rgld-20240930

美国

证券交易委员会

华盛顿特区20549

______________________________________________________________

表格 10-Q

______________________________________________________________

（标记一）


x			根据1934年证券交易法第13或15(d)节的季度报告

截至季度末2024年9月30日


o			根据1934年证券交易法第13或15(d)节的转型报告书

对于从　　到　　的过渡期

委托文件编号：001-39866001-13357

______________________________________________________________

皇家黄金股份有限公司.

（按其章程规定的确切注册人名称）

______________________________________________________________


特拉华州						84-0835164
（注册或组织的）提起诉讼的州或其他司法管辖区（如适用）						（IRS雇主
1501 Yamato Road						唯一识别号码）

1144 15th Street, Suite 2500
丹佛, 科罗拉多州						80202
(主要领导机构的地址)						(邮政编码)

注册人的电话号码，包括区号： (303) 573-1660

在法案第12(b)条的规定下注册的证券：

每种类别的证券

交易代码

每个交易所的名称

普通股票，面值为$0.01

RGLD

纳斯达克全球精选市场

请勾选以下选项以指示注册人是否在过去12个月内(或在注册人需要提交此类报告的较短时间内)已提交证券交易法1934年第13或15(d)条所要求提交的所有报告，并且在过去90天内已受到此类报告提交要求的影响。Yes x 没有 o

请在以下勾选方框表示注册人是否已在Regulation S-T Rule 405规定的前12个月(或在注册人需要提交此类文件的较短期间内)提交了每个互动数据文件。Yes x 没有 o

请勾选此项，指示注册人是否为大型加速申报人、加速申报人、非加速申报人、小型报告公司或新兴增长公司。有关“大型加速申报人”、“加速申报人”、“小型报告公司”和“新兴增长公司”的定义，请参见《交易法规1.2》条。


大型加速报告人 x						加速报告人o
非加速报告人o						小型报告公司o
新兴成长公司 o

如果是新兴成长型公司，请勾选是否已选择不使用根据交易所法案第13(a)条款提供的任何新的或修订的财务会计准则的延长过渡期来遵守。 o

请勾选以下选项以指示注册人是否为外壳公司(根据交易所法规则12b-2定义)。是o 否 x

截至2023年7月31日，续借贷款协议下未偿还的借款额为65,756,835 2024年10月30日，皇家黄金普通股的流通股数。

指数


		页码
第一部分	财务信息

项目1。	基本报表(未经审计)

	合并资产负债表	3
	综合收益及综合损益表	4
	股东权益变动表	5
	合并现金流量表	6
	综合财务报表附注	7

事项二	分销计划	19

第3项。	市场风险的定量和定性披露	30

事项4。	控制和程序	30

第II部分	其他信息

项目1。	法律诉讼	30

项目1A。	风险因素	30

事项二	未注册的股票股权销售和筹款用途	31

第3项。	对优先证券的违约	31

事项4。	矿山安全披露	31

项目5。	其他信息	31

项目6。	展示资料	33

签名		34

第一部分财务信息

项目1.基本报表

皇家黄金公司。

合并资产负债表

(未经审计，金额以千为单位，股本数据除外)


	9月30日, 2024		12月31日, 2023
资产
现金及现金等价物	$	127,882	$	104,167
专属应收款项	50,118		48,884
应收所得税	10,190		2,676
流存货	11,620		9,788
预付费用和其他	2,295		1,911
总流动资产	202,105		167,426
流通和皇家黄金权益，净值（注3）	3,021,324		3,075,574
其他	78,196		118,057
资产总额	$	3,301,625	$	3,361,057
负债
应付账款	$	13,245	$	11,441
分红派息应付款	26,320		26,292

应交所得税	30,386		15,557
其他流动负债	16,372		19,132
流动负债合计	86,323		72,422
债务（注4）	—		245,967
递延税款负债	132,857		134,299
Mount Milligan递延负债（注5）	25,000		—
其他负债	6,517		7,728
负债合计	250,697		460,416
100亿股认可，分别于2024年5月3日和2024年2月2日拥有发行并流通的股份数量
股东权益
优先股，$0.0001.01每股面值，10,000,000授权股份数为0 股票已发行	—		—
普通股，每股面值为 $0.0001；.01每股面值，200,000,000授权股份数为65,689,357 和 65,631,760分别拥有和股已发行股份	657		656
额外实收资本	2,225,788		2,221,039
未分配利润	812,192		666,522
皇家黄金股东权益总额	3,038,637		2,888,217
非控股权益	12,291		12,424
股东权益总计	3,050,928		2,900,641
负债和所有者权益总额	$	3,301,625	$	3,361,057

1,049.4

皇家黄金公司。

综合收益及综合损益表

(未经审计，金额以千为单位，股本数据除外)


	三个月截至				九个月结束
	9月30日, 2024		9月30日, 2023		9月30日, 2024		9月30日, 2023
营业收入（注6）	$	193,837	$	138,617	$	516,835	$	453,051

费用和支出
销售成本（不包括折旧、减值和摊销）	27,192		21,351		73,116		69,738
一般行政	10,102		9,927		32,025		30,020
生产税	1,520		1,671		4,550		4,934
Depreciation, depletion and amortization	36,177		40,106		110,689		124,847
总成本和费用	74,991		73,055		220,380		229,539

营业利润	118,846		65,562		296,455		223,512

权益证券公允价值变动	(425)		(462)		(42)		(171)
利息和其他收入	626		2,436		4,410		7,348
利息和其他费用	(1,207)		(7,285)		(8,330)		(24,867)
税前收入	117,840		60,251		292,493		205,822

所得税费用（注9）	(21,510)		(10,752)		(67,535)		(28,652)
净利润和综合收益	96,330		49,499		224,958		177,170
净利润和全面利润（归属于非控股权益）	(88)		(162)		(343)		(509)
净利润和全面利润（归属于皇家黄金普通股东）	$	96,242	$	49,337	$	224,615	$	176,661
每股净利润（归属于皇家黄金普通股东）：
基本每股收益	$	1.46	$	0.75	$	3.41	$	2.69
加权平均每股基本收益	65,670,381		65,619,406		65,652,934		65,606,681
摊薄每股收益	$	1.46	$	0.75	$	3.41	$	2.68
稀释后加权平均股本	65,795,014		65,757,076		65,767,668		65,743,114
每股普通股分红派息	$	0.40	$	0.375	$	1.20	$	1.125

附注是这些合并财务报表的一部分。

皇家黄金公司。

股东权益变动表

截至2024年9月30日和2023年的三个月

(未经审计，金额以千元为单位，除每股数据外)


	皇家黄金股东

	普通股份。			额外的实缴资本		累积的收益		非控制权益利益		总计股权
	股份	金额
2024年6月30日余额	65,656,625	$	656	$	2,225,942	$	742,270	$	12,325	$	2,981,193
股权补偿和相关股份发行	32,732	1		(154)		—		—		(153)
分配给非控股股权的股东	—	—		—		—		(122)		(122)
净利润和综合收益	—	—		—		96,242		88		96,330
3,341,700	—	—		—		(26,320)		—		(26,320)
2024年9月30日的余额	65,689,357	$	657	$	2,225,788	$	812,192	$	12,291	$	3,050,928

	皇家黄金股东

	普通股份。			额外的实缴资本		累积的收益		非控制权益利益		总计股权
	股份	金额
2023年6月30日的余额	65,609,736	$	656	$	2,217,559	$	605,347	$	12,331	$	2,835,893
以股票为基础的补偿和相关股份发行	22,024	—		1,136		—		—		1,136
分配给非控股股权的股东	—	—		—		—		(97)		(97)
净利润和综合收益	—	—		—		49,337		162		49,499
3,341,700	—	—		—		(24,649)		—		(24,649)
2023年9月30日结余	65,631,760	$	656	$	2,218,695	$	630,035	$	12,396	$	2,861,782

ROYAL GOLD, INC.

Consolidated Statements of Changes in Stockholders’ Equity

Nine months ended September 30, 2024, and 2023

(unaudited, amounts in thousands except share data)


	Royal Gold Stockholders

	Common Shares			Additional Paid-In Capital		Accumulated Earnings		Non-controlling Interests		Total Equity
	Shares	Amount
Balance at December 31, 2023	65,631,760	$	656	$	2,221,039	$	666,522	$	12,424	$	2,900,641
Stock-based compensation and related share issuances	57,597	1		4,749		—		—		4,750
Distributions to non-controlling interests	—	—		—		—		(476)		(476)
Net income and comprehensive income	—	—		—		224,615		343		224,958
Dividends declared	—	—		—		(78,945)		—		(78,945)
Balance at September 30, 2024	65,689,357	$	657	$	2,225,788	$	812,192	$	12,291	$	3,050,928

	Royal Gold Stockholders

	Common Shares			Additional Paid-In Capital		Accumulated Earnings		Non-controlling Interests		Total Equity
	Shares	Amount
Balance at December 31, 2022	65,592,597	$	656	$	2,213,123	$	527,314	$	12,376	$	2,753,469
Stock-based compensation and related share issuances	39,163	—		5,572		—		—		5,572
Distributions to non-controlling interests	—	—		—		—		(489)		(489)
Net income and comprehensive income	—	—		—		176,661		509		177,170
Dividends declared	—	—		—		(73,940)		—		(73,940)
Balance at September 30, 2023	65,631,760	$	656	$	2,218,695	$	630,035	$	12,396	$	2,861,782

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

ROYAL GOLD, INC.

Consolidated Statements of Cash Flows

(Unaudited, amounts in thousands)


	Nine Months Ended
	September 30, 2024		September 30, 2023
Cash flows from operating activities:
Net income and comprehensive income	$	224,958	$	177,170
Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities:
Depreciation, depletion and amortization	110,689		124,847
Non-cash employee stock compensation expense	9,313		7,342
Fair value changes in equity securities	42		171
Deferred tax benefit	4,908		(6,011)
Other	717		592
Changes in assets and liabilities:
Royalty receivables	(1,234)		14,678
Stream inventory	(1,832)		2,805
Income tax receivable	(7,513)		(11,182)
Prepaid expenses and other assets	11,240		(3,367)
Accounts payable	1,804		1,940
Income tax payable	14,830		6,428
Mount Milligan deferred liability	25,000		—
Other liabilities	(4,472)		(709)
Net cash provided by operating activities	$	388,450	$	314,704

Cash flows from investing activities:
Acquisition of stream and royalty interests	(55,683)		(2,678)

Proceeds from Khoemacau debt facility	25,000		—
Other	(91)		(149)
Net cash used in investing activities	$	(30,774)	$	(2,827)

Cash flows from financing activities:
Repayment of debt	(250,000)		(250,000)


Net payments from issuance of common stock	(4,564)		(1,373)
Common stock dividends	(78,917)		(73,918)
Other	(480)		(2,271)
Net cash used in financing activities	$	(333,961)	$	(327,562)
Net increase (decrease) in cash and equivalents	23,715		(15,685)
Cash and equivalents at beginning of period	104,167		118,586
Cash and equivalents at end of period	$	127,882	$	102,901

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

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

1. OPERATIONS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS

Royal Gold, Inc., together with its subsidiaries (“Royal Gold,” the “Company,” “we,” “us,” or “our”), is engaged in the business of acquiring and managing precious metals streams, royalties and similar interests. We seek to acquire existing stream and royalty interests or to finance projects that are in production or in the development stage in exchange for stream or royalty interests. A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right and obligation to purchase all or a portion of one or more metals produced from a mine at a price determined for the life of the transaction by the purchase agreement. Royalties are non-operating interests in a mining project that provide the right to revenue or metals produced from the project after deducting contractually specified costs, if any.

Summary of Significant Accounting Policies

The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair presentation of our interim financial statements have been included in this Form 10-Q. Operating results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the calendar year ending December 31, 2024. These interim unaudited consolidated financial statements should be read in conjunction with our Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (“SEC”) on February 15, 2024 (“2023 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

Back River Royalties

On June 26, 2024, International Royalty Corporation, a wholly-owned subsidiary of Royal Gold, acquired a 0.7% net smelter return ("NSR") royalty (the "Hill Royalty") that declines by 50% after $5 million Canadian dollars in royalty revenue is received, and a 26.25% interest in a 5% gross smelter return royalty (the "KM Royalty") that is payable after approximately 780,000 ounces have been produced on the Back River Gold Project ("Back River") for aggregate cash consideration of $51 million. Payments for the Hill Royalty are deductible from the KM Royalty. Back River is operated by B2Gold Corporation and is located in Western Nunavut, Canada.

The Back River royalties have been accounted for as an asset acquisition and the $51 million cash consideration, plus direct transaction costs, have been allocated to development ($42 million) and exploration ($9 million) stage royalty interests within Stream and royalty interests, net on our consolidated balance sheets. The purchase price was funded with available cash on hand.

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, 2024 and December 31, 2023.


As of September 30, 2024 (Amounts in thousands):	Cost		Accumulated Depletion		Net
Production stage stream interests:
Mount Milligan	$	790,635	$	(455,549)	$	335,086
Pueblo Viejo	610,404		(306,451)		303,953
Andacollo	388,182		(173,673)		214,509
Khoemacau	265,911		(55,365)		210,546
Rainy River	175,727		(82,771)		92,956
Other	237,059		(149,939)		87,120
Total production stage stream interests	2,467,918		(1,223,748)		1,244,170

Production stage royalty interests:
Cortez (Legacy Zone and CC Zone)	353,850		(76,378)		277,472
Voisey's Bay	205,724		(123,350)		82,374
Red Chris	116,187		(5,966)		110,221
Peñasquito	99,172		(63,543)		35,629
Other	509,717		(416,069)		93,648
Total production stage royalty interests	1,284,650		(685,306)		599,344
Total production stage stream and royalty interests	3,752,568		(1,909,054)		1,843,514

Development stage stream interests:
Other	12,038		—		12,038
Development stage royalty interests:
Back River	42,948		—		42,948
La Fortuna	35,140		—		35,140
Other	30,844		—		30,844
Total development stage stream and royalty interests	120,970		—		120,970

Exploration stage stream interests:
Xavantina	19,563		—		19,563
Exploration stage royalty interests:
Cortez (Legacy Zone and CC Zone)	456,479		—		456,479
Great Bear	209,106		—		209,106
Pascua-Lama	177,690		—		177,690
Red Chris	48,895		—		48,895
Côté	29,610		—		29,610
Other	115,497		—		115,497
Total exploration stage stream and royalty interests	1,056,840		—		1,056,840
Total stream and royalty interests, net	$	4,930,378	$	(1,909,054)	$	3,021,324

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)


As of December 31, 2023 (Amounts in thousands):	Cost		Accumulated Depletion		Net
Production stage stream interests:
Mount Milligan	$	790,635	$	(430,106)	$	360,529
Pueblo Viejo	610,404		(299,354)		311,050
Andacollo	388,182		(165,553)		222,629
Khoemacau	265,911		(41,635)		224,276
Rainy River	175,727		(74,858)		100,869
Other	232,703		(132,043)		100,660
Total production stage stream interests	2,463,562		(1,143,549)		1,320,013

Production stage royalty interests:
Cortez (Legacy Zone and CC Zone)	353,850		(61,891)		291,959
Voisey's Bay	205,724		(121,000)		84,724
Red Chris	116,187		(3,758)		112,429
Peñasquito	99,172		(59,900)		39,272
Other	448,899		(408,522)		40,377
Total production stage royalty interests	1,223,832		(655,071)		568,761
Total production stage stream and royalty interests	3,687,394		(1,798,620)		1,888,774

Development stage stream interests:
Other	12,038		—		12,038
Development stage royalty interests:
Côté	45,421		—		45,421
La Fortuna	35,140		—		35,140
Other	45,992		—		45,992
Total development stage stream and royalty interests	138,591		—		138,591

Exploration stage stream interests:
Xavantina	19,565		—		19,565
Exploration stage royalty interests:
Cortez (Legacy Zone and CC Zone)	456,479		—		456,479
Great Bear	209,106		—		209,106
Pascua-Lama	177,690		—		177,690
Red Chris	48,895		—		48,895
Côté	29,610		—		29,610
Other	106,864		—		106,864

Total exploration stage stream and royalty interests	1,048,209		—		1,048,209
Total stream and royalty interests, net	$	4,874,194	$	(1,798,620)	$	3,075,574

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

4. DEBT

Our debt as of September 30, 2024 and December 31, 2023 consists of the following (amounts in thousands):


	As of September 30, 2024						As of December 31, 2023
	Principal		Debt Issuance Costs (1)		Total		Principal		Debt Issuance Costs		Total
	(Amounts in thousands)						(Amounts in thousands)

Revolving credit facility	$	—	$	—	$	—	$	250,000	$	(4,033)	$	245,967
Total debt	$	—	$	—	$	—	$	250,000	$	(4,033)	$	245,967

_______________________________________________

(1)Debt issuance costs of $3.4 million included within Other assets on our consolidated balance sheets.

Revolving credit facility

During the three months ended September 30, 2024, we repaid the remaining $50 million of outstanding borrowings on our revolving credit facility, making the entire $1 billion revolving credit facility available as of September 30, 2024. Interest expense, which includes interest on borrowings and amortization of debt issuance costs, was $0.5 million and $6.1 million for the three and nine months ended September 30, 2024, respectively, and $6.7 million and $23.0 million for the three and nine months ended September 30, 2023, respectively. We were in compliance with each financial covenant (leverage ratio and interest coverage ratio) under our revolving credit facility as of September 30, 2024.

We may repay any borrowings under our revolving credit facility at any time without premium or penalty.

5. MOUNT MILLIGAN DEFERRED LIABILITY

On February 13, 2024, RGLD Gold AG, a subsidiary of the Company, entered into a Processing Cost Support Agreement (the "Mount Milligan Cost Support Agreement") with Centerra Gold Inc. ("Centerra") with respect to the Mount Milligan Mine ("Mount Milligan") for cash consideration of $24.5 million, 50,000 ounces ("Deferred Gold Consideration") of gold to be delivered in the future and a free cash flow interest. The cost support allowed for the extension of the mine from 2032 to 2035 and the potential to extend the mine life beyond 2035.

The value of the cash consideration and free cash flow interest received from Centerra is recorded as a deferred liability in our consolidated balance sheets as of September 30, 2024. This amount will be amortized as we provide future cost support to Centerra under the Mount Milligan Cost Support Agreement on a units of production basis over the Mount Milligan mine life beginning with the first cost support payment made after the First Threshold (defined below) is met.

The key features of the Mount Milligan Cost Support Agreement are discussed below.

Deferred Gold Consideration

The Deferred Gold Consideration will be delivered in equal installments of 2,500 ounces for a period of 20 quarters commencing on the earlier of June 30, 2030, or the delivery of 375,000 ounces of gold or 30,000 tonnes of copper from metal deliveries referenced by the Mount Milligan Cost Support Agreement with a bill of lading date on or after January 1, 2024. As part of the Deferred Gold Consideration, we are entitled to receive three tranches of 11,111 ounces each (the "Greenstone Deliveries"), with the last delivery expected before year end 2027. Each of the Greenstone Deliveries received shall reduce the number of ounces in any remaining Deferred Gold Consideration delivery on a pro-rata basis. The Deferred Gold Consideration deliveries require no cash payment from the Company, and will be made irrespective of the operating status of Mount Milligan as long as we comply with the terms of the Mount Milligan Cost Support Agreement and existing stream agreement. Each of the Greenstone Deliveries will be delivered to Royal Gold within 30 days of such delivery to Centerra.

When the Deferred Gold Consideration is received and subsequently sold, we anticipate the value of the gold ounces sold will be recorded as a deferred liability and amortized on a units of production basis over the mine life of Mount Milligan as we provide future cost support.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Cost Support

Metal deliveries referenced in the Mount Milligan Cost Support Agreement are those with a bill of lading date on or after January 1, 2024 (the "Reference Date"). Delivery thresholds used to define the periods of cost support are the earlier deliveries of:

a.375,000 ounces of gold or 30,000 tonnes of copper from the Reference Date (the “First Threshold”).

b.665,000 ounces of gold or 60,000 tonnes of copper from the Reference Date (the “Second Threshold”).

Near-Term Cost Support Through Approximately 2029

At Centerra’s request, in the event that both the gold price is at or below $1,600 per ounce and the copper price is at or below $3.50 per pound, for each delivery under the existing Mount Milligan stream agreement, we will pay the lower of either $415 per ounce of gold, or 66% of the spot gold price less $435 per ounce, and 35% of the spot copper price for each pound of copper delivered (the “Pre-Threshold Support”). This near-term cost support will be made available from the Reference Date through to the First Threshold, which is expected to be through approximately 2029.

Any Pre-Threshold Support we provide will be recoverable from any cost support calculated after the First Threshold at metal prices above $1,600 per ounce of gold and $3.50 per pound of copper. For gold, any cost support payment will be reduced by the difference between the gold price and $1,600 per ounce. For copper, any cost support payment will be reduced by the difference between the copper price and $3.50 per pound.

Cost Support from Approximately 2030 Through Approximately 2035

We will provide Centerra cost support payments from the First Threshold until the Second Threshold as follows:

a.With respect to gold, the lower of either $415 per ounce, or 50% of the spot gold price less $435 per ounce, for each ounce of gold delivered under the existing Mount Milligan stream agreement.

b.With respect to copper, 35% of the spot copper price for each pound of copper delivered under the existing Mount Milligan stream agreement.

Cost Support After Approximately 2036

We will provide Centerra cost support payments after the Second Threshold as follows:

a.With respect to gold, the lower of either $615 per ounce, or 66% of the spot gold price less $435 per ounce, for each ounce of gold delivered under the existing Mount Milligan stream agreement.

b.With respect to copper, 51% of the spot copper price, for each pound of copper delivered.

Suspension of Cost Support

Our obligation to make long-term cost support payments will be suspended if (and for so long as) Centerra discloses reserve tonnage which, when combined with mining depletion from the Reference Date to the date of such disclosure, is less than the current reserves expected to be processed through to 2035. Suspension of cost support payments will not impact the Deferred Gold Consideration and free cash flow interest, and the cash consideration is not refundable as long as we comply with the terms of the Mount Milligan Cost Support Agreement and the existing stream agreement.

Nothing in the Mount Milligan Cost Support Agreement modifies the existing stream agreement, including the payment of $435 for each gold ounce delivered and 15% of the spot price for each pound of copper delivered.

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

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

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 and obligation 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 at cash average or spot market prices. The sales price for the averaging contracts is determined by the average daily gold, silver or copper spot prices during the term of the contract, typically a consecutive period between ten days and three months (depending on the frequency of deliveries under the respective streaming agreement and our sales policy in effect at the time), commencing shortly after receipt and purchase of the metal. We settle both averaging and spot sales contracts via physical delivery of the metal to the purchaser (our customer) on the settlement date specified in the contract. Under our sales contracts, there is a single performance obligation to sell a contractually specified volume of metal to the purchaser, and we satisfy this obligation at the point in time of physical delivery. Accordingly, revenue from our metal sales is recognized on the date of settlement, which is the date that control, custody and title to the metal transfer to the purchaser.

Royalty Interests

Royalties are non-operating interests in mining projects that provide the right to a percentage of revenue or metals produced from the project after deducting specified costs, if any. We are entitled to payment for our royalty interest in a mining project based on a contractually specified commodity price (for example, a monthly or quarterly average spot price) for the period in which metal production occurs. As a royalty holder, we act as a passive entity in the production and operations of the mining project, and the third-party operator of the mining project is responsible for all mining activities, including subsequent marketing and delivery of all metal production to their ultimate customer. In all of our material royalty interest arrangements, we have concluded that we transfer control of our interest in the metal production to the operator at the point at which production occurs, and thus, the operator is our customer. We have further determined that the transfer of each unit of metal production comprising our royalty interest to the operator represents a separate performance obligation under the contract, and each performance obligation is satisfied at the point in time of metal production by the operator. Accordingly, we recognize revenue attributable to our royalty interests in the period in which metal production occurs at the specified commodity price per the agreement, net of any contractually allowable costs.

Royalty Revenue Estimates

For a small number of our royalty interests, we may not receive, or be entitled to receive, payment information, including production information from the operator, for the period in which metal production occurred prior to issuance of our financial statements for that period. As a result, we may estimate revenue for these royalties based on available information, including public information, from the operator. If adequate information is not available from the operator or from other public sources before we issue our financial statements, we will recognize royalty revenue during the period in which the necessary payment information is received. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known. Please also refer to our “Use of Estimates” accounting policy discussed in our 2023 10-K. For the three months ended September 30, 2024, royalty revenue that was estimated or was attributable to metal production for a period prior to September 30, 2024, 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.

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				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Stream revenue:
Gold	$	100,126	$	72,540	$	270,000	$	231,396
Silver	20,026		14,419		51,653		51,958
Copper	12,900		12,019		36,878		36,628
Total stream revenue	$	133,052	$	98,978	$	358,531	$	319,982
Royalty revenue:
Gold	$	46,837	$	35,993	$	117,504	$	109,030
Silver	3,674		441		12,981		6,108
Copper	4,808		1,524		12,077		8,154
Other	5,466		1,681		15,742		9,777
Total royalty revenue	$	60,785	$	39,639	$	158,304	$	133,069
Total revenue	$	193,837	$	138,617	$	516,835	$	453,051

Revenue attributable to our principal stream and royalty interests is disaggregated as follows (amounts in thousands):


		Three Months Ended				Nine Months Ended
	Metal(s)	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Stream revenue:
Mount Milligan	Gold & Copper	$	56,570	$	33,876	$	143,704	$	121,739
Pueblo Viejo	Gold & Silver	26,585		16,688		64,147		62,586
Andacollo	Gold	9,652		14,644		31,949		35,401
Khoemacau	Silver	7,996		9,047		24,148		27,082
Other	Gold & Silver	32,249		24,723		94,583		73,174
Total stream revenue		$	133,052	$	98,978	$	358,531	$	319,982
Royalty revenue:
Cortez Legacy Zone	Gold	$	13,047	$	19,668	$	41,610	$	57,062
Cortez CC Zone	Gold	2,739		2,948		7,713		9,674
Peñasquito	Gold, Silver, Lead & Zinc	9,356		—		29,863		13,538
Other	Various	35,643		17,023		79,118		52,795
Total royalty revenue		$	60,785	$	39,639	$	158,304	$	133,069
Total revenue		$	193,837	$	138,617	$	516,835	$	453,051

Peñasquito Revenue

During the three months ended September 30, 2023, no royalty revenue from Peñasquito was recognized due to the suspension of operations resulting from a strike action on June 7, 2023, by the National Union of Mine and Metal Workers of the Mexican Republic (the "Union"). Newmont Corporation and the Union reached a definitive agreement on October 13, 2023 and Peñasquito's operations reached full operating capacity by the end of the fourth quarter of 2023.

Please refer to Note 10 for the geographical distribution of our revenue by reportable segment.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

7. STOCK-BASED COMPENSATION

We recognized stock-based compensation expense as follows (amounts in thousands):


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Restricted stock	$	1,667	$	1,538	$	5,562	$	4,692
Performance stock	1,310		1,105		3,751		2,098
Stock appreciation rights	—		116		—		533
Stock options	—		4		—		19
Total stock-based compensation expense	$	2,977	$	2,763	$	9,313	$	7,342

Stock-based compensation expense is included within General and administrative expense in the consolidated statements of operations and comprehensive income.

We granted the following stock-based compensation awards:


	Three Months Ended		Nine Months Ended
	September 30, 2024	September 30, 2023	September 30, 2024	September 30, 2023
	(Number of shares)		(Number of shares)
Performance stock (at maximum 200% attainment)	—	380	93,840	82,740
Restricted Stock	—	180	65,850	56,710
Total equity awards granted	—	560	159,690	139,450

As of September 30, 2024, unrecognized compensation expense (expressed in thousands below) and weighted-average vesting period for each of our stock-based compensation awards were as follows:


	Unrecognized compensation expense		Weighted- average vesting period (years)
Restricted stock	$	7,930	1.9
Performance stock	6,125		1.9

8. EARNINGS PER SHARE (“EPS”)

Basic EPS was computed using the weighted average number of shares of common stock outstanding during the period, considering the effect of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of EPS pursuant to the two-class method. Our unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. Our unexercised stock option awards, unexercised stock-settled stock appreciation rights and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings used to determine basic EPS are reduced by an amount allocated to participating securities. Use of the two-class method has an immaterial impact on the calculation of basic and diluted EPS.

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

The following table summarizes the effects of dilutive securities on diluted EPS for the periods shown below (amounts in thousands, except share data):


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Net income attributable to Royal Gold common stockholders	$	96,242	$	49,337	$	224,615	$	176,661
Weighted-average shares for basic EPS	65,670,381		65,619,406		65,652,934		65,606,681
Effect of other dilutive securities	124,633		137,670		114,734		136,433
Weighted-average shares for diluted EPS	65,795,014		65,757,076		65,767,668		65,743,114
Basic EPS	$	1.46	$	0.75	$	3.41	$	2.69
Diluted EPS	$	1.46	$	0.75	$	3.41	$	2.68

9. INCOME TAXES

The following table provides the income tax expense (amounts in thousands) and effective tax rates for the periods indicated:


	Three Months Ended						Nine Months Ended
	September 30, 2024			September 30, 2023			September 30, 2024			September 30, 2023
Income tax expense	$	21,510		$	10,752		$	67,535		$	28,652
Effective tax rate	18.3		%	17.8		%	23.1		%	13.9		%

The effective tax rate for the nine months ended September 30, 2024, included a $13.0 million discrete U.S. GILTI income tax expense related to the consideration from the Mount Milligan Cost Support Agreement. The effective tax rate for the nine months ended September 30, 2023 included a discrete income tax benefit of $8.5 million attributable to the release of a valuation allowance on certain foreign 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, 2024						As of December 31, 2023
	Stream interest		Royalty interest		Total stream and royalty interests, net		Stream interest		Royalty interest		Total stream and royalty interests, net
Canada	$	428,042	$	660,950	$	1,088,992	$	461,398	$	614,900	$	1,076,298
Dominican Republic	303,954		—		303,954		311,050		—		311,050
Africa	242,378		321		242,699		264,529		321		264,850
Chile	214,509		224,116		438,625		222,629		224,116		446,745
United States	—		778,496		778,496		—		794,891		794,891
Mexico	—		35,629		35,629		—		41,803		41,803
Australia	—		19,908		19,908		—		21,288		21,288
Rest of world	86,888		26,133		113,021		92,010		26,639		118,649
Total	$	1,275,771	$	1,745,553	$	3,021,324	$	1,351,616	$	1,723,958	$	3,075,574

ROYAL GOLD, INC.

Notes to Consolidated Financial Statements

(Unaudited)

Our reportable segments for purposes of assessing performance are shown below (amounts in thousands):


	Three Months Ended September 30, 2024
	Revenue		Cost of sales (1)		Production taxes		Depletion (2)		Segment gross profit
Stream interests	$	133,052	$	27,192	$	—	$	26,674	$	79,186
Royalty interests	60,785		—		1,520		9,417		49,848
Total	$	193,837	$	27,192	$	1,520	$	36,091	$	129,034

	Three Months Ended September 30, 2023
	Revenue		Cost of sales (1)		Production taxes		Depletion (2)		Segment gross profit
Stream interests	$	98,978	$	21,351	$	—	$	30,433	$	47,194
Royalty interests	39,639		—		1,671		9,556		28,412
Total	$	138,617	$	21,351	$	1,671	$	39,989	$	75,606


	Nine Months Ended September 30, 2024
	Revenue		Cost of sales (1)		Production taxes		Depletion (2)		Segment gross profit
Stream interests	$	358,531	$	73,116	$	—	$	80,199	$	205,216
Royalty interests	158,304		—		4,550		30,234		123,520
Total	$	516,835	$	73,116	$	4,550	$	110,433	$	328,736

	Nine Months Ended September 30, 2023
	Revenue		Cost of sales (1)		Production taxes		Depletion (2)		Segment gross profit
Stream interests	$	319,982	$	69,738	$	—	$	93,537	$	156,707
Royalty interests	133,069		—		4,934		30,964		97,171
Total	$	453,051	$	69,738	$	4,934	$	124,501	$	253,878

_______________________________________________

(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.

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				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Total segment gross profit	$	129,034	$	75,606	$	328,736	$	253,878

Costs and expenses
General and administrative expenses	10,102		9,927		32,025		30,020
Depreciation and amortization	86		117		256		346
Operating income	118,846		65,562		296,455		223,512
Fair value changes in equity securities	(425)		(462)		(42)		(171)
Interest and other income	626		2,436		4,410		7,348
Interest and other expense	(1,207)		(7,285)		(8,330)		(24,867)
Income before income taxes	$	117,840	$	60,251	$	292,493	$	205,822

Our revenue by reportable segment for the three and nine months ended September 30, 2024 and 2023, is geographically distributed as shown in the following table (amounts in thousands):


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Stream interests:
Canada	$	66,372	$	42,577	$	173,737	$	150,405
Dominican Republic	26,585		16,688		64,147		62,586
Africa	19,973		18,092		59,470		54,394
Chile	9,652		14,644		31,949		35,401
Rest of world	10,470		6,977		29,228		17,196
Total stream interests	$	133,052	$	98,978	$	358,531	$	319,982

Royalty interests:
United States	$	34,131	$	28,237	$	83,484	$	85,082
Mexico	10,853		1,964		34,509		19,413
Australia	7,476		4,696		19,498		13,874
Canada	5,269		3,090		13,435		9,585
Rest of world	3,056		1,652		7,378