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EX-99.1 - PRESS RELEASE - ROYAL GOLD INC | v172189_ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): January 25, 2010
ROYAL
GOLD, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
001-13357
|
84-0835164
|
(State
or other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer
Identification
No.)
|
1660
Wynkoop Street, Suite 1000, Denver, CO
|
80202-1132
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code: 303-573-1660
|
N/A
(Former
name or former address, if changed from last
report)
|
_____________________
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
2.01.
|
Completion
of Acquisition or Disposition of
Assets.
|
On
January 25, 2010, Royal Gold, Inc. (the “Company” or “Royal Gold”) announced the
closing of a transaction in which it purchased a production interest in the gold
produced from the sulfide portion of the Andacollo copper and gold project in
Chile (the “Teck Transaction”) from a subsidiary of Teck Resources Limited
(“Teck”) known as Compañía Minera Teck Carmen de Andacollo (f/k/a Compañía
Minera Carmen de Andacollo) (“CdA”) pursuant to an Amended and Restated Master
Agreement between Royal Gold and CdA dated January 12, 2010 (the “Master
Agreement”), which amends and restates the Master Agreement entered into by
Royal Gold and CdA dated April 3, 2009. Teck owns 90% of CdA while
the remaining 10% is held by Empresa Nacional de Mineria, a Chilean state-owned
entity dedicated to the promotion and development of small and medium-sized
mining in Chile. Total consideration for the Teck Transaction was
approximately $217.9 million in cash and 1,204,136 shares of Royal Gold common
stock. As a result of the closing of the Teck Transaction, CdA now
owns approximately 3.0% of the Royal Gold’s issued and outstanding common
stock.
Pursuant
to a Royalty Agreement (the “Royalty Agreement”) between Royal Gold and CdA
entered into in connection with the Master Agreement, Royal Gold is entitled to
receive 75% of the gold produced from the sulfide portion of the Andacollo
project until 910,000 payable troy ounces of gold have been sold and 50% of the
gold produced in excess of 910,000 payable troy ounces (the “Andacollo
Production Interest”). Payments from the Andacollo Production
Interest will be made to Royal Gold in cash, although Royal Gold has the right
to take physical delivery of gold in certain circumstances. The
Andacollo Production Interest will not cover copper production. The
Royalty Agreement contains certain provisions that limit the concentrate
marketing terms applicable to the Company, including a 90.6% minimum payable
gold factor and a maximum gold refining charge against the production interest
payment to Royal Gold of $6 per ounce of gold. The foregoing
descriptions of the Master Agreement and the Royalty Agreement are qualified in
their entirety by the full Master Agreement, along with the Form of Royalty
Agreement attached thereto as Exhibit C, which has been filed with the
Securities and Exchange Commission as Exhibit 10.1 to the Company’s Current
Report on Form 8-K filed on January 15, 2010. The press release
relating to the closing of the Teck Transaction is attached hereto as Exhibit
99.1 and is incorporated by reference herein.
Item
9.01
|
Financial
Statements and Exhibits.
|
(d) Exhibits
99.1
|
Press
Release dated January 25, 2010
|
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Royal
Gold, Inc.
(Registrant)
|
Date: January
26, 2010
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By:
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/s/ Karen Gross
|
Karen
Gross
|
||
Vice
President & Corporate Secretary
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- 3
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EXHIBIT
INDEX
Exhibit No.
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Description
|
99.1
|
Press
Release dated January 25, 2010
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