ROYAL GOLD INC 10-Q

ITEM 1. FINANCIAL STATEMENTS ​ ROYAL GOLD, INC. Consolidated Balance Sheets (Unaudited, amounts in thousands except share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, June 30, ​ 2021 ​ 2021 ASSETS ​ ​ ​ ​ ​ ​ Cash and equivalents ​ $ 160,208 ​ $ 225,916 Royalty receivables ​ ​ 52,959 ​ ​ 47,242 Income tax receivable ​ ​ 4,081 ​ ​ 4,520 Stream inventory ​ ​ 12,222 ​ ​ 17,684 Prepaid expenses and other ​ ​ 2,613 ​ ​ 1,773 Total current assets ​ ​ 232,083 ​ ​ 297,135 Stream and royalty interests, net (Note 3) ​ ​ 2,476,630 ​ ​ 2,262,158 Other assets ​ ​ 96,964 ​ ​ 92,312 Total assets ​ $ 2,805,677 ​ $ 2,651,605 LIABILITIES ​ ​ ​ ​ ​ ​ Accounts payable ​ $ 5,471 ​ $ 6,398 Dividends payable ​ ​ 19,690 ​ ​ 19,681 Income tax payable ​ ​ 23,933 ​ ​ 14,479 Other current liabilities ​ ​ 11,170 ​ ​ 11,525 Total current liabilities ​ ​ 60,264 ​ ​ 52,083 Debt (Note 5) ​ ​ 95,403 ​ ​ — Deferred tax liabilities ​ ​ 87,687 ​ ​ 88,000 Uncertain tax positions ​ ​ 890 ​ ​ 910 Other liabilities ​ ​ 6,920 ​ ​ 7,197 Total liabilities ​ ​ 251,164 ​ ​ 148,190 Commitments and contingencies (Note 12) ​ ​ ​ ​ ​ ​ EQUITY ​ ​ ​ ​ ​ ​ Preferred stock, $ .01 par value, 10,000,000 shares authorized; and 0 shares issued ​ ​ — ​ ​ — Common stock, $ .01 par value, 200,000,000 shares authorized; and 65,563,802 and 65,551,061 shares outstanding, respectively ​ ​ 656 ​ ​ 656 Additional paid-in capital ​ ​ 2,204,457 ​ ​ 2,203,863 Accumulated earnings ​ ​ 336,734 ​ ​ 286,249 Total Royal Gold stockholders’ equity ​ ​ 2,541,847 ​ ​ 2,490,768 Non-controlling interests ​ ​ 12,666 ​ ​ 12,647 Total equity ​ ​ 2,554,513 ​ ​ 2,503,415 Total liabilities and equity ​ $ 2,805,677 ​ $ 2,651,605 ​ The accompanying notes are an integral part of these consolidated financial statements. ​ 3 Table of Contents ROYAL GOLD, INC. Consolidated Statements of Operations and Comprehensive Income (Unaudited, amounts in thousands except share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ September 30, ​ September 30, ​ 2021 2020 Revenue (Note 6) ​ $ 174,431 ​ ​ 146,880 ​ ​ ​ ​ ​ ​ ​ Costs and expenses ​ ​ ​ ​ ​ ​ Cost of sales (excludes depreciation, depletion and amortization) ​ ​ 27,230 ​ ​ 21,902 General and administrative ​ ​ 7,129 ​ ​ 7,454 Production taxes ​ ​ 2,054 ​ ​ 1,355 Exploration costs ​ ​ — ​ ​ 563 Depreciation, depletion and amortization ​ ​ 50,611 ​ ​ 46,300 Total costs and expenses ​ ​ 87,024 ​ ​ 77,574 ​ ​ ​ ​ ​ ​ ​ Gain on sale of Peak Gold JV interest ​ ​ — ​ ​ 33,906 Operating income ​ ​ 87,407 ​ ​ 103,212 ​ ​ ​ ​ ​ ​ ​ Fair value changes in equity securities ​ ​ 176 ​ ​ 2,539 Interest and other income ​ ​ 819 ​ ​ 421 Interest and other expense ​ ​ ( 1,908 ) ​ ​ ( 1,875 ) Income before income taxes ​ ​ 86,494 ​ ​ 104,297 ​ ​ ​ ​ ​ ​ ​ Income tax (expense) benefit ​ ​ ( 16,028 ) ​ ​ 2,377 Net income and comprehensive income ​ ​ 70,466 ​ ​ 106,674 Net (income) loss and comprehensive (income) loss attributable to non-controlling interests ​ ​ ( 290 ) ​ ​ 265 Net income and comprehensive income attributable to Royal Gold common stockholders ​ $ 70,176 ​ $ 106,939 Net income per share attributable to Royal Gold common stockholders: ​ ​ ​ ​ ​ ​ Basic earnings per share ​ $ 1.07 ​ $ 1.63 Basic weighted average shares outstanding ​ ​ 65,556,608 ​ ​ 65,537,714 Diluted earnings per share ​ $ 1.07 ​ $ 1.63 Diluted weighted average shares outstanding ​ ​ 65,627,845 ​ ​ 65,632,689 Cash dividends declared per common share ​ $ 0.30 ​ $ 0.28 ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ 4 Table of Contents ROYAL GOLD, INC. Consolidated Statements of Changes in Stockholders’ Equity Three months ended September 30, 2021 and 2020 (unaudited, amounts in thousands except share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Royal Gold Stockholders ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Shares ​ Paid-In ​ Accumulated ​ Non-controlling ​ Total ​ ​ Shares ​ Amount ​ Capital ​ Earnings ​ Interests ​ Equity Balance at June 30, 2021 65,551,061 ​ $ 656 $ 2,203,863 ​ $ 286,249 ​ $ 12,647 ​ $ 2,503,415 Stock-based compensation and related share issuances 12,741 ​ — 594 ​ — ​ — ​ 594 Distributions to non-controlling interests ​ — ​ — — ​ — ​ ( 271 ) ​ ( 271 ) Net income and comprehensive income — ​ — — ​ 70,176 ​ 290 ​ 70,466 Dividends declared — ​ — — ​ ( 19,691 ) ​ — ​ ( 19,691 ) Balance at September 30, 2021 65,563,802 ​ $ 656 $ 2,204,457 ​ $ 336,734 ​ $ 12,666 ​ $ 2,554,513 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Royal Gold Stockholders ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Shares ​ Paid-In ​ Accumulated ​ Non-controlling ​ Total ​ ​ Shares ​ Amount ​ Capital ​ Earnings ​ Interests ​ Equity Balance at June 30, 2020 65,631,288 ​ $ 655 $ 2,210,429 ​ $ 61,133 ​ $ 29,902 ​ $ 2,302,119 Stock-based compensation and related share issuances 14,318 ​ 1 105 ​ — ​ — ​ 106 Sale of Peak Gold JV interest ​ — ​ ​ — ​ ​ ( 10,829 ) ​ ​ — ​ ​ ( 16,218 ) ​ ​ ( 27,047 ) Distributions to non-controlling interests ​ — ​ — — ​ — ​ ( 261 ) ​ ( 261 ) Net income (loss) and comprehensive income (loss) — ​ — — ​ 106,939 ​ ( 265 ) ​ 106,674 Dividends declared — ​ — — ​ ( 18,370 ) ​ — ​ ( 18,370 ) Balance at September 30, 2020 65,645,606 ​ $ 656 $ 2,199,705 ​ $ 149,702 ​ $ 13,158 ​ $ 2,363,221 ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ 5 Table of Contents ROYAL GOLD, INC. Consolidated Statements of Cash Flows (Unaudited, amounts in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ September 30, ​ September 30, ​ 2021 2020 Cash flows from operating activities: ​ ​ ​ ​ ​ ​ Net income and comprehensive income ​ $ 70,466 ​ $ 106,674 Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation, depletion and amortization ​ ​ 50,611 ​ ​ 46,300 Gain on sale of Peak Gold JV interest ​ ​ — ​ ​ ( 33,906 ) Non-cash employee stock compensation expense ​ ​ 1,503 ​ ​ 1,493 Fair value changes in equity securities ​ ​ ( 176 ) ​ ​ ( 2,539 ) Deferred tax benefit ​ ​ ( 396 ) ​ ​ ( 10,545 ) Other ​ ​ 845 ​ ​ 111 Changes in assets and liabilities: ​ ​ ​ ​ ​ ​ Royalty receivables ​ ​ ( 5,718 ) ​ ​ ( 5,884 ) Stream inventory ​ ​ 5,463 ​ ​ ( 5,488 ) Income tax receivable ​ ​ 439 ​ ​ ( 1,864 ) Prepaid expenses and other assets ​ ​ ( 1,026 ) ​ ​ 260 Accounts payable ​ ​ ( 927 ) ​ ​ ( 235 ) Income tax payable ​ ​ 9,454 ​ ​ 12,408 Uncertain tax positions ​ ​ ( 20 ) ​ ​ ( 12,196 ) Other liabilities ​ ​ ( 633 ) ​ ​ ( 437 ) Net cash provided by operating activities ​ $ 129,885 ​ $ 94,152 ​ ​ ​ ​ ​ ​ ​ Cash flows from investing activities: ​ ​ ​ ​ ​ ​ Acquisition of stream and royalty interests ​ ​ ( 265,000 ) ​ ​ ( 11,304 ) Khoemac a u subordinated debt facility ​ ​ ( 7,000 ) ​ ​ — Proceeds from sale of Peak Gold JV interest ​ ​ — ​ ​ 49,154 Proceeds from sale of Contango shares ​ ​ — ​ ​ 12,146 Other ​ ​ ( 733 ) ​ ​ ( 339 ) Net cash (used in) provided by investing activities ​ $ ( 272,733 ) ​ $ 49,657 ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities: ​ ​ ​ ​ ​ ​ Repayment of debt ​ ​ — ​ ​ ( 30,000 ) Borrowings from revolving credit facility ​ ​ 100,000 ​ ​ — Net payments from issuance of common stock ​ ​ ( 909 ) ​ ​ ( 1,389 ) Common stock dividends ​ ​ ( 19,682 ) ​ ​ ( 18,365 ) Other ​ ​ ( 2,269 ) ​ ​ ( 67 ) Net provided by (used in) financing activities ​ $ 77,140 ​ $ ( 49,821 ) Net (decrease) increase in cash and equivalents ​ ​ ( 65,708 ) ​ ​ 93,988 Cash and equivalents at beginning of period ​ ​ 225,916 ​ ​ 319,128 Cash and equivalents at end of period ​ $ 160,208 ​ $ 413,116 ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ 6 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) 1. OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS ​ Royal Gold is engaged in the business of acquiring and managing precious metals streams, royalties and similar interests. We seek to acquire existing stream and royalty interests or to finance projects that are in production or in the development stage in exchange for stream or royalty interests. A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more metals produced from a mine at a price determined for the life of the transaction by the purchase agreement. Royalties are non-operating interests in a mining project that provide the right to revenue or metals produced from the project after deducting contractually specified costs, if any. ​ Change in Fiscal Year End ​ On August 9, 2021, our board of directors approved a change in our fiscal year end from June 30 to December 31, effective as of December 31, 2021. As a result, we expect to file a Transitional Report on Form 10-KT in early 2022 for the six-month transition period from July 1, 2021, to December 31, 2021. ​ Summary of Significant Accounting Policies ​ The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair presentation of our interim financial statements have been included in this Form 10-Q. Operating results for the three months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the six-month transition period ending December 31, 2021. These interim unaudited consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended June 30, 2021 filed with the Securities and Exchange Commission on August 12, 2021 (“Fiscal 2021 10-K”). ​ Recent Accounting Standards ​ We have evaluated all the recently issued, but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Board or other standards-setting bodies through the filing date of these unaudited consolidated financial statements and do not believe the future adoption of any such standards will have a material impact on our consolidated financial statements. ​ 2. ACQUISITIONS AND DISPOSITIONS ​ Red Chris Royalty Acquisition ​ On August 11, 2021, we acquired a 1.0 % net smelter return royalty covering approximately 5,100 hectares, which includes the currently known mineralization and prospective exploration areas of the Red Chris Mine in British Columbia, Canada. We paid $ 165 million in cash consideration for the royalty to Glencore Canada Corporation, a wholly owned subsidiary of Glencore International AG. ​ The Red Chris Mine is an operating open pit mine producing gold, copper and silver, and is located on the northern edge of the Skeena Mountains. The mine is owned and operated by a joint venture (the “Red Chris JV”), which is owned 70 % by Newcrest Mining Ltd. (“Newcrest”) and 30 % by Imperial Metals Corporation, in which Newcrest is the operator. ​ The Red Chris royalty acquisition has been accounted for as an asset acquisition. The $ 165 million cash consideration, plus direct acquisition costs, have been recorded and allocated between production and exploration stage royalty interests (Note 3) within Stream and royalty interests, net on our consolidated balance sheets. Approximately $ 116.1 million and $ 48.9 million was allocated to production stage and exploration stage royalty interest, respectively, as of September 30, 7 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ 2021. The acquisition cost of the production stage Red Chris royalty will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by Newcrest. ​ NX Gold Mine Gold Stream Acquisition ​ On June 30, 2021, we announced that we entered into a precious metals purchase agreement for gold produced from the operating underground NX Gold Mine in Brazil (“NX Gold Stream”) with Ero Gold Corporation, a wholly owned subsidiary of Ero Copper Corporation, and certain of its affiliates (together, “Ero”). ​ On August 6, 2021, we made an advance payment of $ 100 million upon closing the transaction. In exchange for the consideration provided, we will receive 25 % of the gold produced from the NX Gold Mine until the delivery of 93,000 ounces, and 10 % thereafter. We will pay 20 % of the spot gold price for each ounce delivered until the delivery of 49,000 ounces, and 40 % of the spot gold price thereafter. Per the purchase agreement, we may make up to an additional $ 10 million of advance payments from the beginning of calendar 2022 through the end of calendar 2024 based on Ero meeting success-based targets related to regional exploration and resource additions. ​ The NX Gold Stream has been accounted for as an asset acquisition. The $ 100 million advance payment, plus direct acquisition costs, have been recorded and allocated between production and exploration stage stream interests (Note 3) within Stream and royalty interests, net on our consolidated balance sheets. Approximately $ 54.9 million and $ 45.1 million was allocated to production stage and exploration stage stream interest, respectively, as of September 30, 2021.The acquisition cost of the production stage NX Gold Stream will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by Ero. ​ 8 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ 3. STREAM AND ROYALTY INTERESTS, NET ​ The following tables summarize our stream and royalty interests, net as of September 30, 2021, and June 30, 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2021 (Amounts in thousands): Cost Accumulated Depletion Net Production stage stream interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Mount Milligan ​ $ 790,635 ​ $ ( 320,831 ) ​ $ 469,804 Pueblo Viejo ​ ​ 610,404 ​ ​ ( 252,167 ) ​ ​ 358,237 Andacollo ​ ​ 388,182 ​ ​ ( 134,661 ) ​ ​ 253,521 Khoemac a u ​ ​ 223,496 ​ ​ ( 78 ) ​ ​ 223,418 Rainy River ​ ​ 175,727 ​ ​ ( 46,106 ) ​ ​ 129,621 Wassa ​ ​ 146,475 ​ ​ ( 81,958 ) ​ ​ 64,517 Other ​ ​ 54,933 ​ ​ ( 2,420 ) ​ ​ 52,513 Total production stage stream interests ​ ​ 2,389,852 ​ ​ ( 838,221 ) ​ ​ 1,551,631 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Production stage royalty interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Voisey's Bay ​ ​ 205,724 ​ ​ ( 111,535 ) ​ ​ 94,189 Red Chris ​ ​ 116,105 ​ ​ — ​ ​ 116,105 Peñasquito ​ ​ 99,172 ​ ​ ( 51,552 ) ​ ​ 47,620 Cortez ​ ​ 80,681 ​ ​ ( 21,368 ) ​ ​ 59,313 Other ​ ​ 442,995 ​ ​ ( 384,488 ) ​ ​ 58,507 Total production stage royalty interests ​ ​ 944,677 ​ ​ ( 568,943 ) ​ ​ 375,734 Total production stage stream and royalty interests ​ ​ 3,334,529 ​ ​ ( 1,407,164 ) ​ ​ 1,927,365 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Development stage stream interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ 12,037 ​ ​ — ​ ​ 12,037 Development stage royalty interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Côté ​ ​ 45,421 ​ ​ — ​ ​ 45,421 Other ​ ​ 54,756 ​ ​ — ​ ​ 54,756 Total development stage stream and royalty interests ​ ​ 112,214 ​ ​ — ​ ​ 112,214 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exploration stage stream interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ NX Gold ​ ​ 45,067 ​ ​ — ​ ​ 45,067 Exploration stage royalty interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Pascua-Lama ​ ​ 177,690 ​ ​ — ​ ​ 177,690 Red Chris ​ ​ 48,895 ​ ​ — ​ ​ 48,895 Côté ​ ​ 29,610 ​ ​ ​ ​ ​ 29,610 Other ​ ​ 135,789 ​ ​ — ​ ​ 135,789 Total exploration stage stream and royalty interests ​ ​ 437,051 ​ ​ — ​ ​ 437,051 Total stream and royalty interests, net ​ $ 3,883,794 ​ $ ( 1,407,164 ) ​ $ 2,476,630 ​ 9 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of June 30, 2021 (Amounts in thousands): Cost Accumulated Depletion ​ Net Production stage stream interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Mount Milligan ​ $ 790,635 ​ $ ( 300,378 ) ​ $ 490,257 Pueblo Viejo ​ ​ 610,404 ​ ​ ( 243,706 ) ​ ​ 366,698 Andacollo ​ ​ 388,182 ​ ​ ( 131,578 ) ​ ​ 256,604 Rainy River ​ ​ 175,727 ​ ​ ( 41,772 ) ​ ​ 133,955 Wassa ​ ​ 146,475 ​ ​ ( 78,865 ) ​ ​ 67,610 Total production stage stream interests ​ ​ 2,111,423 ​ ​ ( 796,299 ) ​ ​ 1,315,124 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Production stage royalty interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Voisey's Bay ​ ​ 205,724 ​ ​ ( 109,850 ) ​ ​ 95,874 Peñasquito ​ ​ 99,172 ​ ​ ( 50,176 ) ​ ​ 48,996 Cortez ​ ​ 80,681 ​ ​ ( 19,128 ) ​ ​ 61,553 Other ​ ​ 442,871 ​ ​ ( 381,191 ) ​ ​ 61,680 Total production stage royalty interests ​ ​ 828,448 ​ ​ ( 560,345 ) ​ ​ 268,103 Total production stage stream and royalty interests ​ ​ 2,939,871 ​ ​ ( 1,356,644 ) ​ ​ 1,583,227 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Development stage stream interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Khoemac a u ​ ​ 223,502 ​ ​ — ​ ​ 223,502 Other ​ ​ 12,037 ​ ​ — ​ ​ 12,037 Development stage royalty interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Côté ​ ​ 45,423 ​ ​ — ​ ​ 45,423 Other ​ ​ 54,755 ​ ​ — ​ ​ 54,755 Total development stage stream and royalty interests ​ ​ 335,717 ​ ​ — ​ ​ 335,717 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exploration stage royalty interests: ​ ​ ​ ​ ​ ​ ​ ​ ​ Pascua-Lama ​ ​ 177,690 ​ ​ — ​ ​ 177,690 Côté ​ ​ 29,610 ​ ​ — ​ ​ 29,610 Other ​ ​ 135,914 ​ ​ — ​ ​ 135,914 Total exploration stage royalty interests ​ ​ 343,214 ​ ​ — ​ ​ 343,214 Total stream and royalty interests, net ​ $ 3,618,802 ​ $ ( 1,356,644 ) ​ $ 2,262,158 ​ COVID-19 Pandemic ​ At times since early 2020, several of our operating counterparties have instituted temporary operational curtailments due to the ongoing COVID-19 pandemic. In addition, the pandemic and resulting economic and societal impacts have made it difficult for operators to forecast expected production amounts and, at times, operators have had to withdraw or revise previously disclosed guidance. For the most part, our results of operations and financial condition have not been materially impacted by these measures to date. However, the effects of the pandemic will ultimately depend on many factors that are outside of our control, including the severity and duration of the pandemic, government and operator actions in response to the pandemic, and the development, availability, and public acceptance of effective treatments and vaccines. As a result, we are currently unable to predict the nature or extent of any future impact on our results of operations and financial condition. We continue to monitor the impact of developments associated with the pandemic on stream and royalty interests as part of our regular asset impairment analysis. ​ 4. MARKETABLE EQUITY SECURITIES ​ As of September 30, 2021, our marketable equity securities include warrants to purchase up to 19,640,000 common shares of TriStar Gold Inc. Our marketable equity securities are measured at fair value (Note 11) each reporting period with any changes in fair value recognized in net income. ​ The fair value of our marketable equity securities increased $ 0.2 million and $ 2.5 million for the three months ended September 30, 2021, and 2020, respectively, and these changes are included in Fair value changes in equity securities on our consolidated statements of operation and comprehensive income. The carrying value of our marketable equity 10 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ securities as of September 30, 2021, and June 30, 2021, was $ 3.3 million and $ 3.1 million, respectively, and is included in Other assets on our consolidated balance sheets. ​ 5. DEBT ​ Our debt as of September 30, 2021, and June 30, 2021, consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2021 ​ As of June 30, 2021 ​ Principal Debt Issuance Costs Total Principal Debt Issuance Costs 1 Total ​ ​ ​ (Amounts in thousands) ​ ​ (Amounts in thousands) Revolving credit facility ​ $ 100,000 ​ $ ( 4,597 ) ​ $ 95,403 ​ $ — ​ $ ( 3,443 ) ​ $ ( 3,443 ) Total debt ​ $ 100,000 ​ $ ( 4,597 ) ​ $ 95,403 ​ $ — ​ $ ( 3,443 ) ​ $ ( 3,443 ) (1) Included in Other assets on our consolidated balance sheets. ​ Revolving credit facility ​ As of September 30, 2021, we had $ 100 million outstanding and $ 900 million available under our revolving credit facility. The interest rate on borrowings under our revolving credit facility as of September 30, 2021, was LIBOR plus 1.10 % for an all-in rate of 1.21 %. Interest expense recognized on the revolving credit facility for the three months ended September 30, 2021, and 2020, was approximately $ 1.0 million and $ 1.3 million, respectively, and included interest on the outstanding borrowings and the amortization of the debt issuance costs. We were in compliance with each financial covenant (leverage ratio and interest coverage ratio) under the revolving credit facility as of September 30, 2021. ​ On July 7, 2021, we entered into a fourth amendment to our revolving credit facility dated June 2, 2017. The amendment extends the maturity date from June 3, 2024, to July 7, 2026, adds provisions to provide for the eventual replacement of LIBOR and makes certain changes to the lenders under the agreement. ​ On October 8, 2021, we repaid $ 50 million of the outstanding borrowings under our revolving credit facility. This increased the amount available under our revolving credit facility to $ 950 million and decreased the amount outstanding to $ 50 million. ​ Royal Gold may repay any borrowings under the revolving credit facility at any time without premium or penalty. ​ 6. REVENUE ​ Revenue Recognition ​ A performance obligation is a promise in a contract to transfer control of a distinct good or service (or integrated package of goods and/or services) to a customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, a performance obligation is satisfied. In accordance with this guidance, revenue attributable to our stream interests and royalty interests is generally recognized at the point in time that control of the related metal production transfers to our customers. The amount of revenue we recognize further reflects the consideration to which we are entitled under the respective stream or royalty agreement. A more detailed summary of our revenue recognition policies for our stream and royalty interests is discussed below. ​ Stream Interests ​ A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more of the metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement. Gold, silver and copper received under our metal streaming agreements are taken into inventory, and then sold primarily using average spot rate gold, silver and copper forward contracts. The sales price for these average spot rate forward contracts is determined by the average daily gold, silver or copper spot prices during the term of the contract, typically a consecutive number of trading days between ten days and three months (depending on the frequency of deliveries under the respective streaming agreement and our sales policy in effect at the time) commencing shortly after 11 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ receipt and purchase of the metal. We settle our forward sales contracts via physical delivery of the metal to the purchaser (our customer) on the settlement date specified in the contract. Under our forward sales contracts, there is a single performance obligation to sell a contractually specified volume of metal to the purchaser, and we satisfy this obligation at the point in time of physical delivery. Accordingly, revenue from our metal sales is recognized on the date of settlement, which is the date that control, custody and title to the metal transfer to the purchaser. ​ Royalty Interests ​ Royalties are non-operating interests in mining projects that provide the right to a percentage of revenue or metals produced from the project after deducting specified costs, if any. We are entitled to payment for our royalty interest in a mining project based on a contractually specified commodity price (for example, a monthly or quarterly average spot price) for the period in which metal production occurs. As a royalty holder, we act as a passive entity in the production and operations of the mining project, and the third-party operator of the mining project is responsible for all mining activities, including subsequent marketing and delivery of all metal production to their ultimate customer. In all of our material royalty interest arrangements, we have concluded that we transfer control of our interest in the metal production to the operator at the point at which production occurs, and thus, the operator is our customer. We have further determined that the transfer of each unit of metal production comprising our royalty interest to the operator represents a separate performance obligation under the contract, and each performance obligation is satisfied at the point in time of metal production by the operator. Accordingly, we recognize revenue attributable to our royalty interests in the period in which metal production occurs at the specified commodity price per the agreement, net of any contractually allowable offsite treatment, refining, transportation and, if applicable, mining costs. ​ Royalty Revenue Estimates ​ For a small number of our royalty interests, we may not receive, or be entitled to receive, payment information, including production information from the operator, for the period in which metal production occurred prior to issuance of our financial statements for that period. As a result, we may estimate revenue for these royalties based on available information, including public information, from the operator. If adequate information is not available from the operator or from other public sources before we issue our financial statements, we will recognize royalty revenue during the period in which the necessary payment information is received. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known. Please also refer to our “Use of Estimates” accounting policy discussed in our Fiscal 2021 10-K. For the three months ended September 30, 2021, royalty revenue that was estimated or was attributable to metal production for a period prior to September 30, 2021, was not material. ​ Disaggregation of Revenue ​ We have identified two material revenue sources in our business: stream interests and royalty interests. These identified revenue sources are consistent with our reportable segments as discussed in Note 10. ​ 12 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ Revenue by metal type attributable to each of our revenue sources is disaggregated as follows (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ September 30, September 30, ​ 2021 ​ 2020 Stream revenue: ​ ​ ​ ​ ​ Gold $ 83,318 ​ $ 83,597 Silver ​ 13,877 ​ ​ 10,898 Copper ​ 18,726 ​ ​ 12,008 Total stream revenue $ 115,921 ​ $ 106,503 Royalty revenue: ​ ​ ​ ​ ​ Gold $ 43,417 ​ $ 26,904 Silver ​ 3,952 ​ ​ 3,441 Copper ​ 4,967 ​ ​ 4,060 Other ​ 6,174 ​ ​ 5,972 Total royalty revenue $ 58,510 ​ $ 40,377 Total revenue $ 174,431 ​ $ 146,880 ​ Revenue attributable to our principal stream and royalty interests is disaggregated as follows (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ ​ September 30, September 30, ​ ​ Metal(s) ​ 2021 ​ 2020 Stream revenue: ​ ​ ​ ​ ​ ​ ​ ​ Mount Milligan ​ Gold & Copper ​ $ 53,455 ​ $ 34,620 Pueblo Viejo ​ Gold & Silver ​ ​ 27,198 ​ ​ 31,270 Andacollo ​ Gold ​ ​ 11,601 ​ ​ 23,509 Wassa ​ Gold ​ ​ 8,033 ​ ​ 9,108 Khoemac a u ​ Silver ​ ​ 107 ​ ​ — Other ​ Gold & Silver ​ ​ 15,527 ​ ​ 7,996 Total stream revenue ​ ​ ​ $ 115,921 ​ $ 106,503 Royalty revenue: ​ ​ ​ ​ ​ ​ ​ ​ Cortez ​ Gold ​ ​ 17,101 ​ ​ 5,684 Peñasquito ​ Gold, Silver, Lead & Zinc ​ $ 12,212 ​ $ 10,209 Other ​ Various ​ ​ 29,197 ​ ​ 24,484 Total royalty revenue ​ ​ ​ $ 58,510 ​ $ 40,377 Total revenue ​ ​ ​ $ 174,431 ​ $ 146,880 ​ Please refer to Note 10 for the geographical distribution of our revenue by reportable segment. ​ 7. STOCK-BASED COMPENSATION ​ We recognized stock-based compensation expense as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ September 30, ​ September 30, ​ ​ 2021 2020 ​ ​ ​ (Amounts in thousands) ​ Stock options ​ $ 16 ​ $ 15 ​ Stock appreciation rights ​ ​ 414 ​ ​ 371 ​ Restricted stock ​ ​ 1,116 ​ ​ 997 ​ Performance stock ​ ​ ( 43 ) ​ ​ 110 ​ Total stock-based compensation expense ​ $ 1,503 ​ $ 1,493 ​ ​ Stock-based compensation expense is included within General and administrative expense in the consolidated statements of operations and comprehensive income. 13 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ ​ During the three months ended September 30, 2021, and 2020, we granted the following stock-based compensation awards: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ September 30, ​ ​ September 30, ​ 2021 2020 ​ ​ ​ (Number of shares) Stock options ​ ​ — ​ ​ 2,860 Stock appreciation rights ​ ​ — ​ ​ 64,100 Restricted stock ​ ​ 50,604 ​ ​ 26,104 Performance stock (at maximum 200 % attainment) ​ ​ 73,200 ​ ​ 35,380 Total equity awards granted ​ ​ 123,804 ​ ​ 128,444 ​ As of September 30, 2021, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrecognized Weighted- ​ ​ compensation ​ average vesting ​ ​ expense period (years) Stock options ​ $ 78 ​ ​ 1.8 Stock appreciation rights ​ ​ 2,019 ​ ​ 1.6 Restricted stock ​ ​ 8,237 ​ ​ 2.9 Performance stock ​ ​ 5,565 ​ ​ 2.6 ​ ​ 8. EARNINGS PER SHARE (“EPS”) ​ Basic EPS were computed using the weighted average number of shares of common stock outstanding during the period, considering the effect of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of EPS pursuant to the two-class method. Our unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. Our unexercised stock option awards, unexercised stock-settled stock appreciation rights and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings used to determine basic EPS are reduced by an amount allocated to participating securities. Use of the two-class method has an immaterial impact on the calculation of basic and diluted EPS. ​ The following tables summarize the effects of dilutive securities on diluted EPS for the periods shown below (amounts in thousands, except share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ September 30, ​ September 30, ​ 2021 2020 Net income attributable to Royal Gold common stockholders ​ $ 70,176 ​ $ 106,939 Weighted-average shares for basic EPS ​ ​ 65,556,608 ​ ​ 65,537,714 Effect of other dilutive securities ​ ​ 71,237 ​ ​ 94,975 Weighted-average shares for diluted EPS ​ ​ 65,627,845 ​ ​ 65,632,689 Basic EPS ​ $ 1.07 ​ $ 1.63 Diluted EPS ​ $ 1.07 ​ $ 1.63 ​ ​ 14 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ 9. INCOME TAXES ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ September 30, ​ September 30, ​ 2021 2020 ​ ​ (Amounts in thousands, except rate) Income tax expense (benefit) ​ $ 16,028 ​ $ ( 2,377 ) Effective tax rate ​ ​ 18.5 % ​ ​ ( 2.3 )% ​ The effective tax rate for the three months ended September 30, 2020, included discrete tax benefits attributable to the settlement of an uncertain tax position with a foreign jurisdiction and the release of a valuation allowance related to deferred tax assets. ​ 10. SEGMENT INFORMATION ​ We manage our business under two reportable segments, consisting of the acquisition and management of stream interests and the acquisition and management of royalty interests. Our long-lived assets (stream and royalty interests, net) are geographically distributed as shown in the following table (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2021 ​ As of June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Total stream ​ ​ ​ ​ ​ ​ ​ Total stream ​ ​ Stream ​ Royalty ​ and royalty ​ Stream ​ Royalty ​ and royalty ​ interest interest interests, net interest interest interests, net Canada ​ $ 599,425 ​ $ 415,213 ​ $ 1,014,638 ​ $ 624,212 ​ $ 252,547 ​ $ 876,759 Dominican Republic ​ ​ 358,237 ​ ​ — ​ ​ 358,237 ​ ​ 366,698 ​ ​ — ​ ​ 366,698 Chile ​ ​ 253,521 ​ ​ 224,116 ​ ​ 477,637 ​ ​ 256,604 ​ ​ 224,116 ​ ​ 480,720 Africa ​ ​ 287,935 ​ ​ 321 ​ ​ 288,256 ​ ​ 291,112 ​ ​ 321 ​ ​ 291,433 Mexico ​ ​ — ​ ​ 63,687 ​ ​ 63,687 ​ ​ — ​ ​ 66,867 ​ ​ 66,867 United States ​ ​ — ​ ​ 110,153 ​ ​ 110,153 ​ ​ — ​ ​ 112,817 ​ ​ 112,817 Australia ​ ​ — ​ ​ 27,788 ​ ​ 27,788 ​ ​ — ​ ​ 28,117 ​ ​ 28,117 Rest of world ​ ​ 109,618 ​ ​ 26,616 ​ ​ 136,234 ​ ​ 12,038 ​ ​ 26,709 ​ ​ 38,747 Total ​ $ 1,608,736 ​ $ 867,894 ​ $ 2,476,630 ​ $ 1,550,664 ​ $ 711,494 ​ $ 2,262,158 ​ Our reportable segments for purposes of assessing performance are shown below (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Revenue Cost of sales (1) Production taxes Depletion (2) Segment gross profit Stream interests ​ $ 115,921 ​ $ 27,230 ​ $ — ​ $ 41,922 ​ $ 46,769 Royalty interests ​ ​ 58,510 ​ ​ — ​ ​ 2,054 ​ ​ 8,597 ​ ​ 47,859 Total ​ $ 174,431 ​ $ 27,230 ​ $ 2,054 ​ $ 50,519 ​ $ 94,628 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2020 ​ Revenue Cost of sales (1) Production taxes Depletion (2) Segment gross profit Stream interests ​ $ 106,503 ​ $ 21,902 ​ $ — ​ $ 39,027 ​ $ 45,574 Royalty interests ​ ​ 40,377 ​ ​ — ​ ​ 1,355 ​ ​ 7,187 ​ ​ 31,835 Total ​ $ 146,880 ​ $ 21,902 ​ $ 1,355 ​ $ 46,214 ​ $ 77,409 (1) Excludes depreciation, depletion and amortization ​ (2) Depletion amounts are included within Depreciation, depletion and amortization on our consolidated statements of operations and comprehensive income. ​ 15 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ A reconciliation of total segment gross profit to the consolidated Income before income taxes is shown below (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2021 ​ 2020 Total segment gross profit ​ $ 94,628 ​ $ 77,409 ​ ​ ​ ​ ​ ​ ​ Costs and expenses ​ ​ ​ ​ ​ ​ General and administrative expenses ​ ​ 7,129 ​ ​ 7,454 Exploration costs ​ ​ — ​ ​ 563 Depreciation and amortization ​ ​ 92 ​ ​ 86 Gain on sale of Peak Gold JV interest ​ ​ — ​ ​ 33,906 Operating income ​ ​ 87,407 ​ ​ 103,212 Fair value changes in equity securities ​ ​ 176 ​ ​ 2,539 Interest and other income ​ ​ 819 ​ ​ 421 Interest and other expense ​ ​ ( 1,908 ) ​ ​ ( 1,875 ) Income before income taxes ​ $ 86,494 ​ $ 104,297 ​ Our revenue by reportable segment for the three months ended September 30, 2021, and 2020, is geographically distributed as shown in the following table (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ September 30, ​ September 30, ​ 2021 2020 Stream interests: ​ ​ ​ ​ ​ ​ Canada ​ $ 64,031 ​ $ 41,586 Dominican Republic ​ ​ 27,198 ​ ​ 31,270 Chile ​ ​ 11,601 ​ ​ 23,509 Africa ​ ​ 8,679 ​ ​ 10,138 Rest of world ​ ​ 4,412 ​ ​ — Total stream interests ​ $ 115,921 ​ $ 106,503 ​ ​ ​ ​ ​ ​ ​ Royalty interests: ​ ​ ​ ​ ​ ​ United States ​ $ 27,080 ​ $ 13,698 Mexico ​ ​ 15,427 ​ ​ 11,577 Canada ​ ​ 6,402 ​ ​ 7,410 Australia ​ ​ 6,917 ​ ​ 4,542 Africa ​ ​ 602 ​ ​ 750 Rest of world ​ ​ 2,082 ​ ​ 2,400 Total royalty interests ​ $ 58,510 ​ $ 40,377 Total revenue ​ $ 174,431 ​ $ 146,880 ​ ​ 11. FAIR VALUE MEASUREMENTS ​ Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, we utilize a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: ​ Level 1: Quoted prices for identical instruments in active markets; ​ 16 Table of Contents ROYAL GOLD, INC. Notes to Consolidated Financial Statements (Unaudited) ​ Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and ​ Level 3: Prices or valuation techniques requiring inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). ​ The following table sets forth our financial assets measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2021 ​ ​ ​ ​ Fair Value ​ Carrying Amount Total Level 1 Level 2 Level 3 Assets (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Marketable equity securities (1) ​ $ 3,258 ​ $ 3,258 ​ $ — ​ $ 3,258 ​ $ — (1) Included in Other assets on our consolidated balance sheets. ​ The TriStar Gold Inc. warrants classified within Level 2 of the fair value hierarchy are model-derived (Black-Scholes) valuations in which the significant inputs are observable in active markets. The carrying value of our revolving credit facility (Note 5) approximates fair value as of September 30, 2021. ​ As of September 30, 2021, we had assets that, under certain conditions, are subject to measurement at fair value on a non-recurring basis like those associated with stream and royalty interests, intangible assets and other long-lived assets. For these assets, measurement at fair value in periods subsequent to their initial recognition is applicable if any of these assets are determined to be impaired. If recognition of these assets at their fair value becomes necessary, such measurements will be determined utilizing Level 3 inputs. ​ ​ 12. COMMITMENTS AND CONTINGENCIES ​ Khoemac a u Silver Stream Acquisition ​ Option Silver Stream ​ As of September 30, 2021, Royal Gold has remaining committed funding of $ 42.4 million as part of our Khoemac a u silver stream acquisition, which may be drawn at the election of Khoemac a u Copper Mining (Pty.) Limited (“KCM”) prior to the completion of construction. Refer to our Fiscal 2021 10-K for further details on the Khoemac a u silver stream acquisition and subordinated debt facility. Additionally, on October 8, 2021 we made an advance payment of $ 15.9 million toward the option stream which increased our right to receive payable silver produced from Khoemac a u from a rate of 84 % to 90 % until delivery of approximately 36.0 million silver ounces, and 45 % (from 42 %) thereafter. ​ Subordinated Debt Facility ​ On July 7, 2021, KCM drew the remaining $ 7.0 million on the $ 25.0 million subordinated debt facility provided by Royal Gold. The subordinated debt facility has a term of seven years , carries interest at a rate of LIBOR + 11 % and requires mandatory repayment upon certain events. As of September 30, 2021, $ 25.0 million was outstanding on the subordinated debt facility and is included in Other assets in our consolidated balance sheets. ​ Ilovica Gold Stream Acquisition ​ As of September 30, 2021, our conditional funding schedule of $ 163.75 million, as part of the Ilovica gold stream acquisition entered into in October 2014, remains subject to certain conditions. ​ ​ ​ ​ 17 Table of Contents ​