluding income tax expense, finance costs, net and depletion and amortization, adjusted EBITDA also removes the effect of impairment charges and write-downs, including expected credit losses, gain/loss on sale or disposition of assets/mineral interests, foreign currency translation gains/losses, increase/decrease in fair value of investments and prepaid gold interests, non-cash cost of sales related to prepaid gold interests and other, and non-recurring charges. We believe these items provide a greater level of consistency with the adjusting items included in our adjusted net earnings reconciliation, with the exception that these amounts are adjusted to remove any impact of income tax expense as they do not affect adjusted EBITDA. We believe this additional information will assist analysts, investors and our shareholders to better understand our ability to generate liquidity from operating cash flow, by excluding these amounts from the calculation as they are not indicative of the performance of our core business and not necessarily reflective of the underlying operating results for the periods presented.

Adjusted EBITDA is intended to provide additional information to investors and analysts and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. Adjusted EBITDA is not necessarily indicative of operating profit or operating cash flow as determined under IFRS Accounting Standards. Other companies may calculate adjusted EBITDA differently. The following table reconciles adjusted EBITDA to net earnings, the most directly comparable IFRS Accounting Standards measure.

45


Reconciliation of Net Earnings to Adjusted EBITDA

Three months ended

Year ended

December 31

December 31

($ thousands)

2024

2023

    

2024

    

2023

Net earnings (loss)

$

41,280

$

9,755

$

(23,084)

$

36,282

Finance costs, net

 

901

 

1,005

 

5,073

 

4,122

Income tax expense

 

6,064

 

647

 

10,314

 

107

Depletion and amortization

 

19,271

 

16,721

 

75,900

 

65,477

Impairment charges and expected credit losses1

8,749

148,034

36,830

Loss on disposal of mineral interests2

 

 

 

 

1,000

Non-cash cost of sales related to prepaid gold interests and other

 

2,789

 

3,763

 

16,919

 

15,972

Foreign currency translation (gain) loss

 

(76)

 

(57)

 

(181)

 

218

(Increase) decrease in fair value of investments and prepaid gold interests

 

(7,249)

 

434

 

(12,775)

 

(1,467)

Adjusted EBITDA

$

62,980

$

41,017

$

220,200

$

158,541

1.Impairment charges and expected credit losses for year ended December 31, 2024, are largely due to impairments taken on the Nevada Copper stream and related interests as well as impairments taken on the Elevation Gold stream and related interests. Impairment charges and expected credit losses for the three months and year ended December 31, 2023, are largely due to impairments taken on the Renard stream and related interests and the Beaufor royalty.
2.Loss on disposal of mineral interests for the year ended December 31, 2023, represent the loss on the Eastern Borosi NSR due to a buyback exercised by the operator.

Gross Profit Margin and Asset Margin

Gross profit margin is an IFRS Accounting Standards financial measure which we define as gross profit divided by revenue. Asset margin is a non-IFRS financial measure which we define by taking gross profit and adding back depletion and non-cash cost of sales related to prepaid gold interests and other and dividing by revenue. We use gross profit margin to assess the profitability of our metal sales and asset margin to evaluate our performance in increasing revenue, containing costs and to provide a useful comparison to our peers. Asset margin is intended to provide additional information only and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The following table reconciles asset margin to gross profit margin, the most directly comparable IFRS Accounting Standards measure:

Three months ended

Year ended

 

December 31

December 31

 

($ thousands except Gross profit margin and Asset margin)

2024

2023

    

2024

    

2023

 

Revenue

$

74,213

$

51,739

$

268,991

$

204,024

Less: Cost of sales

 

(27,829)

 

(25,292)

 

(113,781)

 

(101,948)

Gross profit

 

46,384

 

26,447

 

155,210

 

102,076

Gross profit margin

 

63%

 

51%

 

58%

 

50%

Gross profit

$

46,384

$

26,447

$

155,210

$

102,076

Add: Depletion

 

19,186

 

16,629

 

75,554

 

65,108

Add: Non-cash cost of sales related to prepaid gold interests and other

 

2,789

 

3,763

 

16,919

 

15,972

 

68,359

 

46,839

 

247,683

 

183,156

Revenue

 

74,213

 

51,739

 

268,991

 

204,024

Asset margin

 

92%

 

91%

 

92%

 

90%

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Public Securities Filings and Regulatory Announcements

Additional information related to Triple Flag, including the Company’s most recent annual information form, is available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. These documents contain descriptions of certain of Triple Flag’s stream and royalty and related interests, as well as a description of risk factors affecting the Company. For additional information, please see our website at www.tripleflagpm.com. The content of any website referred to in this report is not incorporated by reference in, and does not form part of, this report.

Forward-Looking Information

This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities laws and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, respectively (collectively referred to herein as “forward-looking information”). Forward-looking information may be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “outlook”, “forecasts”, “projection”, “prospects”, “strategy”, “intends”, “anticipates”, “believes”, or variations of such words and phrases or terminology which states that certain actions, events or results “may”, “could”, “would”, “might”, “will”, “will be taken”, “occur” or “be achieved”. Forward-looking information in this MD&A includes, but is not limited to, statements with respect to the Company’s annual guidance, operational and corporate developments for the Company, developments in respect of the Company’s portfolio of royalties and streams and related interests and those developments at certain of the mines, projects or properties that underlie the Company’s interests and our assessments of, and expectations for, future periods (including, but not limited to, the long-term production outlook for GEOs). Our assessments of and expectations for future periods described in this MD&A, including our future financial outlook and anticipated events or results, business, financial position, business strategy, growth plans, strategies, budgets, operations, financial results, taxes, dividend policy, plans and objectives, are considered forward-looking information. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding possible future events or circumstances.

The forward-looking information included in this MD&A is based on our opinions, estimates and assumptions considering our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we currently believe are appropriate and reasonable in the circumstances. The forward-looking information contained in this MD&A is also based upon a number of assumptions, including the ongoing operation of the properties in which we hold a stream or royalty interest by the owners or operators of such properties in a manner consistent with past practice; the accuracy of public statements and disclosures made by the owners or operators of such underlying properties; and the accuracy of publicly disclosed expectations for the development of underlying properties that are not yet in production. These assumptions include, but are not limited to, the following: assumptions in respect of current and future market conditions and the execution of our business strategies; that operations, or ramp-up where applicable, at properties in which we hold a royalty, stream or other interest continue without further interruption through the period; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated, intended or implied. Despite a careful process to prepare and review the forward-looking information, there can be no assurance that the underlying opinions, estimates and assumptions will prove to be correct. Forward-looking information is also subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such risks, uncertainties and other factors include, but are not limited to, those set forth under the caption “Risk Factors” in our most recently filed annual information form which is available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. For clarity, mineral resources that are not mineral reserves do not have demonstrated economic viability and inferred resources are considered too geologically speculative for the application of economic considerations.

47


Although we have attempted to identify important risk factors that could cause actual results or future events to differ materially from those contained in the forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this MD&A represents our expectations as of the date of this MD&A and is subject to change after such date. We disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required by applicable securities laws. All of the forward-looking information contained in this MD&A is expressly qualified by the foregoing cautionary statements.

Cautionary Statement to U.S. Investors

Information contained or referenced in this MD&A or in the documents referenced herein concerning the properties, technical information and operations of Triple Flag has been prepared in accordance with requirements and standards under Canadian securities laws, which differ from the requirements of the U.S. Securities and Exchange Commission (“SEC”) under subpart 1300 of Regulation S-K (“S-K 1300”). Because the Company is eligible for the Multijurisdictional Disclosure System adopted by the SEC and Canadian Securities Administrators, Triple Flag is not required to present disclosure regarding its mineral properties in compliance with S-K 1300. Accordingly, certain information contained in this MD&A may not be comparable to similar information made public by U.S. companies subject to reporting and disclosure requirements of the SEC.

Technical and Third-Party Information

Triple Flag does not own, develop or mine the underlying properties on which it holds stream or royalty interests. As a royalty or stream holder, Triple Flag has limited, if any, access to properties included in its asset portfolio. As a result, Triple Flag is dependent on the owners or operators of the properties and their qualified persons to provide information to Triple Flag and on publicly available information to prepare disclosure pertaining to properties and operations on the properties on which Triple Flag holds stream, royalty, or other similar interests. Triple Flag generally has limited or no ability to independently verify such information. Although Triple Flag does not believe that such information is inaccurate or incomplete in any material respect, there can be no assurance that such third-party information is complete or accurate.

48


Exhibit 99.2

Graphic

Graphic

Consolidated Financial Statements of
Triple Flag Precious Metals Corp.

For the years ended December 31, 2024 and 2023

(Expressed in United States Dollars)


Management’s Report on Internal Control Over Financial Reporting

Triple Flag Precious Metals Corp.’s (“Triple Flag”) management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in rules 13a-15(f) and 15d-15(f) under the United States Securities Exchange Act of 1934, as amended.

Triple Flag’s management, with the participation of its Chief Executive Officer and its Chief Financial Officer, assessed the effectiveness of the Company’s internal control over financial reporting as at December 31, 2024. Triple Flag’s management conducted an evaluation of the Company’s internal control over financial reporting based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this assessment, management, including the Chief Executive Officer and the Chief Financial Officer, concluded that the Company's internal control over financial reporting is effective as of December 31, 2024.

The effectiveness of the Company’s internal control over financial reporting as at December 31, 2024, has been audited by PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm, as stated in their report appearing herein.

/s/ Sheldon Vanderkooy

    

/s/ Eban Bari

Sheldon Vanderkooy, Chief Executive Officer

Eban Bari, Chief Financial Officer

February 19, 2025


Graphic

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Triple Flag Precious Metals Corp.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Triple Flag Precious Metals Corp. and its subsidiaries (the Company) as of December 31, 2024 and 2023, and the related consolidated statements of income, of cash flows and of changes in equity for the years then ended, including the related notes (collectively referred to as the consolidated financial statements). We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control ‒ Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control ‒ Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.


Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Assessment of indicators of impairment of mineral interests

As described in notes 3, 4 and 12 to the consolidated financial statements, the carrying value of mineral interests amounted to $1,647 million as of December 31, 2024. Management assesses at the end of each reporting period whether there are any indicators that the carrying value of mineral interests may not be recoverable. If impairment indicators exist, management estimates the recoverable amount at the cash-generating unit (CGU) level. Management considers each mineral stream or royalty agreement to be a separate CGU, which is the lowest level for which cash inflows are largely independent of those of other interests. Management applies significant judgment in assessing whether impairment indicators exist, including, among others, significant adverse changes to (i) future production and operator reserve and resource estimates; (ii) current and forecast commodity prices; (iii) industry or economic trends; and (iv) other relevant operator information.

The principal considerations for our determination that performing procedures relating to the assessment of indicators of impairment of mineral interests is a critical audit matter are (i) the significant judgment by management when assessing whether there were indicators of impairment that would require an impairment analysis to be performed and (ii) a high degree of auditor judgment, subjectivity and effort in evaluating management’s assessment of indicators of impairment related to significant changes in future production and operator reserve and resource estimates, current and forecast commodity prices, industry or economic trends and other relevant operator information.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s assessment of indicators of impairment of mineral interests. These procedures also included, among others, evaluating the reasonableness of management’s assessment of impairment indicators for a sample of mineral stream and royalty agreements, related to significant adverse changes to (i) future production and operator reserve and resource estimates; (ii) current or forecast commodity prices; (iii) industry or economic trends; and (iv) other relevant operator information, by considering (i) current and past performance of the mineral stream or royalty; (ii)


consistency with external market and industry data; (iii) publicly disclosed or other relevant operator information; and (iv) consistency with evidence obtained in other areas of the audit.

 

/s/PricewaterhouseCoopers LLP

Chartered Professional Accountants, Licensed Public Accountants

Toronto, Canada

February 19, 2025

We have served as the Company’s auditor since 2018.


Triple Flag Precious Metals Corp.

Consolidated Balance Sheets

As at December 31 ($US thousands)

    

2024

    

2023

ASSETS

 

  

 

  

Cash and cash equivalents (Note 7)

$

36,245

$

17,379

Amounts receivable and prepaid expenses (Note 8)

 

16,953

 

13,725

Prepaid gold interests (Note 11a)

14,252

7,699

Inventory (Note 9)

 

3,835

 

1,392

Investments (Note 11b)

3,010

6,248

Income tax receivable

 

1,066

 

1,605

Loans receivable (Note 10)

284

 

8,990

Current assets

 

75,645

 

57,038

Mineral interests (Note 12)

 

1,646,634

 

1,773,053

Prepaid gold interests (Note 11a)

35,287

32,549

Deferred income tax (Note 21b)

 

8,446

 

9,343

Loans receivable (Note 10)

 

1,500

 

18,986

Other assets

 

2,467

 

3,495

Non-current assets

 

1,694,334

 

1,837,426

TOTAL ASSETS

$

1,769,979

$

1,894,464

LIABILITIES AND EQUITY

 

  

 

  

Liabilities

 

  

 

  

Amounts payable and other liabilities (Note 14)

$

23,090

$

15,666

Income tax payable

 

3,718

 

1,259

Lease obligation

 

318

 

390

Current liabilities

 

27,126

 

17,315

Deferred income tax (Note 21b)

 

2,934

 

3,638

Lease obligation

 

1,373

 

1,756

Debt (Note 15)

 

 

57,000

Other non-current liabilities

 

2,826

 

4,014

Non-current liabilities

 

7,133

 

66,408

Shareholders’ equity

 

  

 

  

Share capital (Note 22)

 

1,744,341

 

1,749,180

(Deficit) retained earnings

 

(23,773)

 

46,831

Other

 

15,152

 

14,730

 

1,735,720

 

1,810,741

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$

1,769,979

$

1,894,464

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

Approved by the Board of Directors

/s/ Sheldon Vanderkooy

    

/s/ Susan Allen

Sheldon Vanderkooy, Director

Susan Allen, Director


Triple Flag Precious Metals Corp.

Consolidated Statements of Income

For the years ended December 31 ($US thousands, except per share information)

    

2024

    

2023

Revenue (Note 26)

$

268,991

$

204,024

Cost of sales

 

  

 

  

Cost of sales excluding depletion

 

(38,227)

 

(36,840)

Depletion

 

(75,554)

 

(65,108)

Gross profit

 

155,210

 

102,076

General administration costs (Note 16)

 

(21,755)

 

(20,095)

Business development costs (Note 16)

 

(3,405)

 

(4,219)

Impairment charges and expected credit losses (Note 13)

 

(148,034)

 

(36,830)

Operating (loss) income

 

(17,984)

 

40,932

Loss on disposition of mineral interests (Note 12)

 

 

(1,000)

Increase in fair value of investments and prepaid gold interests (Note 11)

12,775

1,467

Finance costs, net (Note 17)

 

(5,073)

 

(4,122)

Other expenses

(1,766)

 

Sustainability initiatives

 

(903)

 

(670)

Foreign currency translation gain (loss)

 

181

(218)

Other income (expenses)

 

5,214

 

(4,543)

(Loss) earnings before income taxes

 

(12,770)

 

36,389

Income tax expense (Note 21)

 

(10,314)

 

(107)

Net (loss) earnings

$

(23,084)

$

36,282

(Loss) earnings per share (Note 29)

Basic

$

(0.11)

$

0.18

Diluted

$

(0.11)

$

0.18

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


Triple Flag Precious Metals Corp.

Consolidated Statements of Cash Flows

For the years ended December 31 ($US thousands)

    

2024

    

2023

Operating activities

  

 

  

Net (loss) earnings

$

(23,084)

$

36,282

Adjustments for the following items:

 

 

Depletion

 

75,554

 

65,108

Non-cash cost of sales from prepaid gold interests and other (Note 6 and 11)

16,919

15,972

Amortization

 

346

 

369

Impairment charges and expected credit losses (Note 13)

148,034

36,830

Loss on disposal of mineral interests

 

 

1,000

Increase in fair value of investments and prepaid gold interests (Note 11)

(12,775)

(1,467)

Stock-based compensation expense

 

422

 

3,406

Income tax expense (Note 21)

 

10,314

 

107

Finance charges and other costs, net

 

4,991

 

4,346

Operating cash flow before working capital and taxes

 

220,721

 

161,953

Income taxes paid, net

 

(6,992)

 

(6,083)

Change in working capital (Note 28)

 

(226)

 

(1,732)

Operating cash flow

 

213,503

 

154,138

Investing activities

 

  

 

  

Acquisition of mineral interests (Note 12)

 

(57,489)

 

(190,895)

Proceeds on disposal of mineral interests

 

366

 

1,700

Proceeds on sale of investments

 

3,083

 

Acquisition of loans

(14,639)

(21,043)

Acquisition of prepaid gold interests, investments and other (Note 6 and 11)

(13,281)

(2,741)

Net cash used in investing activities

 

(81,960)

 

(212,979)

Financing activities

 

  

 

  

Proceeds from issuance of debt (Note 15)

 

63,000

 

130,000

Repayments of debt (Note 15)

 

(120,000)

 

(73,000)

Proceeds from exercise of stock options and warrants (Note 22)

 

1,758

 

16,837

Normal course issuer bid ("NCIB") purchase of common shares (Note 22)

 

(8,917)

 

(20,713)

Dividends paid (Note 22)

 

(43,279)

 

(41,311)

Repayments and interest on lease obligation

 

(431)

 

(436)

Payments of interest and other

 

(4,731)

 

(6,254)

Net cash (used in) from financing activities

 

(112,600)

 

5,123

Effect of exchange rate changes on cash and cash equivalents

 

(77)

 

(1)

Increase (decrease) in cash and cash equivalents during the year

 

18,866

 

(53,719)

Cash and cash equivalents at beginning of the year

 

17,379

 

71,098

Cash and cash equivalents at end of the year

$

36,245

$

17,379

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


Triple Flag Precious Metals Corp.

Consolidated Statements of Changes in Equity

($US thousands, except share information)

    

Common 
Shares

    

    

Share 
Capital

    

    

(Deficit) Retained 
Earnings 

    

    

Other

    

    

Total

At January 1, 2023

 

155,685,593

$

1,250,194

$

63,670

$

4,615

$

1,318,479

Shares issued to Maverix shareholders

 

45,097,390

 

491,111

 

 

 

491,111

Issuance of shares from exercise of stock options

256,799

442

442

NCIB purchase of common shares and automatic share purchase plan ("ASPP") (Note 22)

 

(1,485,820)

 

(16,903)

 

(11,810)

 

 

(28,713)

Stock-based compensation granted to Maverix employees

6,709

6,709

Stock-based compensation expense

 

 

 

 

3,406

 

3,406

Net earnings

 

 

 

36,282

 

 

36,282

Dividends

(41,311)

(41,311)

Warrants issued to Maverix shareholders

7,938

7,938

Issuance of shares from exercise of warrants

1,800,000

24,336

(7,938)

16,398

Balance at December 31, 2023

 

201,353,962

$

1,749,180

$

46,831

$

14,730

$

1,810,741

At January 1, 2024

201,353,962

$

1,749,180

$

46,831

$

14,730

$

1,810,741

Issuance of shares from exercise of stock options

473,081

(163)

(163)

NCIB purchase of common shares and ASPP (Note 22)

(615,200)

(4,676)

(4,241)

(8,917)

Stock-based compensation expense

422

422

Net loss

(23,084)

(23,084)

Dividends

(43,279)

(43,279)

Balance at December 31, 2024

201,211,843

$

1,744,341

$

(23,773)

$

15,152

$

1,735,720

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


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

1. Nature of operations

Triple Flag Precious Metals Corp. (“TF Precious Metals”) was incorporated on October 10, 2019, under the Canada Business Corporations Act. TF Precious Metals is domiciled in Canada and the address of its registered office is 161 Bay Street, Suite 4535, Toronto, Ontario, M5J 2S1, Canada.

The consolidated financial statements of TF Precious Metals for the years ended December 31, 2024 and 2023, comprise TF Precious Metals and its wholly owned subsidiaries (together, the “Company” or “Triple Flag”).

The Company is a precious metals streaming and royalty company. Its revenues are largely generated from a diversified portfolio of properties in Australia, Canada, Colombia, Côte d’Ivoire, Mexico, Mongolia, Peru, South Africa and the United States.

2. Basis of presentation

These consolidated financial statements of TF Precious Metals and its subsidiaries have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards”). Certain comparative figures have been reclassified to conform to current year presentation. There were no new accounting standards effective January 1, 2024, that had a material impact to the Company’s consolidated financial statements as at December 31, 2024. There were no items of comprehensive income or loss for either of the years presented. These consolidated financial statements were authorized for issuance by the Board of Directors of TF Precious Metals on February 19, 2025.

3. Summary of material accounting policies

The material accounting policies summarized below have been applied consistently to all periods presented in these consolidated financial statements.

a.

Consolidation principles

The consolidated financial statements incorporate the financial statements of TF Precious Metals and its wholly owned subsidiaries. Subsidiaries are fully consolidated from the date on which the Company acquires control. Control is defined as an investor’s power over an investee with exposure, or rights, to variable returns from the investee and the ability to affect the investor’s returns through its power over the investee. Subsidiaries are included in the consolidated financial results of the Company from the effective date of acquisition up to the effective date of disposition or loss of control. The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. All intercompany balances, transactions, revenues and expenses are eliminated on consolidation.

The principal subsidiaries of the Company and their geographic locations at December 31, 2024, are as follows:

Entity

    

Location

    

Ownership

Triple Flag International Ltd.

 

Bermuda

 

100%

TF R&S Canada Ltd.

 

Canada

 

100%

TF Australia Holdings Ltd.

 

Canada

 

100%

Maverix Metals Inc.

Canada

100%

Maverix Metals (Australia) Pty Ltd.

Australia

100%

Maverix Metals (Nevada) Inc.

 

United States

 

100%


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

b.

Foreign currency

The presentation and functional currency of the Company is the United States dollar (“USD”). The functional currency of each of the subsidiaries is the currency of the primary economic environment in which the entity operates. Due to the following factors, the functional currency of each entity is USD:

revenues are based on commodities that are actively traded and denominated in USD;
the cash component of cost of sales is linked to commodity prices that are denominated in USD;
the capital management strategy is aimed at keeping most of the Company’s cash balances in USD;
capital is raised in USD; and
investments are made predominantly in USD.

Foreign currency transactions are translated into the entity’s functional currency using the exchange rate prevailing on the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the consolidated statements of income. Non-monetary assets and liabilities arising from transactions denominated in foreign currencies are translated at the historical exchange rates prevailing at each transaction date.

c.

Cash and cash equivalents

Cash and cash equivalents include cash on hand and short-term deposits with original maturities of 90 days or less that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value.

d.

Inventory

Precious metals delivered under a precious metal purchase and sale agreement and prepaid gold agreements are recorded as inventory on the date of delivery. The amount recognized as inventory comprises the ongoing cash payments made by the Company pursuant to the agreement, capitalized depletion associated with the respective metal delivered, and the fair value of metal delivered under a prepaid gold interest agreement. Inventory is valued at the lower of cost and net realizable value and cost is determined on the first-in, first-out basis.

e.

Mineral interests

General

Mineral interests represent stream agreements for which settlement is called for in the delivery of a percentage of production of precious metal from a mine and royalty agreements. The major categories of the Company’s interests are producing mines and development or exploration projects. Producing assets are those that generate revenue from operations for the Company or are expected to generate revenue within the next year. Development stage projects are those that are not yet producing, but where, in management’s view, the technical feasibility and commercial viability of extracting Mineral Resources are identifiable. Exploration stage assets represent interests on projects where the technical feasibility and commercial viability of extracting Mineral Resources are not demonstrable. Mineral interests for producing and development stage assets are recorded at cost and capitalized as tangible assets with finite lives in accordance with IAS 16, Property, Plant and Equipment (“IAS 16”). They are subsequently measured at cost less accumulated depletion and accumulated impairment charges. Exploration stage projects are recorded and capitalized in accordance with IFRS 6, Exploration for and Evaluation of Mineral Resources (“IFRS 6”).


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

The cost of a mineral interest comprises the purchase price and any costs directly attributable to acquiring the interest. In the event that an acquisition contains more than one commodity, the fair value of an allocation to each commodity is based on the discounted expected and modeled relative cash flows from each commodity in the arrangement over the life of the streams.

The acquisition costs of recoverable resources which comprise Mineral Reserves and Mineral Resources, whereby Mineral Resources are expected to be converted to Mineral Reserves based on judgment and historical conversion rates achieved by the mine operator (‘‘converted resources’’), are recorded as a depletable asset on the acquisition date.

The Company uses the following criteria in its assessment of technical feasibility and commercial viability:

Geology and Mineral Resources: assessment of the location, quantity, grade or quality, continuity and other geological characteristics of a mineral deposit, the basis of estimates and interpretations from specific geological evidence and knowledge, including sampling.
Mineral Reserves: consideration of all relevant modifying factors pertinent to Mineral Resources to determine Mineral Reserves; these include, but are not restricted to, mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors.
Technical studies: the status and extent of technical studies, specifically feasibility, preliminary feasibility and preliminary economic assessments, within the context of the foregoing.

On acquisition of a mineral interest, an allocation of its fair value is attributed to the exploration potential of the mineral interest. The value associated with exploration potential is the value beyond proven and probable reserves and converted resources at acquisition and is classified as non-depletable until such time as it is transferred to the depletable category. Updated Mineral Reserves and Mineral Resources information obtained from the operators of the properties is used to assess the amount to be converted from non-depletable interest to depletable interest. If the cost of a mineral interest includes any contingent consideration, the contingent consideration is measured at fair value on the date of the acquisition and included in the cost of the mineral interest. Subsequent changes in fair value of the contingent consideration are recorded against the cost of the mineral interest acquired.

Depletion

Mineral interests in producing mines are depleted based on deliveries of precious metal under the stream agreement or payment of royalties under royalty agreements over the Company’s attributable share of total estimated recoverable resources to be produced at the mine. The life of the mineral properties is estimated using life of mine (“LOM”) models specifically associated with the mineral properties, which include Mineral Reserves and Mineral Resources, whereby Mineral Resources are expected to be converted to Mineral Reserves based on judgment and historical conversion rates achieved by the mine operator. Where LOM models are not available for a mineral property, the Company uses publicly available information related to the mineral interest to estimate the life of the property and portion of Mineral Resources that the Company expects to be converted into Mineral Reserves. Where LOM models and publicly available Mineral Reserves and Mineral Resources statements are not available, depletion is based on the Company’s best estimate of the volumes to be delivered under the contract. The Company relies on information it is entitled to under contracts with operators and/or public disclosures of information on Mineral Reserves and Mineral Resources from the operators of the producing mineral interests. Any changes to depletion rates are accounted for prospectively as a change in estimate.

Depletion for development and exploration stage projects does not begin until revenue generating activities begin.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Impairment

Management assesses at the end of each reporting period whether there are any indicators that the carrying value of mineral interests may not be recoverable or that an impairment loss previously recognized should be reversed or partially reversed (together, “impairment indicators”). If impairment indicators exist, management estimates the recoverable amount at the cash generating unit (“CGU”) level. Management considers each mineral stream or royalty agreement to be a separate CGU, which is the lowest level for which cash inflows are largely independent of those of other interests in accordance with IAS 36, Impairment of Assets (“IAS 36”).

Management applies significant judgment in assessing whether impairment indicators exist including, among others, significant adverse changes to (i) future production and operator reserve and resource estimates, (ii) current and forecast commodity prices, (iii) industry or economic trends, and (iv) other relevant operator information.

Where impairment indicators are identified, a CGU’s carrying amount is written down to its estimated recoverable amount if the CGU’s carrying amount is greater than its estimated recoverable amount.

The recoverable amount of the CGU is the greater of its fair value less cost of disposal (“FVLCD”) and value in use (“VIU”). In determining the recoverable amount, the Company focuses on FVLCD as this will generally be greater than or equal to VIU. The best evidence of FVLCD is the value obtained from an active market or binding sale agreement. Where neither exists, FVLCD is based on the best information available to reflect the amount the Company could receive for the CGU in an arm’s length transaction. Where appropriate, the Company uses VIU, which is calculated using the present value of future cash flows expected to be derived from a CGU. Impairment charges are included in the “Impairment charges and expected credit losses” line within the consolidated statements of income.

An impairment charge is reversed if there is an indication that an impairment charge recognized in prior periods may no longer exist or may have decreased since the impairment charge was recognized. Impairment charges can be reversed only to the extent that the recoverable amount exceeds the carrying amount that would have been determined had no impairment been recognized previously.

Exploration stage projects are assessed for impairment whenever indicators of impairment exist in accordance with IFRS 6. An impairment loss is recognized when the CGU’s carrying value exceeds its recoverable amount, which is the higher of FVLCD and VIU. When exploration stage projects are reclassified to either development stage or producing stage, the project is tested for impairment. Any resulting impairment charge is recognized in the consolidated statements of income.

f.

Income taxes

Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognized in the consolidated statements of income except to the extent that they relate to a business combination or items recognized directly in equity.

Current tax is the expected tax payable or receivable on the taxable income or loss for the period, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Deferred tax is not recognized for:

temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss; and
temporary differences related to investments in subsidiaries, to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future.

Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and tax assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.

A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

g.

Revenue from contracts with customers

Revenue comprises revenues from the sale of commodities received and revenues directly earned from royalty, stream and other related interests. Revenue is measured at the fair value of the consideration received or receivable for the sale of precious metals and/or receipt of mineral royalties in the ordinary course of the Company’s activities.

For streaming and prepaid gold interests, gold, silver and diamonds acquired from the mine operator are sold by the Company to external customers. The Company recognizes revenue from these sales when control over the commodity transfers to the customer. The Company transfers control over the commodity on the date the commodity is delivered to the customer’s account, which is the date that title to the commodity and the risks and rewards of ownership transfer to the customer, and the customer is able to direct the use of and obtain substantially all of the benefits from the commodity. The transaction price for these sales is fixed at the delivery date based on the price for the commodity, and payment of the transaction price is generally due immediately when control has been transferred.

For royalty interests, commodities are either sold by the mine operator to its customers under contracts that are established for the mining property on which the royalty interest is held, or revenue is generated through other related royalty interests. The Company recognizes revenue from these sales when control over the commodity transfers from the mine operator to its customer. The transfer of control occurs when the mine operator delivers the commodity to the customer, and at that point, the risk and rewards of ownership transfer to the customer and the Company has an unconditional right to payment under the royalty agreement. Revenue from royalty arrangements is measured at the transaction price agreed in the royalty arrangement with the operator of each mining property. The transaction price is the percentage of gross revenues associated with the commodity sold less contractually allowable costs, if any, per the terms of the royalty arrangement. In some instances, the Company will not have access to sufficient information to make a reasonable estimate of revenue and, accordingly, revenue recognition is deferred until management can make a reasonable estimate. Differences between estimates and actual amounts are adjusted and recorded in the period that the actual amounts are known.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

h.

Cost of sales excluding depletion

Cost of sales excluding depletion is recorded at the price paid to the operator under the relevant purchase agreement, including inventory delivered under a prepaid gold interest.

i.

Financial instruments

Initial recognition and measurement

Financial assets and financial liabilities are recognized on the Company’s consolidated balance sheets when the Company has become a party to the contractual provisions of the instrument.

Financial instruments are recognized initially at fair value. After initial recognition, non-derivative financial instruments are classified and measured as described below. Transaction costs associated with financial instruments are amortized over the term of the instrument.

Classification and subsequent measurement

Financial assets

On initial recognition, a financial asset is classified as measured at: amortized cost; fair value through other comprehensive income (“FVOCI”) — debt investment; or fair value through profit and loss (“FVTPL”). The classification depends on the Company’s business model for managing the financial assets and the contractual terms of the cash flows.

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Company changes its business model for managing financial assets.

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. Regular way purchases are sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.

a)

Debt instrument

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as FVTPL:

the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Interest income, foreign currency translation gains and losses and impairments are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

Financial assets measured at amortized cost include cash and cash equivalents, amounts receivable (excluding value added taxes and prepaid expenses) and loans receivable.

Receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are all due for settlement within 60 days and are therefore classified as current. Amounts receivable are recognized initially at the amount of consideration that is unconditional, unless they contain significant financing components, in


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

which case they are recognized at fair value. The Company holds the receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortized cost using the effective interest method.

Financial assets that are held for collection of contractual cash flows (where the contractual cash flows represent solely payments of principal and interest) and for sale, are measured at FVOCI. Financial assets that do not meet the criteria for amortized cost or FVOCI are measured at FVTPL.

b)Prepaid gold interest

The Company purchases certain estimated amounts of gold by providing an initial deposit that is recorded as a prepaid gold interest. Prepaid gold interests meet the definition of a financial asset in accordance with financial instrument standards and are classified as FVTPL. The prepaid gold interests are measured at fair value at the end of each reporting period, with any gains or losses arising on re-measurement recognized in “Increase in fair value of investments and prepaid gold interests” in the consolidated statements of income. Prepaid gold deliveries are recorded in inventory on the delivery date. At the time such gold inventory is sold, the amounts recognized in inventory are recorded as cost of sales.

c)

Equity instrument

The Company measures all equity instruments held at FVTPL. Changes in the fair value of financial assets at FVTPL are recognized in “Increase in fair value of investments and prepaid gold interests” in the consolidated statements of income. Equity instruments include equity investments and warrants.

Financial liabilities

On initial recognition, a financial liability is classified as measured at amortized cost or FVTPL. Financial liabilities are not reclassified subsequent to their initial recognition, except if and in the period the Company changes its business model for managing financial liabilities.

Amounts payable and other liabilities, lease obligation and debt are accounted for at amortized cost.

Impairment

The Company recognizes loss allowances for expected credit losses (“ECLs”) on financial assets measured at amortized cost.

The approach in IFRS 9, Financial Instruments (“IFRS 9”) is based on how an entity manages its financial instruments and the contractual cash flow characteristics of the financial asset. IFRS 9 introduced a single expected credit loss impairment model, which is based on changes in debt or credit quality since initial recognition. Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. In order to measure the expected credit losses, financial assets have been grouped based on shared credit risk characteristics and the days past due.

The ECLs for loans receivable are measured based on the general approach. The ECLs are estimated as the difference between the contractual cash flows that are due to Triple Flag and the cash flows that management expects to receive discounted at the original effective interest rate. Cash flows that management expects to receive are based on the expected ability of the counterparties to repay the amounts owed, which is dependent on a variety of factors including, among others, production results, operating costs, commodity prices and capital requirements. Triple Flag considers both quantitative and qualitative factors as part of this assessment.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

The Company applies the simplified approach permitted by IFRS 9 for receivables, which requires lifetime ECLs to be recognized from initial recognition of the receivables.

Loans receivable and receivables are written off where there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, among others, the failure of a debtor to engage in a repayment plan and failure to make contractual payments for a period of greater than 120 days past due. Impairment losses on loans receivable and receivables are presented as impairment charges and expected credit losses within operating income. Subsequent recoveries of amounts previously written off are credited against the same line item when cash is received.

Derecognition

Financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership, and it does not retain control of the financial asset.

Financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged, canceled or expire. The Company also derecognizes a financial liability when its terms are modified, and the cash flows of the modified liability are substantially different. In this case, a new financial liability based on the modified terms is recognized at fair value. The difference between the carrying amount of the financial liability extinguished and the new financial liability with modified terms is recognized in profit or loss.

j.

Related party transactions

Parties are considered related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered related if they are subject to common control. A transaction is considered a related party transaction when there is a transfer of resources or obligations between related parties.

k.

Earnings per share

Earnings per share is calculated by dividing net earnings by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if additional common shares are assumed to be issued that entitle their holders to obtain common shares in the future. For stock options, the number of additional shares for inclusion in diluted earnings per share calculations is determined using the treasury stock method. Under this method, stock options whose exercise price is less than the average market price of the common shares are assumed to be exercised, and the proceeds are used to repurchase common shares at the average market price for the period. The incremental number of common shares issued under stock options and repurchased from proceeds is included in the calculation of diluted earnings per share.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

l.

Segment reporting

The Company’s business is organized and reported as a single operating segment, consisting of acquiring and managing precious metals and other high-quality streams, royalties and other mineral interests. The Company’s chief operating decision-maker, the Chief Executive Officer (“CEO”), makes capital allocation decisions, reviews operating results and assesses performance.

m.

Stock-based compensation

The Company offers equity-settled (Stock Option Plan (“SOP”)) and cash-settled (Restricted Share Units (“RSUs”), Performance Share Units (“PSUs”) and Deferred Share Units (“DSUs”)) awards to certain employees, officers and Directors of the Company.

Equity-settled awards are measured at fair value using the Black-Scholes model with market-related inputs as of the date of the grant. The cost is recorded over the vesting period of the award and recorded in general administration costs with the corresponding entry recorded in equity. Equity-settled awards are not re-measured subsequent to the initial grant date.

The Company uses the accelerated method (also referred to as ”graded” vesting) for attributing stock option expense over the vesting period. Stock option expense incorporates an expected forfeiture rate which is estimated based on a number of factors, including historical forfeiture rates and expectations of future forfeiture rates. The Company makes adjustments if the actual forfeiture rate differs from the expected rate.

Cash-settled awards are measured at fair value initially using the market value of the underlying shares at the date of the grant of the award, and are required to be re-measured to fair value at each reporting date until settlement. The cost is then recorded over the vesting period of the award. This expense, and any changes in the fair value of the award, is recorded in general administration costs. The cost of cash-settled awards is recorded within liabilities until settled.

Stock option plan

Under the Company’s SOP, certain employees and officers may purchase common shares at an exercise price determined by the Board, which is the higher of the fair market value of a common share as of the grant date or the volume weighted average trading price of the common shares on the New York Stock Exchange (“NYSE”) on the five trading days immediately prior to the applicable date on which the stock option is granted. The grant date is the date when the details of the award, including the number of options granted to the individual and the exercise price, are approved and communicated to the employee. Stock options vest equally over three years and have a seven-year expiry. The SOP arrangement has graded vesting terms. The cost of the instruments issued under the SOP is calculated using the Black-Scholes model. The cost is adjusted by the expected forfeiture rate, which is estimated based on historical forfeiture rates and expectations of future forfeiture rates. The Company makes adjustments if the actual forfeiture rate differs from the expected rate.

Restricted share units

Under the Company’s RSU plan, employees and officers are granted RSUs where each RSU has a value equal to one common share. The RSUs have either a 36-month cliff vesting period or vest over a period of 36-months in three equal tranches, depending on the grant year. All RSUs are settled in cash on vesting date and additional RSUs are credited to reflect dividends paid on common shares over the vesting period. A liability for RSUs is measured at fair value on the grant date and is subsequently adjusted for changes in fair value. The liability is recognized over the vesting period, with a corresponding charge to employee costs, as a component of general administration costs.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Performance share units

Under the Company’s PSU plan, employees and officers are granted PSUs where each PSU has a value equal to one common share. The PSUs have a 36-month cliff vesting period and are settled in cash 36 months after the grant date. The PSUs have a corresponding 36-month performance period. The Performance Vesting Condition for this award is based on certain performance measures compared to our peer group over the Performance Period. The number of the Participant’s PSUs granted under this award that will vest on the Vesting Date will be adjusted by the application of the Performance Factor. Additional PSUs are credited to reflect dividends paid on common shares over the vesting period. A liability for PSUs is measured at fair value on the grant date and is subsequently adjusted for changes in fair value factoring in the share price as well as the Performance Factor. The liability is recognized on a straight-line basis over the vesting period, with a corresponding charge to employee costs, as a component of general administration costs.

Deferred share units

Under the Company’s DSU plan, most Directors receive a specified portion of their basic annual retainer in the form of DSUs, with the option to elect to receive all of their annual retainer in the form of DSUs. Each DSU has the same value as one common share of Triple Flag. DSUs must be retained until the Director leaves the Board. Following an eligible Director ceasing to hold all positions with the Company, the Director will receive a payment in cash at the fair market value of the common shares represented by his or her DSUs on the Director’s elected redemption date. Additional DSUs are credited to reflect dividends paid on common shares. A liability for DSUs is measured at fair value on the grant date and is subsequently adjusted for changes in fair value. The liability is recognized on grant date, with a corresponding charge to employee costs, as a component of general administration costs.

4. Critical accounting estimates and judgments

The preparation of consolidated financial statements in accordance with IFRS Accounting Standards requires management to make judgments, estimates and assumptions that affect the application of the Company’s accounting policies, which are described in Note 3, the reported amounts of assets and liabilities and disclosure of commitments at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. The determination of estimates requires the exercise of judgment based on various assumptions and other factors such as historical experience, and current and expected economic conditions. Actual results could differ from those estimates.

Management’s estimates and underlying assumptions are reviewed on an ongoing basis. Any changes or revisions to estimates and underlying assumptions are recognized in the period in which the estimates are revised and in any future periods affected.

The key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities and earnings within the next financial year and key judgments used in the preparation of these consolidated financial statements are discussed below.

Mineral Resources and Mineral Reserves estimates and depletion

Mineral interests represent agreements for which settlement is called for in the payment of royalties or in multi-year delivery with reference to a percentage of production from a mine. Mineral interests comprise a large component of the Company’s assets and, as such, any change in the Mineral Resources and Mineral Reserves estimates of the properties to which the interests relate may have a significant effect on the Company’s consolidated financial statements. The estimation of Mineral Resources and Mineral Reserves is applied in estimating future deliveries under the agreement and determines rates of depletion and recoverability of the carrying value of the mineral interests.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

The Company relies on information it is entitled to under contracts with operators and/or public disclosures of information on Mineral Reserves and Mineral Resources from the operators of the producing mineral interests to assess the Company’s estimates of Mineral Resources and Mineral Reserves for a specific property and to estimate total expected deliveries under the agreement.

The estimation of recoverable Mineral Resources and Mineral Reserves in respect of each agreement is generally based upon factors such as:

estimates of mine operating costs;
foreign exchange rates and commodity prices;
terms for offtake agreements;
future development costs; and
geological interpretation of drill results and judgments made in estimating the size and grade of the ore body.

The Company estimates exploration potential based on:

the size of the land package applicable to the agreement;
the cost and intensity of exploration programs proposed by the mine operator;
geological structures; and
ore body continuity and assessment of geotechnical limits.

These assumptions are, by their nature, subject to interpretation and uncertainty.

The estimates of Mineral Resources and Mineral Reserves may change based on additional knowledge gained subsequent to the initial assessment. Changes in the estimates of Mineral Resources and Mineral Reserves may materially impact the recorded amounts of depletion and the assessed recoverability of the carrying value of royalty and stream interests.

Impairment

Assessment of whether there are any indicators of impairment and reversal of impairment of mineral interests at the end of each reporting period requires the application of judgment.

Indicators which could trigger an impairment or impairment reversal analysis include, among others, significant adverse changes to (i) future production and operator reserve and resource estimates, (ii) current and forecast commodity prices, (iii) industry or economic trends, and (iv) other relevant operator information. Changes to any of the assumptions and estimates used in determining the fair value of the royalty and streams could impact the impairment or impairment reversal analysis.

As at December 31, 2024, the Company did not identify any indicators of impairment or indicators of impairment losses previously recognized which should be reversed or partially reversed.

As at June 30, 2024, Triple Flag identified indicators of impairment for our interests on the Moss mine, operated by Elevation Gold Mining Corp. (“Elevation Gold”) and the Pumpkin Hollow project, operated by Nevada Copper Corp. (“Nevada Copper”). As a result, the Company performed impairment assessments, resulting in impairment charges recognized in the consolidated statements of income. Refer to Note 13 for further details.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Expected credit losses

The Company recognizes loss allowances for ECLs on financial assets measured at amortized cost.

The approach in IFRS 9 is based on how an entity manages its financial instruments and the contractual cash flow characteristics of the financial asset. IFRS 9 introduced a single expected credit loss impairment model, which is based on changes in debt or credit quality since initial recognition.

The ECLs for loans receivable are measured based on the general approach. The ECLs are estimated as the difference between the contractual cash flows that are due to Triple Flag and the cash flows that management expects to receive discounted at the original effective interest rate. Cash flows that management expects to receive are based on the expected ability of the counterparties to repay the amounts owed, which is dependent on a variety of assumptions, estimates and forecasts including, among others, forecasted production results, operating costs, commodity prices and capital requirements. Changes in any of the assumptions and estimates used in determining the expected cash flows could impact the ECLs provision.  

Income taxes

The interpretation and application of existing tax laws, regulations and rules in Australia, Bermuda, Canada, Colombia, Côte d’Ivoire, Mexico, Mongolia, Peru, South Africa, the United Kingdom and the United States, or any of the other countries in which mineral interests are located or where commodities are sold, requires judgment. The likelihood that tax positions taken will be sustained upon examination by applicable tax authorities is based on facts and circumstances of the relevant tax position, considering all available evidence. Differing interpretation of these laws, regulations and rules could result in an increase in the Company’s taxes, governmental charges, duties or impositions.

In assessing the probability of realizing deferred income tax assets, the Company makes estimates related to expectations of future taxable income and expected timing of reversals of existing temporary differences. Such estimates are based on forecasted cash flows from operations which require the use of estimates and assumptions, such as forecast commodity prices and future production. Therefore, the amount of deferred income tax assets recognized on the balance sheet could be reduced if the actual results differ significantly from forecast. The Company reassesses its deferred income tax assets at the end of each reporting period. Deferred tax assets are reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the asset to be recovered.

Business combinations

The assessment of whether an acquisition meets the definition of a business or is considered the acquisition of an asset is an area of key judgment. For the acquisition to constitute a business, we should be acquiring inputs and processes which could deliver an output. Management would need to apply judgment to determine whether any processes were acquired as part of the acquisition of assets.  

For both business combinations and asset acquisitions, the assumptions and estimates with respect to determining the fair values often require management to make assumptions and estimates about future events. The assumptions and estimates with respect to determining the fair value of assets acquired and liabilities assumed, those of mineral interests and other properties in particular, generally require a high degree of judgment and include estimates of Mineral Resources and Mineral Reserves acquired, future metal prices, discount rates and reserve/resource conversion. Changes in the judgments made or in any of the assumptions or estimates used in determining the fair value of acquired assets and liabilities could impact the amounts assigned to assets and liabilities.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

5. Adoption of accounting policies and newly enacted tax rules

a.New accounting standards effective in 2024 which are applicable to the Company.
i.Amendment to IAS 1 – Non-current liabilities with covenants

This amendment clarifies how conditions with which an entity must comply within 12 months after the reporting period affect the classification of a liability. The amendment also aims to improve the information an entity provides related to liabilities subject to these conditions. The amendment is effective for annual periods beginning on or after January 1, 2024, and there was no material impact on the consolidated financial statements from the amendment.

b.New accounting standards issued but not yet effective which are applicable to the Company.
i.Narrow scope amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures

These amendments clarify the date of initial recognition or derecognition of financial liabilities, including financial liabilities that are settled in cash using an electronic payment system. The amendments also introduce additional disclosure requirements to enhance transparency regarding investments in equity instruments designated at fair value through other comprehensive income and financial instruments with contingent features. These amendments are effective for annual periods beginning on or after January 1, 2026, with early adoption permitted. The Company is currently assessing the impact of the amendments on the consolidated financial statements.

ii.IFRS 18 Presentation and Disclosures in Financial Statements

IFRS 18 introduces categories and defined subtotals in the statement of profit or loss, disclosures on managementdefined performance measures, and requirements to improve the aggregation and disaggregation of information in the financial statements. As a result of IFRS 18, amendments to IAS 7 were also issued to require that entities use the operating profit subtotal as the starting point for the indirect method of reporting cash flows from operating activities and also to remove presentation alternatives for interest and dividends paid and received. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact of the amendments on the consolidated financial statements.

c.Newly enacted tax rules
i.Newly enacted excessive interest and financing expenses limitation (“EIFEL”) rules

The Company is within the scope of the newly enacted EIFEL rules, effective for taxation years beginning on or after October 1, 2023. Under the legislation, the Company and its Canadian subsidiaries are generally restricted on the deductibility of their respective interest and financing expense to the extent of an amount that is equal to a fixed percentage of the Company’s adjusted taxable income (as defined in the Federal Income Tax Act), subject to certain adjustments. For the year ended December 31, 2024, there were no material restrictions on the deductibility of the interest and financing expense for the Company and its Canadian subsidiaries.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

6. Key developments

a)Acquisition of 0.5% gross overriding revenue (“GOR”) royalty on the Tres Quebradas lithium project

On December 19, 2024, Triple Flag entered into a definitive agreement to acquire an existing 0.5% GOR royalty from Lithium Royalty Corp. (“LRC”), for total consideration of $28.0 million. The royalty covers all mineral properties comprising the Tres Quebradas lithium project. Tres Quebradas, located in Catamarca province, Argentina, is 100%-owned and operated by Zijin Mining Group Co., Ltd. through its subsidiary Liex SA. Closing and subsequent funding of the transaction is contingent on, amongst other things, the registration of the royalty.

b)Acquisition of 3% gold streams on Agbaou and Bonikro

On August 14, 2024, Triple Flag completed the acquisition of 3% gold streams on each of the Agbaou and Bonikro mines (the “Allied Streams”) operated by Allied Gold Corp. (“Allied”) and also acquired the right to purchase metal based on production from January 1, 2024, to August 14, 2024 (“initial ounces”), for a total cash consideration of $53.0 million. Triple Flag will make ongoing payments of 10% of the spot gold price for each ounce delivered under the streams. The streams cover the existing mining and exploration licenses for the Agbaou and Bonikro mines, both located in Côte d’Ivoire.

The Agbaou gold stream will step down to 2% payable gold after the delivery of 29,000 ounces of gold, and the Bonikro gold stream will step down to 2% payable gold after the delivery of 39,300 ounces of gold. From 2024 to 2027, both streams are subject to a period of annual minimum deliveries. Under the Agbaou stream, an annual minimum of approximately 2,500 to 2,750 ounces will be delivered and under the Bonikro stream, an annual minimum of approximately 3,500 to 4,200 ounces will be delivered. A parent guarantee is provided by Allied under the terms of the respective stream agreements.

The total cash consideration of $53.0 million was comprised of $46.1 million relating to the Allied Streams and $6.9 million to the initial ounces. These ounces were sold prior to the end of the third quarter.

c)Acquisition of additional Tamarack royalty

On July 5, 2024, Triple Flag acquired an additional 1.0% net smelter returns (“NSR”) royalty from Talon Nickel (USA) LLC (“Talon”), a wholly owned subsidiary of Talon Metals Corp., a TSX-listed company, for total consideration of $8.0 million (“Additional Tamarack Royalty”). The royalty is on Talon’s participating interest in the Tamarack project. The royalty is subject to a buydown right to reduce the Additional Tamarack Royalty to 0.6% for $5.0 million, exercisable for a period of two years, subject to certain conditions. This Additional Tamarack Royalty is in addition to the 1.11% NSR royalty which Triple Flag already owns on the Tamarack project.

d)Kensington litigation settlement

On March 28, 2024, Triple Flag and Coeur Mining, Inc. (“Coeur”) entered into a settlement agreement to resolve litigation regarding the terms of a royalty held by Triple Flag on Coeur’s Kensington gold mine.

As part of the settlement agreement, Triple Flag shall receive $6.75 million in Coeur shares ($3.0 million received in April 2024, and $3.75 million to be received in the first quarter of 2025). The Coeur share consideration is in settlement of royalties in arrears and litigation expenses incurred. As such, the settlement amounts were recognized as revenue and recoupment of costs in the consolidated statements of income for the year ended December 31, 2024.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Further to that settlement, Triple Flag and Coeur agreed to amend the terms of the existing Kensington royalty to provide that:

Effective January 1, 2024, the royalty to pay at a rate of 1.25% of net smelter returns occurring through to December 31, 2026; and
The royalty rate will increase to 1.50% of net smelter returns from January 1, 2027.

The amended NSR royalty is subject to a cap of two million ounces of gold, adjusted for consideration received related to royalties in arrears.

e)Acquisition of Johnson Camp Mine Royalty

On November 30, 2023, the Company in conjunction with Greenstone Excelsior Holdings LP entered into a financing transaction with Excelsior Mining Corp, who on November 12, 2024, announced a name change to Gunnison Copper Corp (“Gunnison”). The closing of the financing was a condition subsequent to a previously announced extension of the maturity date of Gunnison’s existing $15.0 million credit facility with Nebari Natural Resources Credit Fund I LP. As part of the financing transaction, the Company acquired a 1.5% gross revenue royalty (“GRR”) on the Johnson Camp Mine in Arizona, United States, operated by Gunnison for a consideration of $5.5 million in cash (the “Johnson Camp Mine Royalty”).

f)Acquisition of an additional royalty interest in Stawell Gold Mines Pty Ltd

On September 25, 2023, the Company entered into an agreement with Stawell Gold Mines Pty Ltd (“Stawell”) for the acquisition of an additional 2.65% NSR gold royalty. This is in addition to the pre-existing 1.0% NSR royalty on gold that Triple Flag previously held. Both royalties cover future production at the Stawell gold mine in Victoria, Australia. Triple Flag acquired the additional royalty interest for cash consideration of $16.6 million.

g)Acquisition of Agbaou Royalty

On June 23, 2023, the Company entered into an agreement with Auramet Capital Partners, L.P. (“Auramet”) for the acquisition of the 2.5% NSR royalty it held on the Agbaou gold mine in Côte d’Ivoire, operated by Allied (“Agbaou Royalty”). Triple Flag acquired the Agbaou Royalty for a total consideration of $15.5 million of which $13.5 million was paid in cash and the remaining $2.0 million paid through in-kind contribution of an asset held by the Company.

h)Accounting for the acquisition of Maverix Metals Inc.

Management determined that the Company’s acquisition of Maverix Metals Inc. (“Maverix”) on January 19, 2023, which owned a portfolio of stream, royalty and other interests, did not meet the definition of a business combination under IFRS 3 – Business Combinations. The acquisition included amounts receivable, mineral interests, financial assets, loans receivable and liabilities.  Streams and royalties are standard contractual entitlements, and Triple Flag can continue to utilize its existing processes to manage royalty receipts.  Accordingly, the acquisition has been accounted for as the purchase of individual assets and liabilities in accordance with relevant IFRS Accounting Standards (IAS 16, IFRS 9 and IAS 37 – Provisions, Contingent Liabilities and Contingent Assets). To estimate the fair value of the mineral streams and royalty interests acquired (mineral interests), management used discounted cash flow models and a market-based approach. Management applied significant judgment in determining the fair value of the mineral interests, including the use of significant assumptions, such as discount rates, long-term forecast commodity prices, and future production of operator mineral reserves and resources estimates for the Maverix portfolio of mineral stream and royalty agreements. Future production and operator mineral reserve and resource estimates are based on information compiled by appropriately qualified persons.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

January 19, 2023

Cash and cash equivalents

$

4,080

Amounts receivable

5,869

Inventory

1,261

Investments and prepaid gold interests

47,494

Mineral interest

587,817

Loan receivable

10,231

Amounts payable and other liabilities

(11,133)

Lease obligation

(460)

Income tax payable

(351)

Total assets acquired, net of liabilities assumed

$

644,808

Number of Triple Flag shares issued to Maverix shareholders

45,097,390

Value of Triple Flag shares issued to Maverix shareholders

491,111

Cash consideration paid to Maverix shareholders

86,666

Cash paid to retire Maverix credit facility

46,608

Maverix share options exchanged for Triple Flag replacement share options

6,709

Maverix warrants exercisable for 1,800,000 Triple Flag shares

7,938

Transaction costs

5,776

Purchase consideration

$

644,808

On January 19, 2023, the Company acquired all of the issued and outstanding common shares of Maverix pursuant to the terms of an arrangement agreement dated November 9, 2022 (the “Agreement”). Pursuant to the Agreement, Maverix shareholders had the option to receive either 0.36 of a TF Precious Metals common share or $3.92 in cash per Maverix common share, in each case subject to pro-ration such that the aggregate cash consideration would not exceed 15% of the total consideration and the aggregate share consideration would not exceed 85% of the total consideration. In addition, (i) holders of options to acquire Maverix Shares received fully vested replacement options to acquire Triple Flag Shares; and (ii) RSUs of Maverix outstanding immediately prior to the effective time of the transaction, whether vested or unvested, were assigned and transferred by the holder to Maverix in exchange for a cash payment and each RSU was immediately cancelled. The outstanding Maverix warrants (“Maverix Warrants”) (5,000,000 Maverix Warrants outstanding with an exercise price of $3.28 per Maverix Share outstanding as of the closing date) were automatically adjusted in accordance with their terms, such that if and when exercised, Maverix Warrant holders would receive a total of 1,800,000 Triple Flag shares at an exercise price of $9.11 per Triple Flag share. In connection with the closing, Triple Flag paid $86.7 million, issued 45,097,390 common shares to all former Maverix shareholders and incurred $5.8 million of transaction costs. Following the completion of the acquisition, Maverix Metals Inc. became a wholly owned subsidiary of Triple Flag.  

The transaction has been accounted for as an asset acquisition on January 19, 2023, including mineral interests of $587.8 million. The significant cash flowing mineral interests are described and disclosed in Note 12. The other net assets acquired in the transaction included cash and cash equivalents, amounts receivable, prepaid gold interests and loans receivable of approximately $68.9 million, amounts payable and other liabilities, lease liabilities and income tax payable of $11.9 million. The other liabilities included change of control payment obligations under the terms of Maverix’s employment agreements.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

7. Cash and cash equivalents

As at December 31

    

2024

    

2023

Bank balances

$

25,205

$

17,340

Short-term deposits

 

11,040

 

39

Total cash and cash equivalents

$

36,245

$

17,379

Cash and cash equivalents include cash, short-term deposits and money market investments with original maturities of less than 90 days.

8. Amounts receivable and prepaid expenses

As at December 31

    

2024

    

2023

Royalty receivables

$

16,022

$

11,655

Prepaid expenses

 

664

 

1,190

Value added tax recoverable

 

267

 

228

Other receivables

652

Total amounts receivable and prepaid expenses

$

16,953

$

13,725

Royalty receivables represent amounts that are generally collected within 60 days of quarter-end. Prepaid expenses largely represent various insurance programs that are in place.

Royalty receivables include $3.75 million pursuant to the Kensington litigation settlement. Refer to Note 6.

9. Inventory

As at December 31

    

2024

    

2023

Silver credits1

$

1,986

$

533

Gold credits2

1,849

859

Total inventory

$

3,835

$

1,392

1.Represents 180,000 oz of silver (2023: 44,950 oz) and includes depletion of $1.4 million at December 31, 2024 (2023: $0.4 million).
2.Represents 2,100 oz of gold (2023: 1,073 oz) and includes depletion of $1.3 million at December 31, 2024 (2023: $0.6 million).

Inventory comprises unsold ounces of gold and silver credits acquired. Cost of sales represents the value of inventory expensed during the year.

10. Loans receivable

As at December 31

    

2024

    

2023

Convertible debenture – Gunnison

$

1,784

$

1,638

Loan receivable – Elevation Gold

17,731

Promissory and demand notes receivable – Elevation Gold

6,490

Loan receivable – Nevada Copper

11,840

Total loans receivable

1,784

37,699

Provision for expected credit losses

(9,723)

Net loans receivable

1,784

27,976

Current portion

284

8,990

Loans receivable – long-term

$

1,500

$

18,986


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

On February 9, 2023, Triple Flag invested $1.5 million in Gunnison in the form of a Convertible Debenture (“Debenture”). The Debenture matures on September 30, 2026, and carries interest at 10%. Interest is payable in cash or in Gunnison shares, at the election of Triple Flag. The Debenture also has a conversion feature whereby Triple Flag has the option to convert it into Gunnison shares prior to maturity.

As of June 30, 2024, Triple Flag concluded that there is no reasonable expectation of recovery of the Nevada Copper loan receivable and the Elevation Gold loan receivable and promissory and demand notes, resulting in impairment charges recognized in the consolidated statements of income. Refer to Note 13 for further details.

Expected credit losses for loans receivable is measured based on the general approach. Refer to Note 13 and 24.

11. Prepaid gold interests and investments

11a. Prepaid gold interests

As at December 31

    

2024

    

2023

Auramet

$

46,082

$

40,248

Steppe Gold

3,457

Total prepaid gold interests

49,539

40,248

Current portion

14,252

7,699

Non-current portion

$

35,287

$

32,549

For the year ended December 31, 2024, the Company recognized a gain of $14.3 million (2023: $4.6 million), as a result of changes in fair value of prepaid gold interests and other related instruments.

Auramet

On January 19, 2023, as part of the Maverix acquisition, the Company acquired a prepaid gold interest with Auramet. The contract requires Auramet to deliver 1,250 ounces of gold to Triple Flag per quarter. Triple Flag is required to make ongoing cash payments equal to 16% of the spot gold price for each gold ounce delivered. On September 27, 2031, and after 50,000 ounces of gold have been delivered, Auramet shall have the option to terminate the prepaid interest agreement for a cash payment of $5.0 million, less certain cash flows related to the gold deliveries. The Auramet Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss. The remaining contractual ounces to be delivered as of December 31, 2024, are 32,500 ounces of gold. The Prepaid Gold Interest is classified as level 3 of the fair value hierarchy.

Steppe Gold

On March 15, 2024, Triple Flag and Steppe Gold Ltd. (“Steppe Gold”) agreed to amend and restate the Steppe Gold Prepaid Gold Interest Agreement such that the Company made a further cash payment of $5.0 million in exchange for delivery of 2,650 ounces of gold. The Steppe Gold Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss and is classified as level 3 of the fair value hierarchy.

On February 13, 2025, Triple Flag received a delivery of 1,000 ounces of gold under the Prepaid Gold Interest Agreement. The fair value of the prepaid gold interest as at December 31, 2024, was estimated taking into consideration the credit risk related to the financial asset.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

11b. Investments

Investments comprise equity interests and warrants in publicly traded and private companies and have been recorded at fair value. The fair value of public equity investments is classified as level 1 of the fair value hierarchy, as the primary valuation inputs used are quoted prices in active markets. The fair value of private equity investments is classified as level 3, as the relevant observable inputs are not available.  The fair value of the level 1 investments is $1.4 million (2023: $4.6 million) and the fair value of the level 3 investments is $1.6 million (2023: $1.6 million).

For the year ended December 31, 2024, the Company recognized a loss of $1.5 million (2023: $3.2 million), as a result of changes in fair value of investments.

Triple Flag disposed of various equity investments during the year ended December 31, 2024, for cash proceeds of $3.1 million (2023: $nil).


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

12. Mineral interests

December 31, 2024

    

Mineral Streams

    

Royalties

    

Total1

Cost

 

  

 

  

 

  

As at January 1, 2024

$

1,357,954

$

835,460

$

2,193,414

Additions2

 

46,439

 

11,785

 

58,224

Disposals

(366)

(366)

As at December 31, 2024

$

1,404,393

$

846,879

$

2,251,272

Accumulated depletion and impairments

 

  

 

  

 

As at January 1, 2024

$

(337,290)

$

(83,071)

$

(420,361)

Depletion

 

(47,735)

 

(29,496)

 

(77,231)

Impairment charges3

(102,608)

(4,438)

(107,046)

As at December 31, 2024

$

(487,633)

$

(117,005)

$

(604,638)

Carrying value

$

916,760

$

729,874

$

1,646,634

December 31, 2023

    

Mineral Streams

    

Royalties

    

Total1

Cost

 

  

 

  

 

  

As at January 1, 2023

$

1,281,254

$

285,857

$

1,567,111

Additions4

 

76,700

 

552,603

 

629,303

Disposals5

 

 

(3,000)

 

(3,000)

As at December 31, 2023

$

1,357,954

$

835,460

$

2,193,414

Accumulated depletion and impairments

 

  

 

  

 

As at January 1, 2023

$

(284,095)

$

(54,845)

$

(338,940)

Depletion

 

(44,747)

 

(21,390)

 

(66,137)

Impairment charges6

 

(8,448)

 

(6,836)

 

(15,284)

As at December 31, 2023

$

(337,290)

$

(83,071)

$

(420,361)

Carrying value

$

1,020,664

$

752,389

$

1,773,053

1.Includes $1,042 million (2023: $1,168 million) of depletable mineral interest and $605 million (2023: $605 million) of non-depletable mineral interest. Included within non-depletable mineral interest is $300 million (2023: $300 million) of exploration and evaluation assets, as defined by IFRS 6 Exploration for and Evaluation of Mineral Resources. No additions, disposals or impairments related to these assets in 2024 (2023: $166 million additions as part of the Maverix acquisition, and no disposals or impairments). Consequently, there were no cash flows related to these assets for the year ended December 31, 2024 (2023: Cash paid for acquisition of mineral interests associated with the Maverix transaction was included as Investing Activities in the Consolidated Statements of Cash Flows).
2.Largely reflects the acquisition of the Agbaou stream ($19.9 million), Bonikro stream ($26.5 million), the Additional Tamarack Royalty ($8.0 million) and funding for the Prieska royalty ($3.4 million).    
3.Includes impairment charges for the Nevada Copper stream ($83.9 million), the Elevation Gold stream ($18.7 million), and other royalty interests ($4.4 million). Refer to Note 13 for further details.
4.Reflects acquisition of Maverix, the Agbaou royalty ($15.5 million), the Clean Air Metals royalty ($3.7 million), the Stawell royalty ($16.6 million), the Prieska royalty ($3.5 million), the Nueva Recuperada royalty ($2.2 million) and the Johnson Camp Mine royalty ($5.5 million).
5.Reflects the Eastern Borosi royalty divestment ($1.0 million loss).
6.Reflects impairment charges taken for the Renard stream ($8.5 million) and the Beaufor royalty ($6.8 million). Refer to Note 13 for further details.

Significant cash flowing mineral interests acquired as part of the Maverix acquisition in 2023 included:

a 3.25% GRR and 1.5% NSR royalty on gold as well as a 1.5% NSR royalty on nickel on the Beta Hunt mine in Western Australia with an ascribed fair value on acquisition of $46.4 million;
a 2.0% NSR royalty on the Camino Rojo mine in Mexico with an ascribed fair value on acquisition of $27.4 million;
a 25% silver stream with an ongoing payment of 25% of spot silver price on the El Mochito mine in Honduras with an ascribed fair value on acquisition of $24.3 million; and


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

a 100% gold stream with ongoing payments of $650 per ounce of gold on the La Colorada mine in Mexico with an ascribed fair value on acquisition of $22.5 million.

Fair values were determined using discounted cash flow models with key assumptions used in the analysis being a 5% discount rate, forecast commodity prices and estimated future production over the life of mine.

13. Impairments of streams, royalties and other interests

In accordance with the Company’s accounting policy, management assesses at the end of each reporting period whether there are any indicators that the carrying value of mineral interests may not be recoverable or that an impairment loss previously recognized should be reversed or partially reversed.

Management applies significant judgment in assessing whether impairment indicators exist including, among others, significant adverse changes to (i) future production and operator reserve and resource estimates, (ii) current and forecast commodity prices, (iii) industry or economic trends, and (iv) other relevant operator information.

Impairments in the carrying value of each CGU are measured and recorded to the extent that the carrying value of each CGU exceeds its estimated recoverable amount, which is the higher of FVLCD and VIU, which is generally calculated using an estimate of future discounted cash flows. Impairment charges are included in ‘‘Impairment charges and expected credit losses’’ in the consolidated statements of income.

For the years ended December 31, 2024 and 2023, Triple Flag recorded the following impairment charges and expected credit losses in the consolidated statements of income:

For the years ended December 31

    

2024

    

2023

Mineral interest impairment charges

Nevada Copper1

$

83,920

$

Elevation Gold2

18,688

Stornoway Diamonds (Canada) Inc.3

8,448

Beaufor4

6,836

Other

 

4,438

 

Loans receivable impairment charges and expected credit losses

Nevada Copper1

20,197

Elevation Gold2

21,380

9,723

Stornoway Diamonds (Canada) Inc.3

(589)

11,720

Beaufor4

103

Total impairment charges and expected credit losses

$

148,034

$

36,830

1.Nevada Copper

Triple Flag acquired a 95% fixed ratio gold and silver stream (amended to 97.5% in 2020) on the Pumpkin Hollow underground mine, operated by Nevada Copper in 2018. As at December 31, 2023, Triple Flag also had a Tranche A-2 secured loan receivable from Nevada Copper of $11.8 million, which carried interest at the Secured Overnight Financing Rate plus an adjustment spread and a fixed margin which would have matured on July 31, 2029, and could be repaid prior to maturity with no penalty.

During the three months ended June 30, 2024, Nevada Copper experienced financial difficulties, including increased ramp-up costs associated with the underground mine, failure to obtain funding through a change of control transaction and failure to secure additional interim funding from key stakeholders. This resulted in Nevada Copper filing a voluntary


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

petition for relief under Chapter 11 of the United States Bankruptcy Code in the Bankruptcy Court of the District of Nevada on June 10, 2024.

Triple Flag identified the above as an indicator of impairment as of June 30, 2024. Management performed an impairment analysis for the Nevada Copper stream interest in accordance with IAS 36, and for the loan receivables under IFRS 9. As of June 30, 2024, Triple Flag had funded a cumulative total of $20.0 million to Nevada Copper, $15.1 million through the Tranche A-2 secured loan receivable and $4.9 million through unsecured funding. The funding was provided as part of the restart financing package for operations at the Pumpkin Hollow underground mine, and for working capital purposes.

Triple Flag considered a variety of factors to determine the recoverable amount of the Nevada Copper stream and the recoverability of the loan receivable, including expected cash flows to be recovered from the Chapter 11 process under various scenarios, the contractual terms of the stream agreement in a Chapter 11 process, and Triple Flag’s security and position in Nevada Copper’s creditor rankings relative to other secured creditors. Triple Flag concluded that there is no reasonable expectation of recovery of the loan receivables and determined that the recoverable amount of the Nevada Copper gold and silver stream was nil as of June 30, 2024, resulting in an impairment charge of $104.1 million.

Triple Flag also has a 2.0% NSR royalty on the Pumpkin Hollow open pit project and a 2.0% NSR royalty on the Tedeboy exploration project. Management performed impairment analysis over these royalty interests by considering a variety of factors, including relevant production and commodity price scenarios, various production start date scenarios, and relevant contractual rights of the royalty agreements at a discount rate of 5%. Triple Flag concluded that the recoverable amount exceeded the carrying amount of $46.2 million, and as such, no impairment charge was recognized related to Triple Flag’s royalty interests in the consolidated statements of income.

Concurrent with the Chapter 11 process, a sale process in accordance with Section 363 of the U.S. Bankruptcy Code was initiated by Nevada Copper. On August 9, 2024, Nevada Copper entered into an asset purchase agreement with an affiliate of Kinterra Capital Corp, (“buyer”), pursuant to which the buyer agreed to purchase substantially all of the assets of Nevada Copper and its subsidiaries.  The transaction was approved by order of the United States Bankruptcy Court, entered on September 27, 2024. The transaction closed on October 9, 2024, the stream was eliminated upon the acquisition and Triple Flag did not recover a material amount from the sales proceedings. The royalties were unaffected by the conclusion of the Chapter 11 sale process.

2.Elevation Gold

Triple Flag acquired the 100% silver stream on the Moss mine, operated by Elevation Gold, as part of the Maverix acquisition in January 2023. In conjunction with this transaction, Triple Flag also acquired a loan receivable from Elevation Gold, which had an outstanding balance receivable of $17.7 million as of December 31, 2023. As of December 31, 2023, Triple Flag also had promissory and demand notes receivable from Elevation Gold of $6.5 million and recorded a provision for expected credit losses of $9.7 million against these loans. The loan receivable accrued interest at an interest rate of 10% per annum and was repayable on or before February 28, 2025.

As at March 31, 2024, Triple Flag identified an indicator of impairment for its stream interest in the Moss mine. As a result, the Company performed an impairment assessment considering relevant production and commodity price scenarios. The Company concluded that the recoverable amount exceeded the carrying amount and as such, no impairment charge was recognized in the condensed interim consolidated statement of income for the three months ended March 31, 2024. As at March 31, 2024, Triple Flag had a total of $30.7 million loan receivable and promissory and demand notes receivable from Elevation Gold, and a total provision for expected credit losses of $16.6 million related to the loan receivables.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

During the three months ended June 30, 2024, Elevation Gold continued to experience financial difficulty due to lower-than-expected production. As a result, Elevation Gold suspended royalty/finder fee payments and silver stream delivery obligations. This resulted in one royalty holder filing a claim in the Arizona State Superior Court against Elevation Gold for amounts owing pursuant to their royalty agreement. Elevation Gold reported on July 30, 2024, that it filed an application for creditor protection under the Companies’ Creditors Arrangement Act (“CCAA”) and proceeded with an interim cessation of active mining from the open pit at the Moss mine.

Triple Flag identified the above as an indicator of impairment as of June 30, 2024, and performed an impairment analysis for the Elevation Gold stream interest in accordance with IAS 36, and for the loan receivables and promissory and demand notes under IFRS 9.

Triple Flag considered a variety of factors to determine the recoverable amount of the Elevation Gold stream and the recoverability of the loan receivable and promissory and demand notes, including cash flows expected to be recovered from the CCAA process under various scenarios, as well as Triple Flag’s security and creditor ranking. Triple Flag concluded that there was no reasonable expectation of recovery of the loan receivable and promissory and demand notes and determined that the recoverable amount of the Elevation Gold stream was nil as of June 30, 2024, resulting in a total impairment and expected credit loss charge of $40.1 million.

During the three months ended December 31, 2024, the CCAA process continued to unfold. Mako Mining Corp (“Mako”) announced on December 31, 2024, that they had entered into a non-binding letter of intent to acquire 100% of the issued and outstanding common shares of EG Acquisition LLC (“EGA”), and that EGA would complete the acquisition of the Moss gold mine on December 31, 2024, through its acquisition of 100% of the common shares of Golden Vertex Corp. (“GVC”), which holds direct ownership of the Moss mine. The silver stream was eliminated upon the acquisition of GVC and Triple Flag does not expect to recover a material amount from the sales proceedings.

3.Stornoway Diamonds (Canada) Inc.

During the three months ended September 30, 2023, the Renard mine, operated by Stornoway Diamonds (Canada) Inc. (“Stornoway”), experienced financial difficulties due to adverse market conditions, such as increased operational costs due to inflationary pressures, and the continued decline of diamond prices due to lower demand. On September 27, 2023, this was further exacerbated by India’s diamond trade bodies urging its members to halt imports of rough diamonds from mid-October to mid-December to manage supplies. As a result of the prolonged softening of the diamond market over the third quarter, Triple Flag concluded that an indicator of impairment existed. Management performed an impairment analysis for the Renard stream in accordance with IAS 36 and for the Bridge Financing under IFRS 9.

Triple Flag considered a variety of factors to determine the recoverable amount of the Renard stream and the recoverability of the loan receivable, including cash flows expected to be generated from the Renard mine over the estimated life of mine under different mine plans and diamond price scenarios. On October 27, 2023, the Renard mine was placed in care and maintenance and Stornoway filed for creditor protection under the CCAA in Quebec.

As a result, Triple Flag concluded that there was no reasonable expectation of recovery of the loan receivable and determined that the recoverable amount of the Renard stream was nil, resulting in a total impairment charge of $20.2 million for the year ended December 31, 2023, of which $11.7 million related to the bridge loan receivable and $8.5 million to the mineral interest.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

4.Beaufor

In the second half of 2022, Monarch Mining Corporation (“Monarch”), owner of the Beaufor mine, suspended its operations at the Beaufor mine due to financial and operational challenges. On September 27, 2022, the mine was put on care and maintenance for an indefinite period. Due to the continued suspension of operations at the Beaufor mine, the Company concluded that this was a triggering event. As a result, management performed an impairment analysis for the Beaufor royalty investment as at December 31, 2022, resulting in the Beaufor royalty being written down to its estimated recoverable amount of $6.8 million.

During the three months ended September 30, 2023, management concluded that the continued suspension of operations at the Beaufor mine, exceeding  a period of 12 months, coupled with the market activity and financial position of Monarch as at June 30, 2023, was a triggering event. Triple Flag considered a variety of factors to determine the recoverable amount of the Beaufor royalty, including cash flows expected to be generated from the Beaufor mine over the estimated life of mine.

Triple Flag determined the recoverable amount of the Beaufor royalty investment to be $nil and therefore recorded an impairment charge of $6.8 million for the year ended December 31, 2023.

14. Amounts payable and other liabilities

As at December 31

    

2024

    

2023

Accrued liabilities1

$

14,792

$

13,630

Amounts payable

 

2,846

 

628

Stock-based compensation (Note 20)

4,923

811

Accrued interest2

 

529

 

597

Total amounts payable and other liabilities

$

23,090

$

15,666

1.Accrued liabilities include accruals for the annual short-term incentive plan and services performed as well as an accrual for the ASPP (2024 and 2023: $8.0 million).
2.Accrued interest represents interest and standby charges accrued on the Credit Facility.

15. Debt

As at December 31

    

2024

    

2023

Debt – opening balance

$

57,000

$

Drawdowns

 

63,000

 

130,000

Repayments

 

(120,000)

 

(73,000)

Debt - closing balance

$

$

57,000

Revolving Credit Facility

The Credit Facility is to be used for general corporate purposes and investments in the mineral industry, including the acquisition of mineral interests and other assets. The Credit Facility is secured by the Company’s assets, present and future (including mineral interests and other assets).

Advances under the Credit Facility can be drawn as follows:

Base rate loans with interest payable monthly at the greater of (a) the aggregate of (i) the Federal Funds Effective Rate and (ii) 1/2 of 1.0% per annum and (b) the Base Rate Canada, plus between 0.75% and 1.75% per annum (December 31, 2023: 0.75% and 1.75% per annum) depending upon the Company’s leverage ratio; or


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

SOFR loans for periods of one, two, three or six months with interest payable at a rate of SOFR, plus between 1.75% and 2.75% per annum (December 31, 2023: 1.75% and 2.75% per annum), depending on the Company’s leverage ratio.

As at December 31, 2024, the debt balance on the Credit Facility was $nil (2023: $57.0 million). Finance costs for the year ended December 31, 2024, were $5.5 million (2023: $7.2 million), including interest charges and standby fees. Standby fees range from 0.39% to 0.62% per annum (2023: 0.39% to 0.62% per annum) depending on the Company’s leverage ratio, even if no amounts are outstanding under the Credit Facility. The Credit Facility includes covenants that require the Company to maintain certain financial ratios, including the Company’s leverage ratios. As at December 31, 2024, all such ratios and requirements were met.

16. Operating expenses by nature1

For the years ended December 31

    

2024

    

2023

Employee costs2,3

$

16,144

$

14,533

Office, insurance and other expenses

 

5,171

 

5,369

Professional services3

 

3,845

 

4,412

Total general administration and business development costs

$

25,160

$

24,314

1.Includes general administration costs and business development costs.

2.Includes stock-based compensation expense of $4.3 million (2023: $5.3 million).

3.Certain costs have been presented within business development costs due to their nature.

17. Finance costs, net

For the years ended December 31

    

2024

    

2023

Interest expense – debt and lease obligation

$

5,618

$

7,322

Interest income

 

(545)

 

(3,200)

Total finance costs, net

$

5,073

$

4,122


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

18. Commitments and contingencies

Commitments

Mineral interests

The following table summarizes the Company’s commitments to make per unit cash payments for metal to which it has the contractual right pursuant to the metal purchase and sale agreements and prepaid interest agreements:

    

    

    

Attributable 

    

    

 

Mineral interest

    

Commodity

    

Inception date

    

volume 
purchased

    

Per unit cash payment

    

Term

 

Cerro Lindo

 

Silver

 

Dec. 20, 2016

 

65

%1  

10% of monthly average

 

Life of mine

ATO

 

Gold

 

Aug. 11, 2017

 

25

%2  

17% of spot

 

Life of mine

ATO

 

Silver

 

Aug. 11, 2017

 

50

%3  

17% of spot

 

Life of mine

Gunnison

 

Copper

 

Oct. 30, 2018

 

16.5

%4  

25% of spot

 

Life of mine

Buriticá

 

Silver

 

Mar. 15, 2019

 

100

%5  

5% of spot

 

Life of mine

Impala Bafokeng

 

Gold

 

Jan. 23, 2020

 

70

%6  

5% of spot

 

Life of mine

Northparkes

 

Gold

 

Jul. 10, 2020

 

54

%7  

10% of spot

 

Life of mine

Northparkes

 

Silver

 

Jul. 10, 2020

 

80

%7  

10% of spot

 

Life of mine

La Bolsa

Gold

Jan. 19, 2023

8

5

%

Lesser of $450 and spot

Life of mine

La Colorada

Gold

Jan. 19, 2023

8

100

%

Lesser of $650 and spot

Life of mine

El Mochito

Silver

Jan. 19, 2023

8

25

%

25% of spot

Life of mine

Agbaou

Gold

Aug. 14, 2024

3

%9  

10% of spot

Life of mine

Bonikro

Gold

Aug. 14, 2024

3

%10  

10% of spot

Life of mine

Prepaid gold interests

Auramet

Gold

Jan. 19, 2023

8

1,250 ounces
per quarter

16% of spot

Commercial
conditions milestones

11

1.65% of payable silver produced from Cerro Lindo until 19.5 million ounces have been delivered and 25% thereafter.
2.25% of gold from ATO until 46,000 ounces of gold have been delivered and thereafter, 25% of gold subject to an annual cap of 7,125 ounces.
3.50% of silver from ATO until 375,000 ounces of silver have been delivered and thereafter, 50% of silver subject to an annual cap of 59,315 ounces.
4.The stream percentage of refined copper produced from the Gunnison mine ranges from 3.5% to 16.5% depending on the Gunnison mine’s total production capacity, with the stream percentage starting at 16.5% and decreasing as the Gunnison project’s production capacity increases. Triple Flag has the option to increase its stream participation percentage by paying an additional deposit of an amount up to $65.0 million.
5.The streamed silver is to be based on a fixed silver-to-gold ratio of 1.84 over the life of the asset.
6.70% of payable gold produced until 261,000 ounces have been delivered and 42% thereafter.
7.54% of payable gold produced until 630,000 ounces have been delivered and 27% thereafter; 80% of payable silver produced until 9,000,000 ounces have been delivered and 40% thereafter.
8.Acquired pursuant to the Maverix acquisition.
9.3% of payable gold until 29,000 ounces have been delivered and 2% thereafter.
10.3% of payable gold until 39,300 ounces have been delivered and 2% thereafter.
11.On and after September 27, 2031 and the delivery of 50,000 ounces of gold.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Contingencies

i.Kemess Project

On May 16, 2018, Triple Flag entered into a silver purchase and sale agreement in relation to silver production from the Kemess project. In exchange for an upfront deposit of $45.0 million and ongoing payments of 10% of the average five-day silver market price for each ounce of silver purchased, Triple Flag will receive 100% of the payable silver produced at the mine, subject to a fixed ratio floor of 5.5755 ounces of silver for each 1,000 pounds of copper produced from the Kemess underground area and fixed payable metal percentages for copper and silver. The upfront deposit is to be paid in four instalments: $10.0 million upon a construction decision, $10.0 million on the first anniversary of the initial payment, and two $12.5 million payments on the following two anniversaries.

Funding of the upfront deposit is subject to certain closing conditions, including the public announcement by Centerra Gold Inc. of a construction decision. To date, no construction decision has been announced.

ii.Acquisition of a precious metals stream

On November 7, 2024, Triple Flag entered into a definitive agreement with a South American-based counterparty to acquire a precious metals stream for total cash consideration of $35.0 million. The underlying asset is a fully permitted brownfield operation located in Peru that is anticipated to restart in the near term. Closing and subsequent funding of this transaction is contingent on, amongst other things, execution and delivery of the filed security agreements.

iii.Acquisition of 0.5% gross overriding revenue royalty on the Tres Quebradas lithium project

On December 19, 2024, Triple Flag entered into a definitive agreement to acquire an existing 0.5% GOR on the Tres Quebradas construction-stage lithium project from LRC, for total consideration of $28.0 million. Closing and subsequent funding of the transaction is contingent on, amongst other things, the registration of the royalty. Refer to Note 6 for further detail.

19. Related party transactions

The Company’s related parties include its subsidiaries and key management personnel. During the normal course of operations, the Company enters into transactions with its subsidiaries for services. Transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. There were no other material related party transactions reported in the year.

The Company’s related parties are its key management personnel and its Directors, as well as Triple Flag Mining Aggregator S.à r.l. (“Aggregator”). Aggregator owns a majority of the issued and outstanding common shares of the Company and is controlled by certain investment funds advised by Elliott Investment Management L.P. and its affiliates.

Compensation for key management personnel of the Company was as follows:

For the years ended December 31

    

2024

    

2023

Salaries and short-term employee benefits1

$

11,857

$

9,234

Stock-based compensation2

 

4,287

 

5,299

$

16,144

$

14,533

1.Includes salary, benefits, and bonuses earned in the period.
2.Represents stock options, restricted share units, performance share units and deferred share units.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

20. Stock-based compensation

Stock options

Under the Company’s SOP, certain employees and officers may purchase common shares at an exercise price determined by the Board. The exercise price is the higher of the fair market value of a common share as of the grant date or the volume weighted average trading price of the common shares on the NYSE on the five trading days immediately prior to the applicable date on which the stock option is granted. Stock options vest equally in annual instalments over three years and have a seven-year expiry.

At December 31, 2024, 1,563,467 (2023: 3,957,362) stock options were outstanding. The options are expected to expire seven years after the grant date. No options were granted in 2024. The options granted in 2023 has an exercise price of $13.73 per share. The options granted in 2023 were valued using the Black-Scholes model and incorporated several key assumptions, which include volatility of 36%, expected dividend yield of 1.5%, option life of 4.5 years, forfeiture rate of 10% and risk-free rate of 3%. The options will vest one-third on each of the following three anniversaries of the grant date.

The expected volatility assumptions have been developed taking into consideration the historical volatility of comparable peer companies. Expected life of the option is derived from the option valuation model, factoring in vesting and expiry of the options. Forfeitures have also been factored in based on historical forfeiture rates. The risk-free rate is based on the Government of Canada benchmark bond yields in effect at the time of the grant.

Compensation expense for stock options was $0.4 million in 2024 (2023: $3.4 million) and is presented as a component of employee costs within operating expenses. As at December 31, 2024, 972,370 options (2023: 1,507,172) were available to be exercised.

Employee Stock Option Activity

2024

2023

    

Options

    

Average exercise price

    

Options

    

Average exercise price

At January 1

3,957,362

$

13.17

3,032,771

$

13.00

Granted

966,413

13.73

Exercised

(1,850,957)

13.06

Forfeited

(542,938)

13.37

(41,822)

13.35

At December 31

1,563,467

$

13.24

3,957,362

$

13.17

Stock Options Outstanding

Non-exercisable

Exercisable

    

    

Years until

    

Intrinsic

    

    

Intrinsic 

Exercise price

    

Options

    

fully vested

    

value1

    

Options

    

value1

$

13.00

    

237,273

0.2

$

484

    

807,229

$

1,647

$

13.73

353,824

1.2

$

464

165,141

$

216

591,097

$

948

972,370

$

1,863

1.Based on the closing market share price on December 31, 2024 of $15.04.

As at December 31, 2024, there was $0.3 million (2023: $2.2 million) of total unrecognized compensation cost relating to stock options. The Company expects to recognize this cost over a period of 1.2 years.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Restricted Share Units, Performance Share Units and Deferred Share Units

During the year ended December 31, 2024, 197,688 RSUs (2023: 120,065) were awarded to employees of the Company. The RSUs granted in 2022 and 2023 have a 36-month cliff vesting period while the 2024 RSU grant vests over a period of 36-months in three equal tranches, with additional RSUs credited to reflect dividends paid over the vesting period. Included in the Company’s stock-based compensation expense is an amount of $0.9 million (2023: $1.0 million) relating to RSUs. As at December 31, 2024, there was $2.3 million (2023: $1.5 million) of total unrecognized stock-based compensation expense relating to unvested RSUs granted, which is expected to be recognized over a period of 2.2 years. The RSU expense is a non-cash general administration expense. The value of the RSU liability as at December 31, 2024, was $2.7 million (2023: $1.8 million), of which $1.2 million (2023: $0.8 million) is current.

During the year ended December 31, 2024, the Company granted 166,971 PSUs to employees of the Company. This was the first grant of PSUs by the Company. The PSUs will cliff vest over a period of 36-months from the grant date, with additional PSUs credited to reflect dividends paid over the vesting period. Included in the Company’s stock-based compensation expense is an amount of $0.4 million relating to PSUs. As at December 31, 2024, there was $1.9 million of total unrecognized stock-based compensation expense relating to unvested PSUs granted, which is expected to be recognized over a period of 2.2 years. The PSU expense is a non-cash general administration expense. The value of the PSU liability as at December 31, 2024, was $0.5 million, of which $nil is current.

During the year ended December 31, 2024, 57,728 DSUs (2023: 66,504) were granted to its non-executive independent Directors under the DSU Plan. Additional DSUs are credited to reflect dividends paid. The mark-to-market adjustment recorded for the year ended December 31, 2024, in respect of the DSU Plan resulted in an increase in the DSU liability of $0.3 million (2023: $0.06 million). The value of the DSU liability as at December 31, 2024, was $3.8 million (2023: $2.5 million), all of which is current (2023: $nil).

21. Income taxes

a.

Income tax expense

For the years ended December 31

    

2024

    

2023

Current income tax expense

$

10,121

$

4,687

Deferred tax expense (recovery)

193

(4,580)

Income tax expense

$

10,314

$

107

For the years ended December 31

    

2024

    

2023

Tax expense related to continuing operations

Current

Canada

$

$

860

International

10,121

3,827

10,121

4,687

Deferred

Canada

(1,291)

(4,468)

International

1,484

(112)

193

(4,580)

Income tax expense

$

10,314

$

107


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

A reconciliation between income tax expense and the product of accounting profit multiplied by the Company’s weighted average tax rate applicable to profits of the consolidated entities is provided below:

For the years ended December 31

    

2024

    

2023

(Loss) earnings before income taxes

$

(12,770)

$

36,389

At 26.5% statutory rate

$

(3,384)

$

9,643

Tax effects of:

Differences in foreign statutory tax rates

(5,936)

(14,911)

Temporary difference subject to Initial Recognition Exemption

3,717

4,000

Deferred tax asset not recognized

7,928

3,104

Income/expenses not taxed

5,533

(628)

Adjustments in respect to prior year

1,293

(465)

Impact of foreign exchange on deferred tax balance

724

(253)

Other

439

(383)

Income tax expense

$

10,314

$

107

b.

Deferred income tax

The significant components of deferred income tax assets and liabilities as at December 31, 2024 and 2023, respectively, were as follows:

Summary of Deferred Income Tax Assets and Liabilities

For the years ended December 31

    

2024

    

2023

Deferred tax assets

Non-capital loss carry-forwards

$

21,897

$

19,541

Stream and other assets

6,915

7,298

28,812

26,839

Deferred tax liabilities

Royalties and other assets

(23,300)

(21,134)

5,512

5,705

Classification

Non-current assets

8,446

9,343

Non-current liabilities

(2,934)

(3,638)

$

5,512

$

5,705

Movement in Net Deferred Taxes

For the years ended December 31

    

2024

    

2023

Balance, beginning of the year

$

5,705

$

1,125

Recognized in profit and loss

(193)

4,580

Balance, end of year

$

5,512

$

5,705

Changes in deferred tax assets and liabilities have been recorded in net earnings for all periods presented.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Non-Capital Losses

Non-capital losses (“NCLs”) generated in Canada that are not utilized will expire in a period of 20 years from the date of incurrence. As a result, the current non-capital loss balance has losses that expire between 2038 and 2044, as follows:

Year of Expiry

2038 to 2039

    

2040 to 2041

    

2042 to 2044

    

Total

NCLs

    

$

25,826

    

$

19,175

    

$

27,193

    

$

72,194

22. Shareholders’ equity

Share capital

The Company is authorized to issue an unlimited number of common and preferred shares. At December 31, 2024, the share capital comprised 201,211,843 common shares with no par value.

    

Number of common shares

    

Share capital

Balance at December 31, 2022

    

155,685,593

    

$

1,250,194

Issuance of shares pursuant to the Maverix acquisition

45,097,390

491,111

Exercise of stock options

256,799

442

Issuance of shares upon exercise of warrants1

1,800,000

24,336

Normal course issuer bid purchase of common shares and ASPP

 

(1,485,820)

 

(16,903)

Balance at December 31, 2023

 

201,353,962

$

1,749,180

Exercise of stock options

473,081

(163)

Normal course issuer bid purchase of common shares and ASPP

 

(615,200)

 

(4,676)

Balance at December 31, 2024

 

201,211,843

$

1,744,341

1.On April 12, 2023, the holder of 1,800,000 Triple Flag share warrants, exercised the warrants and acquired 1,800,000 Triple Flag shares at an exercise price of $9.11 per share.

In November 2024, Triple Flag received approval from the TSX to renew its normal course issuer bid (“NCIB”). Under the NCIB, the Company may acquire up to 10,071,642 (2023 NCIB: 10,078,488) of its common shares from time to time in accordance with the NCIB procedures of the TSX. Repurchases under the NCIB are authorized until November 14, 2025. Daily purchases will be limited to 39,117 common shares, representing 25% of the average daily trading volume of the common shares on the TSX for the period from May 1, 2024 to October 31, 2024, except where purchases are made in accordance with the “block purchase exemption” of the TSX rules. All common shares that are repurchased by the Company under the NCIB will be cancelled.

For the year ended December 31, 2024, the Company purchased 615,200 (2023: 1,485,820) of its common shares under the NCIB for $8.9 million (2023: $20.7 million), of which $5.3 million (2023: $13.9 million) was share capital.

In connection with the NCIB, the Company established an ASPP with the designated broker responsible for the NCIB. The ASPP is intended to allow for the purchase of common shares under the NCIB at times when the Company would ordinarily not be permitted to purchase its common shares due to regulatory restrictions and customary self-imposed blackout periods. The Company accrued $8.0 million (2023: $8.0 million) for share repurchases under the ASPP for the self-imposed blackout period over the reporting period.

Dividends

In 2024, the Company declared and paid dividends in United States dollars totaling $43.3 million (2023: $41.3 million), which equates to an average dividend per share of $0.0538 (2023: $0.0513) per declaration. For the year ended December 31, 2024, no shares were issued from treasury for participation in the Dividend Reinvestment Plan (2023: nil).


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

23. Capital management

The Company’s primary objective with respect to its capital management is to ensure that it has sufficient cash resources to maintain its ongoing operations, meet contractual obligations under stream agreements with respect to mineral interests and facilitate debt repayments.

The Company manages its capital structure and makes adjustments in light of changes in its economic and operating environment and the risk characteristics of the Company’s assets. For effective capital management, the Company implemented planning, budgeting and forecasting processes to help determine the funds required to ensure the Company has the appropriate liquidity to meet its operating and growth objectives. The Company ensures that there is access to sufficient funds to meet its short-term business, operating and financing requirements, taking into account its anticipated cash flows from operations and its holdings of cash and cash equivalents.

As at December 31, 2024, the Company expects its capital resources and projected future cash flows from operations will be sufficient to support its normal operating requirements on an ongoing basis. Refer to the liquidity risk section of Note 25 for further discussion of the availability of funds to the Company.

The Company is not subject to material externally imposed capital requirements and is in compliance with all its covenants under its Credit Facility (refer to Note 15) as at December 31, 2024.

24. Financial instruments

The Company’s financial instruments include cash and cash equivalents, amounts receivable (excluding value added taxes and prepaid expenses), investments and loans receivable, amounts payable and other liabilities, lease obligations and debt.

The Company applies all of the requirements of IFRS 9 to its financial instruments. The approach in IFRS 9 is based on how an entity manages its financial instruments and the contractual cash flow characteristics of the financial asset.

IFRS 9 applies an expected credit loss model to evaluate financial assets for impairment. The Company’s financial assets that are subject to credit risk include cash and cash equivalents, amounts receivable (excluding value added taxes and prepaid expenses) and loans receivable. The amounts receivable (excluding value added taxes and prepaid expenses) are carried at amortized cost and had a carrying value of $16.0 million as at December 31, 2024, (2023: $12.3 million). Loans receivable are carried at amortized costs and had a carrying value of $1.8 million (2023: $28.0 million).

The expected credit loss for the loans receivable is measured based on the general approach. The expected credit loss was estimated as the difference between the contractual cash flows that are due to Triple Flag and the cash flows that management expects to receive, discounted at the original effective interest rate. Cash flows that management expects to receive are based on the expected ability of the counterparties to repay the amounts owed, which is dependent on a variety of factors including, among others, production results, operating costs, commodity prices and capital requirements. Triple Flag considered both quantitative and qualitative factors as part of this assessment. The application of the expected credit loss model did not have a significant impact on the Company’s loan receivables as at December 31, 2024, because the Company determined that the expected credit losses on its loan receivables were nominal.

The Company applies the simplified approach permitted by IFRS 9 for amounts receivable, which requires lifetime expected credit losses to be recognized from initial recognition of the receivables. Considering the current turnover and credit risk associated with the amounts receivable (excluding value added taxes and prepaid expenses), the application of the expected credit loss model did not have a significant impact, because the Company determined that the expected credit losses on these financial assets were nominal.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

To provide an indication of the reliability of the inputs used in determining fair value, the Company classifies its financial instruments into the three levels prescribed under the accounting standards. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. Refer to Note 11b for additional details on investments that are measured at fair value.

The carrying value of amounts receivable (excluding value added taxes and prepaid expenses), cash and cash equivalents, investments, loans receivable, amounts payable and other liabilities (excluding stock-based compensation liabilities), and debt approximates their fair value. Financial assets and financial liabilities as at December 31, 2024, and December 31, 2023, were as follows:

Financial assets

Financial liabilities

As at December 31, 2024

    

FVTPL

    

at amortized cost

    

at amortized cost

Cash and cash equivalents

$

$

36,245

$

Amounts receivable (excluding value added taxes and prepaid expenses)

 

 

16,022

 

Prepaid gold interests

49,539

Investments

3,010

Loans receivable

 

 

1,784

 

Amounts payable and other liabilities

 

 

 

18,167

Total

$

52,549

$

54,051

$

18,167

Financial assets

Financial liabilities

As at December 31, 2023

    

FVTPL

    

at amortized cost

    

at amortized  cost

Cash and cash equivalents

$

$

17,379

$

Amounts receivable (excluding value added taxes and prepaid expenses)

 

 

12,307

 

Prepaid gold interests

40,248

Investments

6,248

Loans receivable

 

 

27,976

 

Amounts payable and other liabilities

 

 

 

14,855

Debt

 

 

 

57,000

Total

$

46,496

$

57,662

$

71,855

25. Financial risk exposure and risk management

The Company is exposed in varying degrees to certain financial risks by virtue of its activities. The overall financial risk management program focuses on preservation of cash flows by reducing exposure to risks posed by the uncertainties and volatilities of financial markets. The Company is exposed to the following types of risk and manages them as follows:

a.

Currency risk

As the Company evaluates potential mining interests across the globe, some of the Company’s financial instruments and transactions are denominated in currencies other than the U.S. dollar. The fluctuation of the U.S. dollar in relation to different currencies will consequently have an impact upon the expenses and profitability of the Company and may also affect the value of the Company’s assets.

To mitigate this risk, the Company maintains the majority of its cash balances in U.S. dollars and purchases of foreign currencies are made only as and when required, at the prevailing spot price, to fund corporate activities and facilitate payments.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

b.

Interest rate risk

Interest rate risk is the risk that the fair value of a financial instrument or cash flows associated with the instrument will fluctuate due to changes in market interest rates.

The only liability subject to interest is the Credit Facility, which bears a variable interest rate when drawn. The undrawn Credit Facility is subject to standby charges. An increase of 1% in interest rates would have resulted in a decrease in net earnings of $0.4 million (2023: $0.5 million).

c.

Credit risk

Credit risk is the risk of a financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligation. Credit risk arises principally from the Company’s royalty receivables, loans receivable, cash and cash equivalents, short-term investments and prepaid gold interests.

The Company’s metals received from the various mineral interests and prepaid gold interests are sold to a third-party customer and have limited credit risk.  

The Company receives royalty payments on a quarterly basis and the risk associated with collection of royalties is minimal since the royalty payments are from mines that generally generate cash flows.

Credit approvals and other monitoring procedures are also in place to ensure that follow-up action is taken to recover overdue loans receivable amounts, with management being proactively involved in discussions with counterparties to whom loans are provided. Furthermore, the Company reviews the recoverable amount of each loan receivable on an individual basis at the end of the reporting period to ensure that an adequate loss allowance is made where management determines there to be an expected credit loss.

In the case of other receivables of financing facilities, the Company performs either a credit analysis or ensures that it has sufficient guarantees in case of non-payment by the third party to cover the net book value of the other receivables.

The Company manages counterparty credit risk, in respect of cash and cash equivalents, by maintaining bank accounts with highly rated U.S. and Canadian banks. As at December 31, 2024, the Company’s cash and cash equivalents are maintained with U.S. and Canadian banks with a minimum A1/P1 rating.

d.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company finances its operations through a combination of operating cash flows and debt. The Company primarily uses funds generated from operating activities to fund operational expenses and interest and principal payments on its borrowings. The Company continuously monitors and reviews its actual and forecasted cash flows and manages liquidity risk by maintaining adequate cash and cash equivalents, and by utilizing access to undrawn credit facilities.

The Company believes its cash on hand and estimated cash flows from royalties and the sale of metal credits will be sufficient to fund its anticipated operating cash requirements for the next 12 months.


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Below is a maturity analysis of the Company’s undiscounted financial liabilities and contractual obligations:

    

    

Less than one 

    

One to three 

    

After three 

As at December 31, 2024

    

Total

    

year

    

years

    

years

Amounts payable and other liabilities

$

23,090

$

23,090

$

$

Lease obligation

 

1,961

 

419

 

865

 

677

Total

$

25,051

$

23,509

$

865

$

677

    

    

Less than one

    

One to three

    

After three

As at December 31, 2023

    

Total

    

year

    

years

    

years

Amounts payable and other liabilities

$

15,666

$

15,666

$

$

Lease obligation

 

2,573

 

444

 

933

 

1,196

Debt

57,000

57,000

Total

$

75,239

$

16,110

$

57,933

$

1,196

e.

Commodity price risk

The profitability of the Company’s operations and mineral interests relates primarily to the market price and outlook of gold and silver.

Commodity prices historically have fluctuated widely and are affected by numerous factors outside of the Company’s control including, but not limited to, industrial, residential and retail demand, forward sales by producers and speculators, levels of worldwide production, short-term changes in supply and demand due to speculative or hedging activities, macroeconomic variables, geopolitical events and certain other factors related specifically to gold (including central bank reserves management).

To the extent that the price of commodities increases over time, the fair value of the Company’s mineral interests will increase and cash flows will improve; conversely, declines in the price of a commodity will reduce the fair value of mineral interests and cash flows. A protracted period of depressed prices could impair the Company’s operations and acquisition opportunities, and significantly erode shareholder value.

An increase/decrease of 10% in the price of gold and silver, the Company’s two largest net revenue sources, would result in an increase/decrease of net earnings of approximately $15.2 million (2023: $10.1 million) and $8.9 million (2023: $6.7 million), respectively. The Company does not use derivatives to mitigate its exposure to commodity price risk.

26. Revenue

Revenue is comprised of the following:

For the years ended December 31

    

2024

    

2023

Revenue from contracts with customers

Stream and related interests

 

  

 

  

Gold

$

108,143

$

74,743

Silver

96,584

74,275

Other

 

842

 

8,139

Royalty Interests

 

62,050

 

46,867

Revenue – other

1,372

 

Total revenues

$

268,991

$

204,024


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Stream and related interests and royalty revenues were mainly earned from the following mineral interests:

For the years ended December 31

    

2024

    

2023

Revenue from contracts with customers

Stream and related interests

  

 

  

Cerro Lindo

$

69,876

$

45,602

Northparkes

 

64,636

 

28,337

Buriticá

 

16,352

 

11,352

Impala Bafokeng

 

13,998

 

12,487

Auramet

11,919

9,794

ATO

 

10,706

 

19,030

Bonikro

7,335

Agbaou

4,731

La Colorada

3,344

5,149

Other

2,672

25,406

$

205,569

$

157,157

Royalty Interests

 

  

 

  

Beta Hunt

$

11,605

$

9,498

Fosterville

9,907

9,923

Camino Rojo

6,732

4,459

Kensington

6,715

Young-Davidson

 

6,397

 

5,218

Florida Canyon

4,959

4,098

Stawell

3,337

1,621

Agbaou

2,975

2,570

Dargues

 

2,971

 

3,094

Other

6,452

6,386

$

62,050

$

46,867

Revenue from contracts with customers

$

267,619

$

204,024

Revenue – other

$

1,372

$

Total revenues

$

268,991

$

204,024

During the year ended December 31, 2024, sales to one financial institution accounted for 64% of the Company’s revenue (2023: 55%). The Company would not be materially affected should this financial institution cease to buy precious metal credits from the Company as these sales would be redirected to alternate financial institutions.

27. Segment disclosure

The Company’s business is organized into one single operating segment, consisting of acquiring and managing precious metals and other high-quality streams and related interests, and royalties. The Company’s chief operating decision-maker, the CEO, makes capital allocation decisions, reviews operating results and assesses performance.

Geographic revenues from the sale of metals and diamonds received or acquired from streams and related interests and royalties is determined by the location of the mining operations giving rise to the stream and related interests or royalty.

For the years ended December 31, 2024 and 2023, stream and related interests, and royalty revenues were mainly earned from the following jurisdictions:


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Revenue by geography

For the years ended December 31

    

2024

    

2023

Australia1

$

94,095

$

54,064

Peru2

 

70,509

 

45,863

United States3

26,520

26,366

Colombia5

 

16,352

 

11,352

Côte d'Ivoire4

15,041

2,570

South Africa5

 

13,998

 

12,487

Canada6

 

10,909

 

15,967

Mongolia5

10,706

19,030

Mexico7

10,585

10,887

Other8

276

5,438

Total revenues

$

268,991

$

204,024

1.Includes revenue from streams for the year ended December 31, 2024 of $64.6 million (2023: $28.3 million) and revenues from royalties for the year ended December 31, 2024 of $29.5 million (2023: $25.7 million).
2.Includes revenue from streams for the year ended December 31, 2024 of $69.9 million (2023: $45.6 million) and revenues from royalties for the year ended December 31, 2024 of $0.6 million (2023: $0.3 million).
3.Includes revenue from streams and related interests for the year ended December 31, 2024 of $13.5 million (2023: $22.3 million) and revenues from royalties for the year ended December 31, 2024 of $11.7 million (2023: $4.1 million) and other revenue of $1.3 million (2023: $nil).
4.Includes revenue from streams and related interests for the year ended December 31, 2024 of $12.0 million (2023: $nil) and revenues from royalties for the year ended December 31, 2024 of $3.0 million (2023: $2.6 million).
5.All revenue from streams and related interests.
6.Includes revenue from streams for the year ended December 31, 2024 of $0.8 million (2023: $7.7 million) and revenues from royalties for the year ended December 31, 2024 of $10.1 million (2023: $8.2 million).
7.Includes revenue from streams for the year ended December 31, 2024 of $3.4 million (2023: $5.1 million) and revenues from royalties for the year ended December 31, 2024 of $7.2 million (2023: $5.7 million).
8.Includes revenue from streams of $0.2 million (2023: $5.2 million) and revenues from royalties of $0.1 million (2023: $0.2 million).

As at December 31, 2024 and 2023, non-current assets were located in the following jurisdictions:

For the years ended December 31

    

2024

    

2023

Australia

$

607,194

$

636,310

United States

 

297,232

 

399,051

Canada

 

236,536

 

254,066

South Africa

 

130,860

 

130,975

Côte d’Ivoire

101,468

59,321

Peru

 

90,036

 

115,179

Mexico

66,376

72,826

Colombia

 

43,145

 

46,040

Chile

32,391

31,764

Guatemala

24,900

24,900

Honduras

22,187

22,268

Mongolia

 

17,350

 

18,110

Other

 

24,659

 

26,616

Total non-current assets

$

1,694,334

$

1,837,426


Triple Flag Precious Metals Corp.

Notes to the Consolidated Financial Statements

For the years ended December 31, 2024, and 2023

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

28. Changes in working capital

For the years ended December 31

    

2024

    

2023

Increase in amounts receivable and other assets

$

(2,737)

$

(4,168)

Increase in inventory1

 

(1,128)

 

(363)

Increase in amounts payable and other liabilities

 

3,639

 

2,799

Change in working capital

$

(226)

$

(1,732)

1.Excludes depletion.

29. Earnings per share  basic and diluted

For the years ended December 31

2024

2023

    

Basic

    

Diluted

    

Basic

    

Diluted

Net (loss) earnings

$

(23,084)

$

(23,084)

$

36,282

$

36,282

Weighted average shares outstanding

 

201,304,234

 

201,304,234

 

199,327,784

 

199,519,312

(Loss) earnings per share

$

(0.11)

$

(0.11)

$

0.18

$

0.18


Exhibit 99.3

Consent of Independent Registered Public Accounting Firm

We hereby consent to the incorporation by reference in the registration statements on Form F-10 (File No. 333-279789) and Form S-8 (File No. 333-267209) of Triple Flag Precious Metals Corp. of our report dated February 19, 2025, relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appears in Exhibit 99.2 of this Form 6-K.

/s/ PricewaterhouseCoopers LLP

Chartered Professional Accountants, Licensed Public Accountants

Toronto, Canada

February 19, 2025



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