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What changed in Gold Royalty Corp.'s 20-F — 2023 vs 2024

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Paragraph-level year-over-year comparison of Gold Royalty Corp.'s 2023 and 2024 20-F annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+617 added−651 removedSource: 20-F (2025-03-20) vs 20-F (2024-03-28)

Top changes in Gold Royalty Corp.'s 2024 20-F

617 paragraphs added · 651 removed · 413 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

84 edited+3 added−6 removed84 unchanged
Biggest changeA substantial majority of our royalty interests are on non-producing properties, or on properties that do not have established mineral reserves under applicable Canadian or U.S. disclosure standards. These and any future royalty, streaming or similar interests we acquire may not achieve production or produce any revenues.
Biggest changeA substantial majority of our royalties, streaming and other interests are on non-producing properties and these and any future royalties, streaming or similar interests we acquire, particularly on exploration and development stage properties, are subject to the risk that they may never achieve production. 3 A substantial majority of our royalty and streaming interests are on non-producing properties, or on properties that do not have established mineral reserves under applicable Canadian or U.S. disclosure standards.
Such operations are subject to all of the hazards and risks normally encountered in the exploration, development and production of metals, including weather related events, unusual and unexpected geology formations, seismic activity, environmental hazards and the discharge of toxic chemicals, explosions and other conditions involved in the drilling, blasting and removal of material, any of which could result in damage to, or destruction of, mines and other producing facilities, damage to property, injury or loss of life, environmental damage, work stoppages, delays in exploration, development and production, increased production costs and possible legal liability.
Such operations are subject to all of the hazards and risks normally encountered in the exploration, development and production of metals, including weather related events, unusual and unexpected geology formations, seismic activity, environmental hazards and the discharge of toxic chemicals, explosions and other conditions involved in the drilling, blasting and removal of material, any of which could result in damage to, or the destruction of, mines and other producing facilities, damage to property, injury or loss of life, environmental damage, work stoppages, delays in exploration, development and production, increased production costs and possible legal liability.
Any of these hazards and risks and other acts of God could shut down such activities temporarily or permanently. Mineral exploration, development and production is subject to hazards such as equipment failure or failure of retaining dams around tailings disposal areas, which may result in environmental pollution and consequent liability for the owners or operators thereof.
Any of these hazards and risks and other acts of God could shut down such activities temporarily or permanently. Mineral exploration, development and production is subject to hazards such as the failure of equipment or retaining dams around tailings disposal areas, which may result in environmental pollution and consequent liability for the owners or operators thereof.
The documents underlying our indebtedness contain customary financial and other restrictive covenants. These restrictions will affect, and may limit or prohibit, our ability to, among other things, incur or guarantee additional indebtedness, pay dividends or make distributions or redeem or repurchase shares, create liens and enter into mergers, consolidations or transactions with affiliates.
The documents underlying our indebtedness contain customary financial and other restrictive covenants. These restrictions will affect, and may limit or prohibit, our ability to, among other things, incur or guarantee additional indebtedness, pay dividends or make distributions, redeem or repurchase shares, create liens and enter into mergers, consolidations or transactions with affiliates.
Our levels of indebtedness and higher interest rates could impact us as follows: • require us to dedicate a substantial portion of our cash flow from operations to service indebtedness, thereby reducing the availability of cash flow to fund acquisitions, working capital, or dividends; • limit our flexibility in planning for, or reacting to, changes in our business; • restrict us from exploiting business opportunities; • make us more vulnerable to a downturn in our business or the economy • place us at a competitive disadvantage compared to our competitors with less indebtedness • require the consent of our existing lenders to incur additional indebtedness or limit our ability to borrow additional funds in the future; • increase our cost of capital, including as a result of higher interest rates and the effects of exchange rates; and • decrease our future earnings.
Our levels of indebtedness and higher interest rates could impact us as follows: • require us to dedicate a substantial portion of our cash flow from operations to service indebtedness, thereby reducing the availability of cash flow to fund acquisitions, working capital, or dividends; 5 • limit our flexibility in planning for, or reacting to, changes in our business; • restrict us from exploiting business opportunities; • make us more vulnerable to a downturn in our business or the economy • place us at a competitive disadvantage compared to our competitors with less indebtedness • require the consent of our existing lenders to incur additional indebtedness or limit our ability to borrow additional funds in the future; • increase our cost of capital, including as a result of higher interest rates and the effects of exchange rates; and • decrease our future earnings.
These risks may impact the operators of our interests, depending on the jurisdiction, and include such things as: • expropriation or nationalization of mining property; • seizure of mineral production; 9 • exchange and currency controls and fluctuations; • limitations on foreign exchange and repatriation of earnings; • restrictions on mineral production and price controls; • import and export regulations, including trade sanctions and restrictions on the export of gold; • changes in legislation and government policies, including changes related to taxation, government royalties, tariffs, imports, exports, duties, currency, foreign ownership, foreign trade, foreign investment and other forms of government take; • challenges to mining, processing and related permits and licenses, or to applications for permits and licenses, by or on behalf of regulatory authorities, Indigenous populations, non-governmental organizations or other third-parties; • changes in economic, trade, diplomatic and other relationships between countries, and the effect on global and economic conditions, the stability of global financial markets, and the ability of key market participants to operate in certain financial markets; • high rates of inflation; • labor practices and disputes; • enforcement of unfamiliar or uncertain foreign real estate, mineral tenure, contract, water use, mine safety and environmental laws and policies; • renegotiation, nullification or forced modification of existing contracts, licenses, permits, approvals, concessions or the like; • war, crime, terrorism, sabotage, blockades and other forms of civil unrest, and uncertain political and economic environments; • corruption; • exposure to liabilities under anti-corruption and anti-money laundering laws, including the United States Foreign Corrupt Practices Act and similar laws and regulations in other jurisdictions to which we, but not necessarily our competitors, may be subject; • suspension of the enforcement of creditors’ rights and shareholders’ rights; and • loss of access to government-controlled infrastructure, such as roads, bridges, rails, ports, power sources and water supply.
These risks may impact the operators of our interests, depending on the jurisdiction, and include such things as: • expropriation or nationalization of mining property; • seizure of mineral production; • exchange and currency controls and fluctuations; • limitations on foreign exchange and repatriation of earnings; • restrictions on mineral production and price controls; • import and export policies and regulations, including tariffs, duties, trade sanctions and restrictions on exports, including changes in such policies and regulations; • changes in legislation and government policies, including changes related to taxation, government royalties, currency, foreign ownership, foreign investment and other forms of government take; • challenges to mining, processing and related permits and licenses, or to applications for permits and licenses, by or on behalf of regulatory authorities, Indigenous populations, non-governmental organizations or other third-parties; • changes in economic, trade, diplomatic and other relationships between countries, and the effect on global and economic conditions, the stability of global financial markets, and the ability of key market participants to operate in certain financial markets; • high rates of inflation; • labor practices and disputes; • enforcement of unfamiliar or uncertain foreign real estate, mineral tenure, contract, water use, mine safety and environmental laws and policies; • renegotiation, nullification or forced modification of existing contracts, licenses, permits, approvals, concessions or the like; • war, crime, terrorism, sabotage, blockades and other forms of civil unrest, and uncertain political and economic environments; • corruption; • exposure to liabilities under anti-corruption and anti-money laundering laws, including the United States Foreign Corrupt Practices Act and similar laws and regulations in other jurisdictions to which we, but not necessarily our competitors, may be subject; • suspension of the enforcement of creditors' rights and shareholders' rights; and • loss of access to government-controlled infrastructure, such as roads, bridges, rails, ports, power sources and water supply.
Internationally, exploration and mining tenures are subject to loss for many reasons, including expiration, failure of the holder to meet specific legal qualifications, failure to establish a deposit capable of economic extraction, failure to pay maintenance fees or meet expenditure or work requirements, reduction in geographic extent upon passage of time or upon conversion from an exploration tenure to a mining tenure, failure of title, expropriation and similar risks.
Internationally, exploration and mining tenures are subject to loss for many reasons, including expiration, failure of the holder to meet specific legal qualifications, failure to establish a deposit capable of economic extraction, failure to pay maintenance fees or meet expenditure or work requirements, reduction in geographic extent upon passage of time 6 or upon conversion from an exploration tenure to a mining tenure, failure of title, expropriation and similar risks.
We may or may not be successful in enforcing our contractual rights, and our revenues relating to any challenged royalty interests may be delayed, curtailed or eliminated during the pendency of any such dispute or in the event our position is not upheld, which could have a material adverse effect on our business, results of operations, cash flows and financial condition.
We may or may not be successful in enforcing our contractual rights, and our revenues relating to any challenged royalty or streaming interests may be delayed, curtailed or eliminated during the pendency of any such dispute or in the event our position is not upheld, which could have a material adverse effect on our business, results of operations, cash flows and financial condition.
The failure of any of the properties underlying our non-producing interests to achieve production on schedule or at all could have a material adverse effect on our asset carrying values or the other benefits we expect to realize from our royalties and other interests or the acquisition of royalty interests, and potentially our business, results of operations, cash flows and financial condition.
The failure of any of the properties underlying our non-producing interests to achieve production on schedule or at all could have a material adverse effect on our asset carrying values, the other benefits we expect to realize from our royalties, streaming and other interests or the acquisition of royalty and streaming interests, and potentially our business, results of operations, cash flows and financial condition.
There can be no assurance that we may have been able to achieve more favorable terms, including as to value and other key terms, if such transaction had not been with a related party. We may enter into transactions with entities in which our board of directors and other related parties hold ownership interests.
There can be no assurance that we may have been able to achieve more favorable terms, including as to value and other key terms, if such transaction had not been with a related party. 8 We may enter into transactions with entities in which our board of directors and other related parties hold ownership interests.
The limited access to data and disclosure regarding the exploration, development and production of minerals from, or the continued operation of, the properties in which we have an interest may restrict our ability to assess value, which may have a material adverse effect on our business, results of operations, financial condition and reporting.
Our limited access to data and disclosure regarding the exploration, development and production of minerals from, or the continued operation of, the properties in which we have an interest may restrict our ability to assess value and in turn have a material adverse effect on our business, results of operations, financial condition and reporting.
Our activities and those of the operators of properties on which we hold royalty interests are subject to the risks normally associated with conducting business in foreign countries or within the jurisdiction of Indigenous peoples that may be recognized as sovereign entities in the United States and elsewhere.
Our activities and those of the operators of properties on which we hold royalty and streaming interests are subject to the risks normally associated with conducting business in foreign countries or within the jurisdiction of Indigenous peoples that may be recognized as sovereign entities in the United States and elsewhere.
Our revenue is subject to volatility in metal prices, which could negatively affect our results of operations or cash flow. Our revenue is directly tied to metal prices and is particularly sensitive to changes in the price of gold, as we derive substantially all of our revenue from our existing royalty interests on producing properties.
Our revenue is subject to volatility in metal prices, which could negatively affect our results of operations or cash flow. Our revenue is directly tied to metal prices and is particularly sensitive to changes in the price of gold, as we derive substantially all of our revenue from our existing royalty and streaming interests on producing properties.
The value of our royalty interests, including the amount of payment thereunder, and the potential future development of the projects underlying our interests are directly related to the market price of gold and other commodity prices. Market prices for gold and other metals may fluctuate widely over time and are affected by numerous factors beyond our control.
The value of our royalty and streaming interests, including the amount of payment thereunder, and the potential future development of the projects underlying our interests are directly related to the market price of gold and other commodity prices. Market prices for gold and other metals may fluctuate widely over time and are affected by numerous factors beyond our control.
Defects in or disputes relating to the royalty interests we hold or acquire may prevent us from realizing the anticipated benefits from these interests and could have a material adverse effect on our business, results of operations, cash flows and financial condition.
Defects in, or disputes relating to the royalty and streaming interests we hold or acquire may prevent us from realizing the anticipated benefits from these interests and could have a material adverse effect on our business, results of operations, cash flows and financial condition.
Disputes could arise challenging, among other things, methods for calculating the royalty interest; various rights of the operator or third-parties in or to the royalty interest or the underlying property; the obligations of a current or former operator to make payments on royalty interests; and various defects or ambiguities in the agreement governing a royalty interest.
Disputes could arise challenging, among other things, methods for calculating the royalty or streaming interest; various rights of the operator or third-parties in or to the royalty or streaming interest or the underlying property; the obligations of a current or former operator to make payments on royalty and streaming interests; and various defects or ambiguities in the agreement governing a royalty or streaming interest.
An operator’s ability to raise and service sufficient capital may be affected by, among other things, macroeconomic conditions, 8 future commodity prices of metals to be mined, or further economic volatility in the United States, Canada and global financial markets.
An operator's ability to raise and service sufficient capital may be affected by, among other things, macroeconomic conditions, future commodity prices of metals to be mined, or further economic volatility in the United States, Canada and global financial markets.
Estimates can be imprecise and depend upon geological interpretation and statistical inferences drawn from drilling and sampling analysis, which may prove to be unreliable. In addition, the grade and/or quantity of the metals ultimately recovered may differ from that interpreted from drilling results.
Estimates can be imprecise and depend upon geological interpretation and statistical inferences drawn from drilling and sampling analysis, which may prove to be unreliable. In addition, the grade and/or quantity 7 of the metals ultimately recovered may differ from that interpreted from drilling results.
In addition, we may lose the ability to rely upon exemptions from corporate governance requirements that are available to foreign private issuers. 12 We are a "foreign private issuer" and may have disclosure obligations that are different from those of U.S. domestic reporting companies.
In addition, we may lose the ability to rely upon exemptions from corporate governance requirements that are available to foreign private issuers. We are a "foreign private issuer" and may have disclosure obligations that are different from those of U.S. domestic reporting companies.
The number of persons skilled in the acquisition, exploration and development of royalty interests is limited and there is competition for such persons. Recruiting and retaining qualified executive management and other key employees is critical to our success and there can be no assurance of such success.
The number of persons skilled in the acquisition, exploration and development of royalty and streaming interests is limited and there is competition for such persons. Recruiting and retaining qualified executive management and other key employees is critical to our success and there can be no assurance of such success.
While we seek to confirm the existence, validity, enforceability, terms and geographic extent of the royalty interests we acquire, there can be no assurance that disputes or other problems concerning these and other matters or other problems will not arise.
While we seek to confirm the existence, validity, enforceability, terms and geographic extent of the royalty and streaming interests we acquire, there can be no assurance that disputes or other problems concerning these and other matters or other problems will not arise.
Our business and revenues could be adversely affected by problems concerning the existence, validity, enforceability, terms or geographic extent of our royalty interests and our interests may similarly be materially and adversely impacted by change of control, bankruptcy or the insolvency of operators.
Our business and revenues could be adversely affected by problems concerning the existence, validity, enforceability, terms or geographic extent of our royalty and streaming interests and our interests may similarly be materially and adversely impacted by change of control, bankruptcy or the insolvency of operators.
This could also result in delays in cash flow from that anticipated by us, based on the stage of development of the properties underlying our existing or future royalties and similar interests.
This could also result in delays in cash flow from that anticipated by us, based on the stage of development of the properties underlying our existing or future royalties, streaming and similar interests.
There can be no assurance that we will be able 7 to identify and complete any acquisition, transaction or business arrangement that we pursue on favorable terms or at all, or that any acquisition, transaction or business arrangement completed will ultimately benefit us.
There can be no assurance that we will be able to identify and complete any acquisition, transaction or business arrangement that we pursue on favorable terms or at all, or that any acquisition, transaction or business arrangement completed will ultimately benefit us.
Our royalty interests in Canada and other jurisdictions may now or in the future be the subject of Indigenous land claims. The legal nature of such claims is a matter of considerable complexity.
Our royalty and streaming interests in Canada and other jurisdictions may now or in the future be the subject of Indigenous land claims. The legal nature of such claims is a matter of considerable complexity.
The volatility in gold and other commodity prices may have an adverse impact on the value of our royalty interests and/or the payments we receive thereunder in the future.
The volatility in gold and other commodity prices may have an adverse impact on the value of our royalty and streaming interests and/or the payments we receive thereunder in the future.
We depend on the services of our Chief Executive Officer, Chief Financial Officer, Chief Development Officer and other management and key employees. We believe that our success depends on the continued service of our key executive management personnel.
We depend on the services of our Chief Executive Officer, Chief Financial Officer, Chief Development Officer and other management and key employees. 9 We believe that our success depends on the continued service of our key executive management personnel.
Material changes could also occur that may adversely affect management’s estimate of the carrying value of our royalty interests and could result in impairment charges.
Material changes could also occur that may adversely affect management's estimate of the carrying value of our royalty and streaming interests and could result in impairment charges.
Confirming these matters is complex and is subject to the application of the laws of each jurisdiction to the particular circumstances of each parcel of mining property and to the agreement reflecting the royalty interest.
Confirming these matters is complex and is subject to the application of the laws of each jurisdiction to the particular circumstances of each parcel of mining property and to the agreement reflecting the royalty and streaming interest.
Royalty interests are generally subject to uncertainties and complexities arising from the application of contract and property laws in the jurisdictions where the mining projects are located.
Royalty and streaming interests are generally subject to uncertainties and complexities arising from the application of contract and property laws in the jurisdictions where the mining projects are located.
If certain of the operators of the properties on which we have royalty interests suffer these material adverse effects, then our existing or future royalty, streaming or other similar interests, including the value of and revenue from them, and the ability of operators to obtain debt or equity financing for the exploration, development and operation of their properties may be materially adversely affected.
If certain of the operators of the properties on which we have royalty and streaming interests suffer these material adverse effects, then our existing or future royalties, streaming or similar interests, including the value of and revenue from them, and the ability of operators to obtain debt or equity financing for the exploration, development and operation of their properties may be materially adversely affected.
Risks Related to Our Securities We may lose our "foreign private issuer" status in the future, which could result in additional costs and expenses to us.
Risks Related to Our Securities 10 We may lose our "foreign private issuer" status in the future, which could result in additional costs and expenses to us.
As part of our business strategy, we will seek to purchase or otherwise acquire gold and other precious metal royalties, streams or similar interests from third-party natural resource companies and others. In pursuit of such opportunities, we may fail to select appropriate acquisition targets or negotiate acceptable arrangements, including arrangements to finance acquisitions.
As part of our business strategy, we will seek to purchase or otherwise acquire gold and other precious metal royalties, streaming or similar interests from third-party natural resource companies and others. In pursuit of such opportunities, we may fail to select appropriate acquisition targets or negotiate acceptable arrangements, including arrangements to finance acquisitions.
Some mandate that governments consult with Indigenous people regarding government actions which may affect them, including actions to approve or grant mining rights or permits. One or more groups of Indigenous people may oppose continued operation, further development or new development of the properties where we hold royalty interests.
Some mandate that governments consult with Indigenous people regarding government actions which may affect them, including actions to approve or grant mining rights or permits. One or more groups of Indigenous people may oppose continued operation, further development or new development of the properties where we hold royalty and streaming interests.
In addition, our ability to generate future cash flows and our financial condition will be dependent to a large extent on the financial viability and operational effectiveness of owners and operators of the properties underlying the royalties, streams and similar interests that are or may be held by us.
In addition, our ability to generate future cash flows and our financial condition will be dependent to a large extent on the financial viability and operational effectiveness of owners and operators of the properties underlying the royalties, streaming and similar interests that are or may be held by us.
In cases where our directors and officers have an interest in other companies, such other companies may also compete with us for the acquisition of royalties, streams or similar interests. Such potential conflicts of interests of our directors and officers may have a material adverse effect on our business, results of operations and financial condition.
In cases where our directors and officers have an interest in other companies, such other companies may also compete with us for the acquisition of royalties, streaming or similar interests. Such potential conflicts of interests of our directors and officers may have a material adverse effect on our business, results of operations and financial condition.
As such, to the extent that they relate to the exploration, development and production of minerals from, or the continued operation of, the properties in which we hold or may hold royalties, streams or similar interests, we will be subject to the risk factors applicable to the owners and operators of such mines or projects.
As such, to the extent that they relate to the exploration, development and production of minerals from, or the continued operation of, the properties in which we hold or may hold royalties, streaming or similar interests, we will be subject to the risk factors applicable to the owners and operators of such mines or projects.
Failure to obtain any necessary financing in the future, could delay or postpone our future business activities, which may have a material adverse effect on our profitability, results of operations and financial condition. Additionally, our existing Credit Facility matures in March 2025.
Failure to obtain any necessary financing in the future could delay or postpone our future business activities, which may have a material adverse effect on our profitability, results of operations and financial condition. Additionally, our existing Credit Facility matures in March 2028.
It is impossible to ensure that exploration or development programs planned by the owners or operators of the properties underlying royalties, streams and similar interests that are or may be held by us will result in profitable commercial mining operations.
It is impossible to ensure that exploration or development programs planned by the owners or operators of the properties underlying royalties, streaming and similar interests that are or may be held by us will result in profitable commercial mining operations.
In addition, some royalties, streams or similar interests may be subject to confidentiality arrangements that govern the disclosure of information with regard to such interests and, as a result, we may not be in a position to publicly disclose related non-public information.
In addition, some royalties, streaming or similar interests may be subject to confidentiality arrangements that govern the disclosure of information with regard to such interests and, as a result, we may not be in a position to publicly disclose related non-public information.
These risks may limit or disrupt the exploration and development of mines or projects on which we hold royalty and other interests, restrict the movement of funds, or result in the deprivation of contract rights or the taking of property by nationalization or expropriation without fair compensation, and could have a material adverse effect on our business, results of operations, cash flows and financial condition.
These risks may limit or disrupt the exploration and development of mines or projects on which we hold royalties, streaming and other interests, restrict the movement of funds, or result in the deprivation of contract rights or the taking of property by nationalization or expropriation without fair compensation, and could have a material adverse effect on our business, results of operations, cash flows and financial condition.
Likewise, it may be in the interest of owners and operators to invest in the development of, and emphasize production from, projects or areas of a project that are not subject to royalties, streams or similar interests that are or may be held by us.
Likewise, it may be in the interest of owners and operators to invest in the development of, and emphasize production from, projects or areas of a project that are not subject to royalties, streaming or similar interests that are or may be held by us.
If title to mining claims, concessions, licenses, leases or other forms of tenure is not properly maintained by the operators, or is successfully challenged by third-parties, our existing royalty interests could be found to be invalid.
If title to mining claims, concessions, licenses, leases or other forms of tenure is not properly maintained by the operators, or is successfully challenged by third-parties, our existing royalty and streaming interests could be found to be invalid.
Potential litigation affecting the properties that we have royalty interests in could have a material adverse effect on us. Potential litigation may arise between the operators of properties on which we have royalty interests or on which we acquire royalties, streams or similar interests in the future and third-parties.
Potential litigation affecting the properties that we have royalties, streaming or similar interests in could have a material adverse effect on us. Potential litigation may arise between the operators of properties on which we have royalties, streaming or similar interests or on which we acquire royalty and streaming interests in the future and third-parties.
These factors include metal supply and demand, industrial and jewelry fabrication, investment demand, central banking actions and economic policy, expectations with respect to the rate of inflation, the relative strength of the dollar and other currencies, interest rates, gold purchases, sales and loans by central banks, forward sales by metal producers, global or regional political, trade, economic or banking conditions, and a number of other factors.
These factors include metal supply and demand, industrial and jewelry fabrication, investment demand, central banking actions, economic and trade policy (including tariffs and duties), expectations with respect to the rate of inflation, the relative strength of the dollar and other currencies, interest rates, gold purchases, sales and loans by central banks, forward sales by metal producers, global or regional political, trade, economic or banking conditions, and a number of other factors.
In most cases, we are not, and will not be, the owner or operator of any of the properties underlying our existing or future royalties, streams and similar interests and generally have no input in the exploration, development or operation of such properties.
In most cases, we are not, and will not be, the owner or operator of any of the properties underlying our existing or future royalties, streaming and similar interests and generally have no input in the exploration, development or operation of such properties.
We are generally not directly involved in the exploration, development and production of minerals from, or the continued operation of, the mineral projects underlying the royalties, streams and similar interests that are or may be held by us.
We are generally not directly involved in the exploration, development and production of minerals from, or the continued operation of, the mineral projects underlying the royalties, streaming and similar interests that are or may be held by us.
As an example, it will usually be in our interest to advance development and production on properties as rapidly as possible, in order to maximize near-term cash flow, while third-party owners and operators may take a more cautious approach to development, as they are exposed to risk on the cost of exploration, development and operations.
For example, it will usually be in our interest to advance development and production on properties as rapidly as possible, in order to maximize near-term cash flow, while third-party owners and operators may take a more cautious approach to development, as they are exposed to risk relating to the cost of exploration, development and operations.
Development and operation of mines is capital intensive and any inability of the operators of properties underlying our existing or future royalty, streaming or other similar interests to meet liquidity needs, obtain financing or operate profitably could have material adverse effects on the value of, and revenue from, such interests.
Development and operation of mines is capital intensive and any inability of the operators of properties underlying our existing or future royalties, streaming or similar interests to meet liquidity needs, obtain financing or operate profitably could have material adverse effects on the value of, and revenue from, such interests.
Consequently, we have limited or no access to related exploration, development or operational data or to the properties themselves. This could affect our ability to assess the value of such interest.
Consequently, we have limited or no access to related exploration, development or operational data or to the properties themselves. This could affect our ability to assess the value of such interests.
Depleted mineral reserves may not be replenished, which could reduce the income we would have expected to receive from a particular royalty or similar interest. Mines have a limited time of operation as a result of the proven and probable mineral reserves attributed to a specific mine.
Depleted mineral reserves may not be replenished, which could reduce the income we would have expected to receive from a particular royalties, streaming or similar interest. Mines have a limited time of operation as a result of the proven and probable mineral reserves attributed to a specific mine.
If title to exploration or mining tenures subject to our royalty interests has not been properly established or is not properly maintained, or is successfully contested, our royalty interests could be adversely affected.
If title to exploration or mining tenures subject to our royalty and streaming interests has not been properly established or is not properly maintained, or is successfully contested, our royalty and streaming interests could be adversely affected.
Operators and other parties to the agreements governing our existing or future royalty or other interests may interpret our interests in a manner adverse to us or otherwise may not abide by their contractual obligations, and we could be forced to take legal action to enforce our contractual rights.
Operators and other parties to the agreements governing our existing or future royalties, streaming or other interests may interpret our interests in a manner adverse to us or otherwise may not abide by their contractual obligations, and we could be forced to take legal action to enforce our contractual rights.
In addition, the mineral resources and mineral reserves referenced in the disclosure by the owners and operators of the properties underlying our royalty and other interests and in our other disclosure documents have been determined by the project operator based on assumed future prices, cut-off grades, operating costs and other key assumptions.
In addition, the mineral resources and mineral reserves referenced in the disclosure by the owners and operators of the properties underlying our royalties, streaming and other interests and in our other disclosure documents have been determined by the project operator based on assumed future prices, cut-off grades, operating costs and other key assumptions.
Additionally, volatility in metal prices and the global economy resulting from pandemics, could cause the delay, suspension or termination of exploration, development or operational activities at the projects underlying our royalty or other interests, which could adversely impact our financial condition and results of operations.
Additionally, volatility in metal prices and the global economy resulting from pandemics, could cause the delay, suspension or termination of exploration, development or operational activities at the projects underlying our royalties, streaming or other interests, which could adversely impact our financial condition and results of operations.
There are numerous uncertainties inherent in estimating mineral resources and mineral reserves, including many factors beyond our control and the control of the operators of properties in which we have royalty and other interests. Such estimates are prepared by the operator of the underlying property.
There are numerous uncertainties inherent in estimating mineral resources and mineral reserves, including many factors beyond our control and the control of the operators of properties in which we have royalties, streaming and other interests. Such estimates are prepared by the operator of the underlying property.
In the ordinary course of business, we engage in a continual review of opportunities to acquire royalties, streams or similar interests, to establish new royalties, streams or similar interests on operating mines, to create new royalties, streams or similar interests through financing mine development or exploration, or to acquire companies that hold royalty interests.
In the ordinary course of business, we engage in a continual review of opportunities to acquire royalties, streaming or similar interests, to establish new royalties, streaming or similar interests on operating mines, to create new royalties, streaming or similar interests through financing mine development or exploration, or to acquire companies that hold royalties, streaming or similar interests.
Operators may interpret our existing or future royalty or other interests in a manner adverse to us or otherwise may not abide by their contractual obligations, and we could be forced to take legal action to enforce our contractual rights.
Operators may interpret our existing or future royalties, streaming or other interests in a manner adverse to us or otherwise may not abide by their contractual obligations, and we could be forced to take legal action to enforce our contractual rights.
Our inability to control or influence the exploration, development or operations for the properties in which we hold or may hold royalties, streams and similar interests may have a material adverse effect on our business, results of operations and financial condition.
Our inability to control or influence the exploration, development or operations of the properties in which we hold or may hold royalties, streaming and similar interests may have a material adverse effect on our business, results of operations and financial condition.
Similarly, in many jurisdictions, royalty interests are contractual in nature, rather than interests in land, and therefore may be subject to risks resulting from change of control, bankruptcy or insolvency of operators, and our royalty interests could be materially restricted or set aside through judicial or administrative proceedings.
Similarly, in many jurisdictions, royalty and streaming interests are contractual in nature, rather than interests in land, and therefore may be subject to risks resulting from change of control or the bankruptcy or insolvency of operators, and as such, our royalty and streaming interests could be materially restricted or set aside through judicial or administrative proceedings.
If an operator is forced to incur significant costs to comply with environmental laws and regulations, treaties and initiatives or becomes subject to related restrictions that limit its ability to develop our projects, or expand operations, or if an operator were to lose its right to use or access power, water or other raw materials necessary to operate a mine, or if the costs to comply with such laws and regulations, treaties and initiatives materially increased the capital or operating costs on the properties where we hold royalties, our revenues could be reduced, delayed or eliminated.
If an operator is forced to incur significant costs to comply with environmental laws and regulations, treaties and initiatives, becomes subject to related restrictions that limit its ability to develop our projects, or expand operations, loses its right to use or access power, water or other raw materials necessary to operate a mine, or if the costs to comply with such laws and regulations, treaties and initiatives materially increase the capital or operating costs on the properties where we hold royalties, streaming or other interests, our revenues could be reduced, delayed or eliminated.
Third-party owners and operators will generally have the power to determine the manner in which the properties are exploited, including decisions regarding feasibility, exploration and development of such properties or decisions to commence, continue or reduce, or suspend or discontinue production from a property. The interests of third-party owners and operators and our interests may not always be aligned.
Third-party owners and operators will generally have the power to determine the manner in which the properties are exploited, including making decisions regarding the feasibility, exploration and development of such properties or making decisions to commence, continue, reduce, suspend or discontinue production. Our interests and those of third-party owners and operators may not always be aligned.
In addition, the owners or operators may take action contrary to our policies or objectives; be unable or unwilling to fulfill their obligations under their 4 agreements with us; or experience financial, operational or other difficulties, including insolvency, which could limit the owner or operator’s ability to advance such properties or perform its obligations under arrangements with us.
In addition, the owners or operators may take action contrary to our policies or objectives; be unable or unwilling to fulfill their obligations under their agreements with us; or experience financial, operational or other difficulties, including insolvency, which could limit the owner or operator's ability to advance such properties or satisfy their obligations to us.
Pandemics and other public health crises may impact the ability of the owners and operators of the properties underlying our royalty and other interests to conduct activities at, or operate, such properties.
Pandemics and other public health crises may impact the ability of the owners and operators of the properties underlying our royalties, streaming or other interests to conduct activities at, or operate, such properties.
Estimates of mineral resources and mineral reserves disclosed by the owners and operators of the properties underlying our royalty and other interests may be subject to significant revision.
Estimates of mineral resources and mineral reserves disclosed by the owners and operators of the properties underlying our royalties, streaming and other interests may be subject to significant revision.
Certain of our royalty interests are subject to buy-back and other rights of third-parties.
Certain of our royalty interests are subject to buy-down and other rights of third-parties.
Continued levels of high inflation or a return to a recession or a weak recovery, due to factors including disruptions in financial markets in the United States or globally, natural disasters, trade policy issues, changes in energy prices, political upheavals, war or unrest could adversely impact our results of operations, including by negatively impacting the ability of the operators of the properties underlying our royalty and other interests to continue development or production operations.
Continued levels of high inflation or a return to, or weak recovery from, a recession due to factors including disruptions in financial markets in the United States or globally, natural disasters, changes in trade policy, including applicable tariffs and duties, changes in energy prices, political upheavals, war or unrest could adversely impact our results of operations, including by negatively impacting the ability of the operators of the properties underlying our royalties, streaming and other interests to continue development or production operations.
We expect that certain of our existing royalty interests in production stage properties to continue to represent a significant portion of revenue going forward over the near-term.
We expect that certain of our existing royalty and streaming 4 interests in production stage properties will continue to represent a significant portion of revenue going forward over the near-term.
The value and potential revenue from our royalty interests are subject to many of the risks faced by the owners and operators of our existing or future royalty and other interests. Our royalty and similar interests generally generate revenue when the owner or operator of the underlying properties achieve and sustain production.
The value and potential revenue from our royalties, streaming and other interests are subject to many of the risks faced by the owners and operators of our existing or future royalties, streaming and other interests. Our royalties, streaming and similar interests generally generate revenue when the owners or operators of the underlying properties achieve and sustain production.
Current and future indebtedness could adversely affect our financial condition and impair our ability to operate our business. As of December 31, 2023, we had $10.0 million outstanding under our secured revolving credit facility (" Credit Facility ") and had $40 million in aggregate principal amount of convertible debentures outstanding (the " Debentures ").
Current and future indebtedness could adversely affect our financial condition and impair our ability to operate our business. As of December 31, 2024, we had $25.3 million outstanding under our secured revolving credit facility (" Credit Facility ") and $40 million in aggregate principal amount of convertible debentures outstanding (the " Debentures ").
In the event of a bankruptcy, insolvency or other arrangement of an operator or owner, in many instances, we will be treated like any other unsecured creditor, and therefore have a limited prospect for full recovery of royalty or similar revenue.
In the event of a bankruptcy, insolvency or other arrangement of an operator or owner, in many instances, we may be treated like any other unsecured creditor, and therefore have a limited prospect for full recovery.
Our royalty and other interests on properties outside of the United States are located in Canada, Mexico, Colombia, Brazil, Turkey and Peru. In addition, future acquisitions may expose us to new jurisdictions.
Our royalties, streaming and other interests on properties outside of the United States are located in Canada, Mexico, Colombia, Brazil, Bosnia and Herzegovina, Turkey and Peru. In addition, future acquisitions may expose us to new jurisdictions.
We may not be entitled to any compensation if the properties in which we hold or may hold royalties, streams and similar interests discontinue exploration, development or operations on a temporary or permanent basis.
We may not be entitled to any compensation if the owners or operators of the properties in which we hold or may hold royalties, streaming and similar interests discontinue the exploration, development or operations of such properties on a temporary or permanent basis.
Our rights to payment under royalties and similar interests must, in most cases, be enforced by contract without the protection of a security interest over property that we could readily liquidate. This inhibits our ability to collect outstanding royalties in the event of a default.
Our rights to payment under royalties, streaming and other interests must, in many cases, be enforced by contract without the protection of a security interest over property that we could readily liquidate. This may inhibit our ability to collect outstanding payment in the event of a default.
Additionally, economic conditions will impact the ability of the owners and operators of the properties underlying our interests to obtain any necessary financing arrangements to maintain or continue planned development, production or other activities and such properties, which may adversely affect our financial condition or results of operations. 6 We may enter into acquisitions or other material transactions at any time.
Additionally, economic conditions will impact the ability of the owners and operators of the properties underlying our interests to obtain any necessary financing arrangements to maintain such properties or continue planned development, production or other activities related thereto, which may adversely affect our financial condition or results of operations.
A deterioration of market and economic conditions in the jurisdictions in which we or the owners and operators of the properties underlying our interests may adversely affect our financial condition and results of operations.
A deterioration of market and economic conditions in the jurisdictions in which the mineral properties underlying our interests are located may adversely affect our financial condition and results of operations.
The impact of any such claim on our royalty interests cannot be predicted with any degree of certainty and no assurance can be given that a broad recognition of Indigenous rights by way of a negotiated settlement or judicial pronouncement, would not have an adverse effect on the activities of the operator of underlying projects or other existing or future interests. 10 The mining industry is subject to environmental risks in the jurisdictions where projects underlying our interests are located, including risk associated with climate change.
The impact of any such claim on our royalty and streaming interests cannot be predicted with any degree of certainty and no assurance can be given that a broad recognition of Indigenous rights by way of a negotiated settlement or judicial pronouncement would not have an adverse effect on the activities of the operator of underlying projects or other existing or future interests.
Declines in market prices could cause an operator to cease or slowdown exploration and development activities, reduce, suspend or terminate production from an operating project or construction work at a development project which would negatively impact our ability to obtain revenues from our interests in the future.
Declines in market prices could cause an operator to cease or slowdown exploration and development activities, reduce, suspend or terminate production from an operating project, or limit, suspend or terminate construction work at a development project which would negatively impact our ability to obtain revenues from our interests in the future, could have a material adverse effect on our business, results of operations and financial condition, could prevent us from recovering our initial investment in the project or impair the value of our interest.
Exploration, development and mining is subject to potential risks and liabilities associated with pollution of the environment and the disposal of waste products occurring as a result of mineral exploration and production.
The mining industry is subject to environmental risks in the jurisdictions where projects underlying our interests are located, including risk associated with climate change. Exploration, development and mining is subject to potential risks and liabilities associated with pollution of the environment and the disposal of waste products occurring as a result of mineral exploration and production.
If such transactions are completed, it may result in a new operator, which may or may not explore, develop or operate the project in a similar manner to the current operator, which may have a material adverse effect on our business, results of operations and financial condition.
A new operator installed as the result of such a completed transaction may not explore, develop or operate the project in a similar manner to the current operator and as such, our business, results of operations and financial condition may be materially adversely affected. The effect of any such transaction on us may be difficult or impossible to predict.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest change(" Fremont Gold ") 3.0% NSR Au Nevada, USA Kismet EMX Royalty 2.0% NSR Au Nevada, USA Maggie Creek Nevada Gold Mines 1.0% NSR Au Nevada, USA Moho (optioned) Lanhontan Gold Corp. 2.5% NSR Au Nevada, USA Mt Wilson National Treasure Corporation 3.0% NSR Au Nevada, USA Musgrove Creek US Gold Corp. 2.0% NSR Au Idaho, USA Mustang Canyon i-80 2.0% NSR Au Nevada, USA Nevada Rand (optioned) Goldcliff 2.5% NSR Au Nevada, USA New Boston VR Resources 2.0% NSR Au Nevada, USA North Carlin Fremont Gold 2.0% NSR Au Nevada, USA Olympic (optioned) Great Western Minerals Group Ltd. 1.75% NSR Au Nevada, USA Redlich Gold (optioned) Lahontan Gold 2.5% NSR Au Nevada, USA Scossa Romios Gold Resources Inc.
Biggest change(" Lahontan Gold ") 2.5% NSR Au Nevada, USA Mona Lisa Progenitor 1.25% NSR Au Québec, Canada Monique† Probe 0.38% NSR Au Québec, Canada Monte Cristo Waterton Global Resource Management (" Waterton Global ") 1% NSR Au Nevada, USA Mt Hamilton Waterton Global 1% NSR Au Nevada, USA Mt Tobin Da Venda Gold Corp. 2.0% NSR Au Nevada, USA Mt Wilson National Treasure Corporation 3.0% NSR Au Nevada, USA Munro Val-d'Or Mining 1.0% NSR Au Ontario, Canada Musgrove Creek US Gold Corp. 2.0% NSR Au Idaho, USA Mustang Canyon i-80 2.0% NSR Au Nevada, USA Nevada Rand (optioned) Goldcliff 2.5% NSR Au Nevada, USA New Alger Radisson Mining Resources Inc. 1.0% NSR Au Québec, Canada New Boston VR Resources 2.0% NSR Au Nevada, USA North Carlin Hayasa Metals Inc. 2.0% NSR Au Nevada, USA North Contact Val-d'Or Mining 1.0% NSR Au Québec, Canada Noyard† Opus One Gold Corp. 1.0% NSR Au Québec, Canada Noyell† VIOR Inc.
On March 8, 2021, we completed our IPO of 18,000,000 units (the " Units ") at a price of $5.00 per Unit for gross proceeds of $90,000,000.
On March 8, 2021, we completed our IPO of 18,000,000 units (the " IPO Units ") at a price of $5.00 per IPO Unit for gross proceeds of $90,000,000.
Royalties and streams are non-operating interests in the underlying project and therefore, the holder is generally not responsible for contributing additional funds for any purpose, including capital and operating costs. Royalties and streams limit the holder’s exposure, in most instances, to exploration, development, operating, sustaining or reclamation expenditures typically associated with an operating interest in a mine.
Royalties and streams are non-operating interests in the underlying project and therefore, the holder is generally not responsible for contributing additional funds for any purpose, including capital and operating costs. Royalties and streams interests limit the holder's exposure, in most instances, to exploration, development, operating, sustaining or reclamation expenditures typically associated with an operating interest in a mine.
Because our assets are comprised of royalty and similar interests, for the purposes of this Annual Report, we have relied on Item 1302(b)(3)(ii) of SK1300 and have not obtained or filed a technical report summary as: (i) obtaining such report would result in an unreasonable burden or expense; and (ii) we have requested such technical report summary from the operators of the projects underlying its material royalty interests and were denied the request.
Because our assets are comprised of royalty and similar interests, for the purposes of this Annual Report, we have relied on Item 1302(b)(3)(ii) of SK1300 and have not obtained or filed a technical report summary as: (i) obtaining such report would result in an unreasonable burden or expense; and (ii) we requested such technical report summary from the operators of the projects underlying our material royalty interests and were denied the request.
Although we, as a royalty owner, are not responsible for ensuring compliance with these laws and regulations, failure by the operators to comply with applicable laws, regulations and permits can result in injunctive action, orders to suspend or cease operations, damages, and civil and criminal penalties on the operators, which could have a material adverse effect on our results of operations and financial condition.
Although we, as a royalty and streaming owner, are not responsible for ensuring compliance with these laws and regulations, failure by the operators to comply with applicable laws, regulations and permits can result in injunctive action, orders to suspend or cease operations, damages, and civil and criminal penalties on the operators, which could have a material adverse effect on our results of operations and financial condition.
We intend to leverage external expertise when appropriate, which should give us the ability to expand our technical and geographic footprint well outside of our internal resources and maintain a high level of confidence that a comprehensive range of opportunities are evaluated to meet our objectives and long-term strategy. 18 • Positioned to Execute on our Growth-Oriented Strategy .
We intend to leverage external expertise when appropriate, which should give us the ability to expand our technical and geographic footprint well outside of our internal resources and maintain a high level of confidence that a comprehensive range of opportunities are evaluated to meet our objectives and long-term strategy. • Positioned to Execute on our Growth-Oriented Strategy .
(" Osisko ") acquired ownership of the Canadian Malartic Property in 2004 (the " Osisko Transaction "). Based on a feasibility study completed in December 2008, Osisko completed construction of a 55,000 tonne per day mill complex, tailings impoundment area, five million cubic metre polishing pond and road network by February 2011, and the mill was commissioned in March 2011.
(" Osisko ") acquired ownership of the Canadian Malartic Property in 2004 (the " Osisko Transaction "). Based on a feasibility study completed in December 2008, Osisko completed construction of a 55,000 tonne per day mill complex, tailings impoundment area, five million cubic metre polishing pond and road network in February 2011, and the mill was commissioned in March 2011.
The gold is sold to various banks at market prices. Canadian Malartic GP believes that, because of the availability of alternative refiners, no material adverse effect would result if it lost the services of its current refiner. There are no deleterious elements in the gold produced. 36 Recent Developments See "Item 5.
The gold is sold to various banks at market prices. Canadian Malartic GP believes that, because of the availability of alternative refiners, no material adverse effect would result if it lost the services of its current refiner. There are no deleterious elements in the gold produced. Recent Developments See "Item 5.
Several factors that our board of directors and management may evaluate in assessing proposed opportunities include, but are not limited to, the following: • project resources and/or reserves; • estimated life of mine including the potential for mine expansions and/or mine life extensions; • exploration potential and resource expansion; • identification and evaluation of relevant operational and technical risks; • historical and forecasted operational data; 19 • project location, including jurisdiction-specific considerations such as mining regulations, history of mining related activities and permitting requirements; • project capital requirements; • project stage and development timeline; • transaction structure considerations; • operational and financial track records of potential counterparties and their ability to develop and operate underlying precious metals projects; • environmental, social and governance considerations; • tax planning and transaction tax considerations; and • ability to generate value enhancing returns.
Several factors that our board of directors and management may evaluate in assessing proposed opportunities include, but are not limited to, the following: • project resources and/or reserves; • estimated life of mine including the potential for mine expansions and/or mine life extensions; • exploration potential and resource expansion; • identification and evaluation of relevant operational and technical risks; • historical and forecasted operational data; • project location, including jurisdiction-specific considerations such as mining regulations, history of mining related activities and permitting requirements; • project capital requirements; • project stage and development timeline; • transaction structure considerations; • operational and financial track records of potential counterparties and their ability to develop and operate underlying precious metals projects; 17 • environmental, social and governance considerations; • tax planning and transaction tax considerations; and • ability to generate value enhancing returns.
With a stream, the holder makes an upfront payment or deposit to purchase a pre-agreed percentage of a mine’s production at a defined or pre-determined price. Royalties and streams are typically for the life of a mine, but streams can also be structured over a specified period or production interval.
With a stream, the holder makes an upfront payment or deposit to purchase a pre-agreed percentage of a mine's production at a defined or pre-determined price. Royalties are typically for the life of a mine, but streams can also be structured over a specified period or production interval.
Metamorphic grade increases toward the southern limit of the Abitibi belt, where rocks of the Piche Group and the northern part of the Pontiac Group have been metamorphosed to upper greenschist facies. 33 The majority of the Canadian Malartic Property is underlain by metasedimentary units of the Pontiac Group, lying immediately south of the LLCFZ.
Metamorphic grade increases toward the southern limit of the Abitibi belt, where rocks of the Piche Group and the northern part of the Pontiac Group have been metamorphosed to upper greenschist facies. The majority of the Canadian Malartic Property is underlain by metasedimentary units of the Pontiac Group, lying immediately south of the LLCFZ.
We believe our core team has the experience and capability to provide creative solutions to our prospective partners thereby enhancing our ability to acquire attractive growth assets, whether in a competitive auction process or as a result of bilateral discussions.
We believe our core team has the experience and capability to provide creative solutions for our prospective partners thereby enhancing our ability to acquire attractive growth assets, whether in a competitive auction process or as a result of bilateral discussions.
(" Ely ") by way of a statutory plan of arrangement (the " Ely Arrangement ") under the Business Corporations Act (British Columbia). Pursuant to the Ely Arrangement, we issued 30,902,176 of our common shares and paid $65 million (C$84 million) in cash.
(" Ely ") by way of a statutory plan of arrangement (the " Ely Arrangement ") under the Business Corporations Act (British Columbia). Pursuant to the Ely Arrangement, we issued 30,902,176 of our common shares and paid $65 million (approximately C$84 million) in cash.
Competition The mining industry in general, and the royalty and streaming segments in particular, are extremely competitive. We compete with other royalty and streaming companies, mine operators, and financial buyers in efforts to acquire royalty, streaming and similar interests.
Competition The mining industry in general, and the royalty and streaming segments in particular, are extremely competitive. We compete with other royalty and streaming companies, mine operators, and financial buyers in efforts to acquire royalties, streaming and similar interests.
We believe we offer potential counterparties added value, by virtue of, among other things, our: • ability to provide non-dilutive project development financing; • capital markets presence, which provides counterparties with expanded visibility; • ability to leverage the experience of our team to offer market and development insights to the management and boards of counterparties; and • due diligence and selection process, which provides a potential third-party endorsement to the projects underlying royalties or other interests we select for acquisition.
We believe we offer potential counterparties added value, by virtue of, among other things, our: • ability to provide non-dilutive project development financing; • capital markets presence, which provides counterparties with expanded visibility; • ability to leverage the experience of our team to offer market and development insights to the management and boards of counterparties; and • due diligence and selection process, which provides a potential third-party endorsement of the projects underlying royalties, streams and other interests we select for acquisition.
However, the royalty does apply to portions of the Odyssey, East Malartic, Sladen and Sheehan zones, all of the Jeffrey zone and the eastern portion of the Barnat Extension of the Canadian Malartic Property open pit mine.
However, the royalty does apply to portions of the Odyssey, East Malartic, Sladen and Sheehan zones, all of the Jeffrey 28 zone and the eastern portion of the Barnat Extension of the Canadian Malartic Property open pit mine.
The following description of the Canadian Malartic Property is based on information disclosed in the Canadian Malartic Technical Report and other public disclosures of Agnico Eagle filed under their respective profiles on SEDAR+. 31 Property Description, Location and Access The Canadian Malartic Property (latitude 48° 22’ North and longitude 78° 23’ West) is located within the town of Malartic, Québec, approximately 25 km west of the City of Val-d’Or and 80 km east of City of Rouyn-Noranda.
The following description of the Canadian Malartic Property is based on information disclosed in the Canadian Malartic Technical Report and other public disclosures of Agnico Eagle filed under their respective profiles on SEDAR+. 29 Property Description, Location and Access The Canadian Malartic Property (latitude 48° 22’ North and longitude 78° 23’ West) is located within the town of Malartic, Québec, approximately 25 km west of the City of Val-d'Or and 80 km east of City of Rouyn-Noranda.
It contains only production information related to our royalty interest and does not include greater production at the property disclosed by the operator in respect of areas not covered by our interests.
It contains only production information related to our royalty interests and does not include greater production at the property disclosed by the operator in respect of areas not covered by our interests.
Environmental, Social & Governance (ESG) Due to the nature of our business, we do not directly manage the ESG risks associated with the operators and underlying assets in our royalties.
Environmental, Social & Governance ("ESG") Due to the nature of our business, we do not directly manage the ESG risks associated with the operators and underlying assets of our royalties.
Cozamin Mine (2) Capstone Copper Corp. 1.0% NSR Cu, Ag Zacatecas, Mexico Production Stage Underground mine. Epithermal and mesothermal vein deposits containing silver, gold and base metals (copper, lead and zinc). The host rocks for the Mala Noche Vein (“MNV”) system are intercalated carbonaceous metasedimentary rocks and andesitic volcanic rocks, and Tertiary rhyolite intrusive rocks and flows.
Cozamin Mine (1) Capstone Copper Corp. 1.0% NSR Cu, Ag Zacatecas, Mexico Production Stage Underground mine. Epithermal and mesothermal vein deposits containing silver, gold and base metals (copper, lead and zinc). The host rocks for the Mala Noche Vein system are intercalated carbonaceous metasedimentary rocks and andesitic volcanic rocks, and tertiary rhyolite intrusive rocks and flows.
As a result of the Ely Arrangement, each of the 15,946,732 warrants to purchase common shares of Ely that were outstanding immediately prior to the effective time thereof represent the right to acquire, on valid exercise thereof (including payment of the applicable exercise price), 0.2450 of a common share plus C$0.0001 in cash.
As a result of the Ely Arrangement, each of the 15,946,732 warrants to purchase common shares of Ely that were outstanding immediately prior to the effective time thereof represented the right to acquire, on valid exercise thereof (including payment of the applicable exercise price), 0.2450 of a common share plus C$0.0001 in cash.
The shaft will have an estimated depth of 1,800-metres and the first loading station is expected to be commissioned in 2027 with modest production from East Gouldie. The East Malartic shallow area and Odyssey North are scheduled to enter into production in 2030 and 2028 respectively.
The shaft will have an estimated depth of 1,800 m and the first loading station is expected to be commissioned in 2027 with modest production from East Gouldie. The East Malartic shallow area and Odyssey North are scheduled to enter into production in 2030 and 2028, respectively.
Operating and Financial Review and Prospects" for further information regarding the Canadian Malartic Property. ITEM 4A. UNRESOLVED STAFF COMMENTS None.
Operating and Financial Review and Prospects" for further information regarding the Canadian Malartic Property. ITEM 4A. UNRESOLVED STAFF COMMENTS None. 34
The table below provides a comparison of royalty companies, mining companies, exchange traded funds and funds that hold physical commodities: Royalty Companies Operating Companies Precious Metals ETFs Physical Funds Exposure to Commodity Prices √ √ √ √ Fixed Operating Costs √ X √ √ No Development or Sustaining Capital Costs √ X X X Exploration and Expansion Upside Without the Associated Costs √ X √ X Diversified Asset Portfolio √ X √ √ Ability to Grow Without Increased Management √ X √ √ Competitive Strengths We believe that our competitive strengths include, among other things: • Significant and Diversified Royalty Portfolio .
The table below provides a comparison of royalty companies, mining companies, exchange traded funds and funds that hold physical commodities: Royalty Companies Operating Companies Precious Metals ETFs Physical Funds Exposure to Commodity Prices √ √ √ √ Fixed Operating Costs √ X √ √ No Development or Sustaining Capital Costs √ X X X Exploration and Expansion Upside Without the Associated Costs √ X √ X Diversified Asset Portfolio √ X √ √ Ability to Grow Without Increased Management √ X √ √ Competitive Strengths We believe that our competitive strengths include: • Significant and Diversified Royalty Portfolio .
Although we, as a stream or royalty interest owner, are not responsible for ensuring compliance with these laws and regulations, failure by the operators to comply with applicable laws, regulations and permits can result in injunctive action, orders to suspend or cease operations, damages, and civil and criminal penalties on the operators, which could have a material adverse effect on our results of operations and financial condition.
Although we, as a royalty or streaming interest owner, are not responsible for ensuring compliance with these laws and regulations, failure by the operators to comply with applicable laws, regulations and permits can result in injunctive action, orders to suspend or cease operations, damages, and civil and criminal penalties against the operators, which could have a material adverse effect on our results of operations and financial condition.
Generating and Evaluating Acquisition Opportunities In addition to the acquisitions we have completed since our IPO, we plan to aggressively continue to pursue accretive royalty and stream transactions, targeting near-term production and complementary development and exploration projects worldwide.
Generating and Evaluating Acquisition Opportunities In addition to the acquisitions we have completed since our IPO, we plan to aggressively continue to pursue accretive royalty and streaming transactions, targeting near-term production and complementary development and exploration projects worldwide.
Regulation Operators of the mines that are subject to our royalty interests must comply with numerous environmental, mine safety, land use, waste disposal, remediation and public health laws and regulations promulgated by federal, state, provincial and local governments in the United States, Mexico, Brazil, Canada, Colombia, Turkey and Peru where we hold royalty interests.
Regulation Operators of the mines that are subject to our royalty and streaming interests must comply with numerous environmental, mine safety, land use, waste disposal, remediation and public health laws and regulations promulgated by federal, state, provincial and local governments in the United States, Mexico, Brazil, Canada, Colombia, Bosnia and Herzegovina, Turkey and Peru where we hold royalty and streaming interests.
As with the Good Neighbour Guide and other community relations efforts at Canadian Malartic, the Partnership is working collaboratively with stakeholders to establish cooperative relationships that support the long-term potential of the mine. The waste rock pile was originally designed to accommodate approximately 326 million tonnes of waste rock requiring a total storage capacity of approximately 161 million cubic metres.
As with the Good Neighbour Guide and other community relations efforts at Canadian Malartic, the Canadian Malartic GP is working collaboratively with stakeholders to establish cooperative relationships that support the long-term potential of the mine. 33 The waste rock pile was originally designed to accommodate approximately 326 million tonnes of waste rock requiring a total storage capacity of approximately 161 million cubic metres.
Titles, Mineral Rights, Leases, or Options and Acreage Involved The titles, mineral rights, leases, and options involved with our stream and royalty interests vary depending on the country and include exploitation concessions, unpatented and patented claims, fee lands, mining leases and prospecting and mining licenses.
Titles, Mineral Rights, Leases, or Options and Acreage Involved The titles, mineral rights, leases, and options involved with our royalty and streaming interests vary depending on the country and include exploitation concessions, unpatented and patented claims, fee lands, mining leases and prospecting and mining licenses.
Goldmining 1.0% NSR Au, Ag, Cu Alaska, USA Whistler (Raintree West) U.S. Goldmining 1.0% NSR Au, Ag, Cu Alaska, USA Whistler (Whistler) U.S.
Goldmining 1.0% NSR Au, Ag, Cu Alaska, USA 26 Whistler (Raintree West) U.S. Goldmining 1.0% NSR Au, Ag, Cu Alaska, USA Whistler (Whistler) U.S.
Figure 1 – Location Map of Canadian Malartic Property (Technical Report, Canadian Malartic Mine, Québec , Canada, 2021) In 2014, substantially all of the assets and obligations relating to the Canadian Malartic mine were transferred to a newly formed general partnership (the " Canadian Malartic GP ") in which Agnico Eagle and Yamana each own an indirect 50% interest.
Figure 1 – Location Map of Canadian Malartic Property (Technical Report, Canadian Malartic Mine, Quebec, Canada, 2021) In 2014, substantially all of the assets and obligations relating to the Canadian Malartic mine were transferred to a newly formed general partnership (the " Canadian Malartic GP ") in which Agnico Eagle and Yamana each own an indirect 50% interest.
Key Permit Conditions Operators of the mines that are subject to our stream and royalty interests must comply with environmental, mine safety, land use, waste disposal, remediation and public health laws and regulations promulgated by federal, state, provincial and local governments in the United States, Canada, Colombia, Brazil and other countries where we hold interests.
Key Permit Conditions Operators of the mines that are subject to our royalty and streaming interests must comply with environmental, mine safety, land use, waste disposal, remediation and public health laws and regulations promulgated by federal, state, provincial and local governments in the United States, Canada, Colombia, Brazil, Bosnia and Herzegovina and other countries where we hold interests.
In 2020, the Canadian Malartic GP completed the Highway 117 deviation project. In 2021, the Canadian Malartic GP expects no further development of infrastructure to be undertaken for the Canadian Malartic mine and mill facilities, other than the mining construction work in the Barnat pit and the optimization of tailings storage facilities.
In 2020, the Canadian Malartic GP completed the Highway 117 deviation project. In 2021, the Canadian Malartic GP noted that it expects no further development of infrastructure to be undertaken for the Canadian Malartic mine and mill facilities, other than the mining construction work in the Barnat pit and the optimization of tailings storage facilities.
In general, we have no decision-making authority regarding the development or operation of the mineral properties underlying our stream and royalty interests.
In general, we have no decision-making authority regarding the development or operation of the mineral properties underlying our royalty and streaming interests.
A request for a decree amendment, including permits to develop the East Gouldie and East Malartic zones has been submitted. The Partnership has received confirmation that mining the additional zones at the project does not trigger additional Federal permitting requirements.
A request for a decree amendment, including permits to develop the East Gouldie and East Malartic zones has been submitted. The Canadian Malartic GP has received confirmation that mining the additional zones at the project does not trigger additional Federal permitting requirements.
Approximately 1.5 kilometres to the east is the Odyssey deposit, with mineralization associated with a fault along both hanging wall and footwall contacts of a 300 metre wide dioritic intrusive. The South Barnat deposit is located to the north and south of the old South Barnat and East Malartic mine workings, largely along the southern edge of the LLCFZ.
Approximately 1.5 km to the east is the Odyssey deposit, with mineralization associated with a fault along both hanging wall and footwall contacts of a 300 m wide dioritic intrusive. The South Barnat deposit is located to the north and south of the old South Barnat and East Malartic mine workings, largely along the southern edge of the LLCFZ.
In carrying out our long-term growth strategy, we seek and continually review opportunities to expand our portfolio through the acquisition of existing or newly created royalty, stream or similar interests and through accretive acquisitions of companies that hold such assets.
In carrying out our long-term growth strategy, we seek and continually review opportunities to expand our portfolio through the acquisition of existing or newly created royalties, streaming or similar interests and through accretive acquisitions of companies that hold such assets.
Each Unit consisted of one common share and one half of a common share purchase warrant, and each common share purchase warrant entitles the holder to acquire a common share at a price of $7.50 per share until March 11, 2024.
Each IPO Unit consisted of one common share and one half of a common share purchase warrant, and each common share purchase warrant entitled the holder to acquire a common share at a price of $7.50 per share until March 11, 2024.
Notes: (1) Applies to all of the Jeffrey zone and to a portion of the Barnat Extension of the Canadian Malartic mine (open pit) on the Canadian Malartic Property, as well as portions of Odyssey, East Malartic, Sladen and Sheehan zones. See " – Material Property" for further information. (2) Royalty applies to only a portion of the property.
(2) Applies to all of the Jeffrey zone and to a portion of the Barnat Extension of the Canadian Malartic mine (open pit) on the Canadian Malartic Property, as well as portions of Odyssey, East Malartic, Sladen and Sheehan zones. See " – Material Property " for further information.
In addition to these, the Western Porphyry Zone occurs one kilometre northeast of the main Canadian Malartic deposit and the Gouldie mineralized zone occurs approximately 1.2 kilometres southeast of the main Canadian Malartic deposit.
In addition to these, the Western Porphyry Zone occurs one km northeast of the main Canadian Malartic deposit and the Gouldie mineralized zone occurs approximately 1.2 km southeast of the main Canadian Malartic deposit.
Operators make all development and operating decisions, including decisions about permitting, feasibility analysis, mine design and operation, processing, plant and equipment matters, and temporary or permanent suspension of operations. 29 Annual Royalties Certain of our royalties do not apply to the entirety of the producing areas of the underlying projects.
Operators make all development and operating decisions, including decisions about permitting, feasibility analysis, mine design and operation, processing, plant and equipment matters, and temporary or permanent suspension of operations. 27 Royalties and Stream Production Certain of our royalties do not apply to the entirety of the producing areas of the underlying projects.
This provides us with a relatively geopolitically stable and diversified portfolio base with significant future upside potential through our earlier stage royalty interests. • Experienced Team with a Proven Track Record in Mining .
This provides us with a relatively geopolitically stable and diversified portfolio base with significant future upside potential through our earlier stage royalties, streaming and similar interests. • Experienced Team with a Proven Track Record in Mining .
The Odyssey Project is a planned underground mining complex that will exploit the East Gouldie, East Malartic and Odyssey deposits. Mining at Odyssey is planned at a rate of approximately 20,000 tonnes per day serviced via a planned 1,800-metre deep production-services shaft. An exploration ramp portal was completed during the fourth quarter of 2020.
The Odyssey Project is a planned underground mining complex that will exploit the East Gouldie, East Malartic and Odyssey deposits. Mining at Odyssey is planned at a rate of approximately 20,000 tpd serviced via a planned 1,800 m deep production-services shaft. An exploration ramp portal was completed during the fourth quarter of 2020.
The deposit that is originally modelled for surface mining evaluation extends on a 1.7 kilometre strike and a width of 900 metres (perpendicular to the strike), and from surface to 480 metres below surface.
The deposit that is originally modelled for surface mining evaluation extends on a 1.7 km strike and a width of 900 m (perpendicular to the strike), and from surface to 480 m below surface.
NPI royalties generally require the owner or operator of the underlying project to make payments to the holder based on the profit, which is determined by deducting the sum of operating cost, capital expenditure, general administrative expenses and other agreed deductions from revenue.
NPI royalties generally require the owner or operator of the underlying project to make payments to the holder based on the profit, which is determined by subtracting the sum of allowable deductions such as operating cost, capital expenditure, general administrative expenses and other agreed upon deductions from revenue.
It extends on a 2 kilometre strike and a width of 500 metres (perpendicular to the strike), and from surface to –1,500 metres below surface. It is characterized by the presence of a massive porphyritic unit.
It extends on a 2 km strike and a width of 500 m (perpendicular to the strike), and from surface to –1,500 m below surface. It is characterized by the presence of a massive porphyritic unit.
Permits for Odyssey North and South were granted in 2020 to allow the first phase of the Odyssey Project to begin. At this time, the Certificate of Authorization (" CofA ") for the shaft has not yet been obtained and the CofA for the waste rock management facility requires modification.
Golder Associates Ltd. is preparing this study. Permits for Odyssey North and South were granted in 2020 to allow the first phase of the Odyssey Project to begin. At this time, the Certificate of Authorization (" CofA ") for the shaft has not yet been obtained and the CofA for the waste rock management facility requires modification.
Our management team, board of directors and advisory board have over 400 years of combined experience in the mining sector, including key expertise in exploration, development and operational areas, along with important capital markets acumen and extensive networks.
Our management team, board of directors and advisory board have significant experience in the mining sector, including key expertise in exploration, development and operational areas, along with important capital markets acumen and extensive networks.
Additionally, pursuant to the plan of arrangement with Golden Valley, each of Golden Valley’s 1,166,389 share purchase options that were outstanding immediately prior to closing were exchanged for options to purchase 2,498,045 of our common shares.
Additionally, pursuant to the transaction, each of Golden Valley's 1,166,389 share purchase options that were outstanding immediately prior to closing were exchanged for options to purchase 2,498,045 of our common shares.
Other Investments Our assets also include a portfolio of shares, mainly of publicly traded mining and mineral exploration and development companies. We may invest from time to time in companies where we hold a royalty or similar interest.
Our assets also include shares of certain publicly traded mining and mineral exploration and development companies. We may invest from time to time in companies where we hold a royalty or similar interest.
While we maintain a lean operating profile, we maintain the flexibility to rapidly assess and respond to new investment opportunities.
While we maintain a lean operating profile, we retain sufficient flexibility to rapidly assess and respond to new investment opportunities.
Similar to gold deposits at the Goldstrike and Rodeo Mines, gold mineralization at Ren is predominantly hosted by the Devonian Popovich Formation, and usually occurs within stratabound zones or along low-angle structures exhibiting decarbonatization, argillization, weak silicification, quartz, and barite veining and local collapse brecciation. Gold Rock Project Calibre Mining Corp.
Similar to gold deposits at the Goldstrike and Rodeo Mines, gold mineralization at Ren is predominantly hosted by the Devonian Popovich Formation, and usually occurs within stratabound zones or along low-angle structures exhibiting decarbonatization, argillization, weak silicification, quartz, and barite veining and local collapse brecciation. South Railroad Project (1) Orla Mining Ltd.
See " Item 3. Key Information – D. Risk Factors - We may use certain financial instruments that subject us to a number of inherent risks ". Material Property The following is a description of our royalty interests on portions of the Canadian Malartic Property.
Risk Factors - We may use certain financial instruments that subject us to a number of inherent risks ". Material Property The following is a description of our royalty interests on portions of the Canadian Malartic Property.
Furthermore, we expect that our experienced management team and extensive relationships coupled with our strong technical skills and execution capabilities, will position us to source and pursue new growth opportunities across the asset spectrum. • Potential for Additional Royalties through our Royalty Generator Model . We seek to complement our acquisition strategy by continuing to implement the "Royalty Generator Model".
Furthermore, we expect that our experienced management team and extensive 16 relationships coupled with our strong technical skills and execution capabilities will position us to source and pursue new growth opportunities across the asset spectrum. • Potential for Additional Royalties through our Royalty Generator Model .
This deposit extends on a 3 kilometre strike and a width of 1.1 kilometres (perpendicular to the strike), and the bottom of the South Barnat actual pit design to 1,800 metres below surface.
This deposit extends on a 3 km strike and a width of 1.1 km (perpendicular to the strike), and the bottom of the South Barnat actual pit design to 1,800 m below surface.
Côté Gold Project (2) IAMGOLD Corporation (" IAMGOLD ") 0.75% NSR Au Ontario, Canada Exploration Stage Open pit mine in construction Côté Gold Project is a low-grade, high tonnage Archean gold system that can be described as a synvolcanic intrusion related and stockwork disseminated gold deposit.
Côté Gold Mine (1) IAMGOLD Corporation (" IAMGOLD ") 0.75% NSR Au, Ag Ontario, Canada Production Stage Open pit mine Côté Gold Mine is a low-grade, high tonnage Archean gold system that can be described as a synvolcanic intrusion related and stockwork disseminated gold deposit.
Subject to a buyback right of the operator, whereby a 0.5% NSR may be repurchased for $2.5 million after the earlier of 2,250,000 oz of production or 2050. See " Item 5.
(5) Royalty to decrease to a 0.5% NSR after 725,000 oz of gold production. Subject to a buyback right of the operator, whereby a 0.5% NSR may be repurchased for $2.5 million after the earlier of 2,250,000 oz of production or 2050.
The north-central portion of the property covers an approximately 9.5 kilometre section of the LLCFZ corridor and is underlain by mafic-ultramafic metavolcanic rocks of the Piche Group cut by intermediate porphyritic and mafic intrusions. The Cadillac Group covers the northern part of the property (north of the LLCFZ). It consists of greywacke containing lenses of conglomerate.
The north-central portion of the property covers an approximately 9.5 km section of the LLCFZ corridor and is underlain by mafic-ultramafic metavolcanic rocks of the Piche Group cut by intermediate porphyritic and mafic intrusions. The Cadillac Group covers the northern part of the property (north of the LLCFZ).
(1) Certain of the royalties in this table do not apply to the entire project areas. 28 (2) Royalty subject to a production hurdle of 10 million oz of production Note on Royalty Coverage Our royalty and similar interests do not apply to the entirety of each project in some cases.
(2) Royalty subject to a production hurdle of 10 million oz of production. Note on Royalty and Streaming Coverage Our royalties, streaming and similar interests do not apply to the entirety of each project in some cases.
The Partnership also plans to store additional tailings in the Canadian Malartic pit at the end of its operations. According to the mine plan, between 70 and 80 million tonnes of tailings could be deposited in the Canadian Malartic pit once mining in the pit is completed. All permits related to mining the Canadian Malartic pit extension have been received.
The Canadian Malartic GP also plans to store additional tailings in the Canadian Malartic pit at the end of its operations. According to the mine plan, between 70 and 80 million tonnes of tailings could be deposited in the Canadian Malartic pit once mining in the pit is completed.
Canadian Malartic Property is a large-tonnage, low-grade Archean gold system, consisting of a widespread shell of disseminated gold-bearing pyrite mineralization hosted by porphyritic felsic to intermediate intrusions and altered metasediments. Odyssey Project (1) (underground) Agnico Eagle 3.0% NSR Au Québec, Canada Exploration Stage Underground mine in construction.
Canadian Malartic Property (open pit) (2) Agnico Eagle 2.0% - 3.0% NSR Au, Ag Québec, Canada Production Stage Open pit mine. Canadian Malartic Property is a large-tonnage, low-grade Archean gold system, consisting of a widespread shell of disseminated gold-bearing pyrite mineralization hosted by porphyritic felsic to intermediate intrusions and altered metasediments.
Environmental, Permitting and Social Matters In 2015, the Partnership developed and implemented an action plan to mitigate noise, vibrations, atmospheric emissions and ancillary issues related to the Canadian Malartic mine. Mitigation measures were put in place to improve the process and avoid environmental non-compliance events. As a result, over time, the Partnership has improved its environmental performance.
Environmental, Permitting and Social Matters In 2015, the Canadian Malartic GP developed and implemented an action plan to mitigate noise, vibrations, atmospheric emissions and ancillary issues related to the Canadian Malartic mine. Mitigation measures were put in place to improve the process and avoid environmental non-compliance events.
Royalty Interests SK1300 Project Classifications We generally classify our royalty interests based on the stage of development of its projects.
Royalty and Streaming Interests SK1300 Project Classifications We generally classify our royalty and streaming interests based on the stage of development of the projects underlying such interests.
In fiscal year 2023, we released our inaugural sustainability report, detailing our ESG practices and management of ESG-related risks. 20 C. Organizational Structure The following chart sets forth our current corporate organization as of the date hereof. D. Property, Plants and Equipment We are a precious metals-focused royalty company. Our diversified portfolio currently consists of 240 royalties across varying stages.
In 2023, we released our inaugural sustainability report, detailing our ESG practices and management of ESG-related risks. C. Organizational Structure The following chart sets forth our current corporate organization as of the date hereof. 18 D. Property, Plants and Equipment We are a precious metals-focused royalty company.
Operating and Financial Review and Prospects – Selected Asset Updates " for further information regarding our material and other key royalties. 24 In addition to the above, our portfolio currently also includes the following additional Exploration Stage royalties: Asset (1) Operator / Optionor Interest Metals Location Jerritt Canyon Mine First Majestic Silver Corp.
Operating and Financial Review and Prospects – Selected Asset Updates " for further information regarding our material and other key royalties. In addition to the above, our portfolio currently also includes the following additional Exploration Stage royalties: 22 Asset (1) Operator / Optionor Interest Metals Location Agar Val-d'Or Mining Corp.
The table below classifies projects based upon the definitions set forth in SK1300, utilizing the following classifications: • Production Stage Property – is a property with material extraction of mineral reserves. • Development Stage Property – is a property that has mineral reserves disclosed, pursuant to SK1300, but no material extraction. • Exploration Stage Property – is a property that has no mineral reserves disclosed. 21 Based on the classifications set forth in SK1300, as of the date hereof, we have royalties on 5 Production Stage Properties and 235 Exploration Stage Properties.
The table below classifies projects based upon the definitions set forth in SK1300, utilizing the following classifications: • Production Stage Property – is a property with material extraction of mineral reserves. • Development Stage Property – is a property that has mineral reserves disclosed pursuant to SK1300, but no material extraction. • Exploration Stage Property – is a property that has no mineral reserves disclosed.
At the Odyssey project, gold mineralization in the East Malartic and Odyssey deposits are similar to the deposits in the western portion of the property. In contrast, gold mineralization in East Gouldie is higher grade and is hosted in highly strained intervals of greywacke with 1% to 2% disseminated pyrite and strong silica alteration, and moderate sericite and carbonate alteration.
In contrast, gold mineralization in East Gouldie is higher grade and is hosted in highly strained intervals of greywacke with 1% to 2% disseminated pyrite and strong silica alteration, and moderate sericite and carbonate alteration.
ITEM 4. INFOR MATION ON THE COMPANY A. History and Development We are a corporation organized under the laws of Canada. We were incorporated under the name Gold Royalty Corp. on June 23, 2020 under the CBCA.
ITEM 4. INFOR MATION ON THE COMPANY A. History and Development We are a corporation organized under the laws of Canada. We were incorporated under the name Gold Royalty Corp. on June 23, 2020, under the CBCA and continued under the same name following completion of an internal reorganization and vertical amalgamation under the CBCA on July 24, 2024.
Ore blasted from the pit is first crushed by a gyratory crusher followed by secondary crushing prior to grinding. Ground ore feeds successively into leach and CIP circuits. A Zadra elution circuit is used to extract the gold from the loaded carbon. Pregnant solution is processed using electrowinning and the resulting precipitate is smelted into gold/silver doré bars.
Ground ore feeds successively into leach and carbon in pulp (CIP) circuits. A Zadra elution circuit is used to extract the gold from the loaded carbon. Pregnant solution is processed using electrowinning and the resulting precipitate is smelted into gold/silver doré bars.
Mining at the Odyssey Project will be done by underground methods. The preliminary mining concept is based on a sublevel open stoping mining method with paste backfill. Longitudinal retreat and transverse primary-secondary mining methods will also be used dependent on mineralization geometry and stope design criteria.
The preliminary mining concept is based on a sublevel open stoping mining method with paste backfill. Longitudinal retreat and transverse primary-secondary mining methods will also be used dependent on mineralization geometry and stope design criteria. The Odyssey Project is expected to use a combination of conventional and automated equipment, similar to what is currently used at the LaRonde Complex.
Our diversified portfolio currently includes 240 royalties across properties of various stages, including 5 royalties on producing projects. Our Strategy Our mission is to acquire royalties, streams and similar interests at various stages of the mine life cycle to build a balanced portfolio offering near, medium and longer-term returns for investors.
Our diversified portfolio currently includes 248 royalty and streaming interests across varying stages, of which 7 are on cash flowing assets. Our Strategy Our mission is to acquire royalties, streaming and similar interests at various stages of the mine life cycle to build a balanced portfolio offering near, medium and longer-term returns for investors.
The mineralization shares many similarities with orogenic gold deposits in terms of metal associations, wall-rock alteration assemblages and structural controls. Gold is associated with disseminated pyrrhotite, chalcopyrite and pyrite, and minor sphalerite, arsenopyrite and marcasite. Native visible gold is fairly common in all zones. Granite Creek Project (3) i-80 Gold Corp.
The gold mineralized zones defined to date are structurally controlled and affected by ductile deformation. The mineralization shares many similarities with orogenic gold deposits in terms of metal associations, wall-rock alteration assemblages and structural controls. Gold is associated with disseminated pyrrhotite, chalcopyrite and pyrite, and minor sphalerite, arsenopyrite and marcasite. Native visible gold is fairly common in all zones.
As we are not the operator and generally not the owner of the properties underlying our royalty interests, we have limited or no access to related exploration, development or operational data or to the properties underlying our royalty interests. As such, the disclosure herein is based on information publicly disclosed by the owners and operators of such properties.
As we are not the operator and generally not the owner of the properties underlying our royalty and streaming interests, we have limited or no access to related exploration, development or operational data or to the properties underlying our royalty and streaming interests.
Copper-dominant mineralization is associated with rhyolite flow domes. Borborema Project (5) Aura Minerals Inc. 2.0% NSR Au Rio Grande do Norte, Brazil Exploration Stage Open pit mine in construction. The deposit is considered a classic type of orogenic gold deposit. The main mineralized shear zone is about 30m thick.
(" Aura ") 2.0% NSR and royalty convertible loan Au Rio Grande do Norte, Brazil Exploration Stage Open pit mine in construction. The deposit is considered a classic type of orogenic gold deposit. The main mineralized shear zone is about 30m thick.
As part of the permitting process for in-pit tailings deposition, the Partnership has committed to completing a hydrogeological study to demonstrate that the Canadian Malartic pit would provide a hydraulic trap and contain the tailings with minimal environmental risk. Golder Associates Ltd. is preparing this study.
All permits related to mining the Canadian Malartic pit extension have been received. As part of the permitting process for in-pit tailings deposition, the Canadian Malartic GP has committed to completing a hydrogeological study to demonstrate that the Canadian Malartic pit would provide a hydraulic trap and contain the tailings with minimal environmental risk.
The Canadian Malartic Property can be accessed from either Val-d’Or or Rouyn-Noranda via Québec provincial highway No. 117. A paved road running north-south from the town of Malartic towards Mourier Lake cuts through the central area of the Canadian Malartic Property. The Canadian Malartic Property is further accessible via a series of logging roads and trails.
A paved road running north-south from the town of Malartic towards Mourier Lake cuts through the central area of the Canadian Malartic Property. The Canadian Malartic Property is further accessible via a series of logging roads and trails.
We generally do not operate mines, develop projects or conduct exploration; therefore, we are not required to contribute capital costs for these properties. We may, from time to time, conduct non-material exploration related activities to advance our royalty generator projects. We believe that the advantages of this business model include the following: • Lower volatility through diversification .
We may, from time to time, conduct non-material exploration related activities to advance our royalty generator projects. We believe that the advantages of this business model include the following: • Lower volatility through diversification .
We may also from time to time take a more active role with companies in which we hold equity interests, including providing management support and/or nominating board representatives. We may from time to time acquire additional shares of these and other companies. Additionally, we currently are party to put and call financial instruments relating to certain of our investments.
We may also from time to time take a more active role with companies in which we hold equity interests, including providing management support and/or nominating board representatives. We may from time to time acquire additional shares of these and other companies. See " Item 3. Key Information – D.
Many of the mining titles for the Property were map-staked by Osisko or its appointed intermediaries and are not subject to any encumbrances. Others were purchased outright from independent parties, without royalties or other obligations. The Rand Property and the Fournière, Midway and Piché-Harvey properties, acquired by Canadian Malartic GP after the Osisko Transaction, are subject to certain royalties.
Agreements and Royalties The mining titles constituting the current Canadian Malartic Property were acquired by Osisko, mostly in stages, between 2004 and 2014. Many of the mining titles for the Canadian Malartic Property were map-staked by Osisko or its appointed intermediaries and are not subject to any encumbrances. Others were purchased outright from independent parties, without royalties or other obligations.
Infrastructure Surface facilities at the Canadian Malartic mine include the administration/warehouse building, the mine office/truck shop building, the processing plant and the crushing plant. The processing plant has a nominal capacity of 55,000 tonnes of ore per day. Ore is processed through conventional cyanidation.
Infrastructure Surface facilities at the Canadian Malartic mine include the administration/warehouse building, the mine office/truck shop building, the processing plant and the crushing plant. The processing plant has a nominal capacity of 55,000 tpd. Ore is processed through conventional cyanidation. Ore blasted from the open pit is first crushed by a gyratory crusher followed by secondary crushing prior to grinding.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

122 edited+143 added−169 removed25 unchanged
Biggest changeDuring the year ended December 31, 2023, transaction related and non-recurring administrative expenses related primarily to professional fees related to changing our fiscal year-end, tax restructuring following the completion of corporate transactions, establishing a dividend reinvestment and finance programs and select corporate development activities and in the same periods of 2022, related primarily to consulting fees and professional fees associated with corporate transactions. 56 Year ended Three months ended December 31, 2023 December 31, 2023 September 30, 2023 June 30, 2023 March 31, 2023 (in thousands of dollars, except per share amounts) ($) ($) ($) ($) ($) Net loss (26,756) (19,360) (1,817) (2,496) (3,083) Land Agreement Proceeds credited against mineral properties 1,909 270 347 89 1,203 Pre-acquisition royalty revenue credited against Cozamin purchase price 226 — 226 — — Loan interest 33 33 — — — Transaction related and non-recurring administrative expenses 967 268 64 176 459 Share of (gain)/loss in associate (172) 72 (22) (350) 128 Dilution gain in associate (12) — — (12) — Impairment of royalties, net of taxes 19,760 19,760 — — — Change in fair value of derivative liabilities (242) — (3) (9) (230) Change in fair value of gold-linked loan (172) (172) — — — Change in fair value of short-term investments 264 45 142 135 (58) Change in fair value of embedded derivatives (30) (30) — — — Loss on loan modification 249 — — — 249 Foreign exchange (gain)/loss 132 55 (30) 59 48 Other income (121) (6) (2) (79) (34) Adjusted Net Earnings/(Loss) (3,965) 935 (1,095) (2,487) (1,318) Weighted average number of common shares 144,729,662 145,086,763 144,970,285 144,560,621 144,289,573 Adjusted Net Earnings/(Loss) Per Share, basic and diluted (0.03) 0.01 (0.01) (0.02) (0.01) Year ended Three months ended December 31, 2022 December 31, 2022 September 30, 2022 June 30, 2022 March 31, 2022 (in thousands of dollars, except per share amounts) ($) ($) ($) ($) ($) Net loss (12,709) (2,204) (4,679) (3,438) (2,388) Land Agreement Proceeds credited against mineral properties 1,844 549 57 117 1,121 Transaction related and non-recurring administrative expenses 1,650 115 — 575 960 Share of (gain)/loss in associate 152 (1) (2) 47 108 Dilution gain in associate (100) — — (20) (80) Impairment of royalty, net of taxes 3,018 — — — 3,018 Change in fair value of derivative liabilities (4,776) (278) 136 (2,836) (1,798) Change in fair value of short-term investments 51 (1,060) 1,359 3,627 (3,875) Gain on loan modification (316) — (316) — — Foreign exchange (gain)/loss 11 42 (21) 3 (13) Other income/(expenses) (79) 13 23 (111) (4) Adjusted Net Loss (11,254) (2,824) (3,443) (2,036) (2,951) Weighted average number of common shares 136,803,625 143,913,069 134,822,619 134,372,502 134,019,359 Adjusted Net Loss Per Share, basic and diluted (0.08) (0.02) (0.03) (0.02) (0.02) Year ended Three months ended September 30, 2022 September 30, 2022 June 30, 2022 March 31, 2022 December 31, 2021 (in thousands of dollars, except per share amounts) ($) ($) ($) ($) ($) Net loss (17,346) (4,679) (3,438) (2,388) (6,841) Land Agreement Proceeds credited against mineral properties 1,780 57 117 1,121 485 Transaction related and non-recurring administrative expenses 5,593 — 575 960 4,058 Share of (gain)/loss in associate 296 (2) 47 108 143 Dilution gain in associate (100) — (20) (80) — Impairment of royalty, net of taxes 3,018 — — 3,018 — Change in fair value of derivative liabilities (4,588) 136 (2,836) (1,798) (90) Change in fair value of short-term investments 569 1,359 3,627 (3,875) (542) Gain on loan modification (316) (316) — — — Foreign exchange (gain)/loss (54) (21) 3 (13) (23) Other income/(expenses) (337) 23 (111) (4) (245) Adjusted Net Loss (11,485) (3,443) (2,036) (2,951) (3,055) Weighted average number of common shares 128,232,364 134,822,619 134,372,502 134,019,359 109,907,519 Adjusted Net Loss Per Share, basic and diluted (0.09) (0.03) (0.02) (0.02) (0.03) 57 • GEOs Total GEOs are determined by dividing Total Revenue, Land Agreement Proceeds and Interest by the average gold prices for the applicable period: (in thousands of dollars, except Average Gold Price/oz and GEOs) Average Gold Price/oz Total Revenue, Land Agreement Proceeds and Interest GEOs For three months ended March 31, 2022 1,877 1,759 937 For three months ended June 30, 2022 1,874 2,024 1,080 For three months ended September 30, 2022 1,729 923 534 For three months ended December 31, 2022 1,731 1,131 653 For year ended December 31, 2022 1,822 5,837 3,204 For three months ended December 31, 2021 1,796 1,018 567 For three months ended March 31, 2022 1,877 1,759 937 For three months ended June 30, 2022 1,874 2,024 1,080 For three months ended September 30, 2022 1,729 923 534 For year ended September 30, 2022 1,836 5,724 3,118 For three months ended March 31, 2023 1,889 1,970 1,043 For three months ended June 30, 2023 1,978 557 282 For three months ended September 30, 2023 1,927 1,370 711 For three months ended December 31, 2023 1,977 1,318 667 For year ended December 31, 2023 1,929 5,215 2,703 • Total Revenue, Land Agreement Proceeds and Interest Total Revenue, Land Agreement Proceeds and Interest are determined by adding land agreement proceeds credited against mineral properties, the pre-acquisition royalty revenue credited against the Cozamin purchase price to total revenue and the gold-linked loan interest.
Biggest changeFor three months ended For the years ended December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 (in thousands of dollars, except per share amounts) ($) ($) ($) ($) Net loss (3,193) (19,360) (3,411) (26,756) Land Agreement Proceeds credited against other mineral interests 196 270 1,663 1,909 Pre-acquisition royalty revenue credited against Cozamin purchase price — — — 226 Gold-linked loan interests 295 33 1,081 33 Accretion of convertible debentures 486 — 1,761 — Transaction related and non-recurring general and administrative expenses 8 268 424 967 Share of (gain)/loss in associate 97 72 64 (172) Dilution gain in associate — — (9) (12) Impairment of royalty, net of taxes — 19,760 — 19,760 Change in fair value of derivative liabilities — — — (242) Change in fair value of gold-linked loan (331) (172) (1,681) (172) Change in fair value of short-term investments (19) 45 (38) 264 Change in fair value of embedded derivative (143) (30) (612) (30) Foreign exchange (gain)/loss (102) 55 14 132 (Gain)/loss on loan modification — — (310) 249 Other income (15) (6) (96) (121) Adjusted Net Income (Loss) (2,721) 935 (1,150) (3,965) Weighted average number of common shares 169,505,388 145,086,763 159,516,299 144,729,662 Adjusted Net Income (Loss) Per Share, basic and diluted (0.02) 0.01 (0.01) (0.03) GEOs GEOs are determined by dividing Total Revenue, Land Agreement Proceeds and Interest by the average gold prices for the applicable period: (in thousands of dollars, except Average Gold Price/oz and GEOs) Average Gold Price/oz Total Revenue, Land Agreement Proceeds and Interest GEOs For three months ended March 31, 2023 1,889 1,970 1,043 For three months ended June 30, 2023 1,978 557 282 For three months ended September 30, 2023 1,927 1,370 711 For three months ended December 31, 2023 1,977 1,319 667 For year ended December 31, 2023 5,216 2,703 For three months ended March 31, 2024 2,072 4,185 2,019 For three months ended June 30, 2024 2,338 2,215 947 For three months ended September 30, 2024 2,475 2,601 1,051 For three months ended December 31, 2024 2,661 3,846 1,445 For year ended December 31, 2024 12,847 5,462 Total Revenue, Land Agreement Proceeds and Interest Total Revenue, Land Agreement Proceeds and Interest are determined by adding land agreement proceeds credited against other mineral interests and interests earned on gold-linked loan to total revenue.
We are neither an accelerated filer nor a large accelerated filer, as such terms are defined in Rule 12b-2 under the Exchange Act, and therefore are also exempted from the requirement to include an attestation report of our independent registered public accounting firm. 63 Changes in internal control over financial reporting .
We are neither an accelerated filer nor a large accelerated filer, as such terms are defined in Rule 12b-2 under the Exchange Act, and therefore are also exempted from the requirement to include an attestation report of our independent registered public accounting firm. Changes in internal control over financial reporting .
We believe we have the adequate liquidity to meet our obligations and to finance our planned activities. Currency risk We are exposed to foreign exchange risk when we undertake transactions and hold assets and liabilities in currencies other than our functional currency. We currently do not engage in foreign exchange currency hedging.
We believe we have adequate liquidity to meet our obligations and to finance our planned activities. Currency risk We are exposed to foreign exchange risk when we undertake transactions and hold assets and liabilities in currencies other than our functional currency. We currently do not engage in foreign exchange currency hedging.
Our secured revolving credit facility bears interest at a rate determined by reference to the U.S. dollar Base Rate plus a margin of 3.00% or Adjusted Term SOFR plus a margin of 4.00%, as applicable and an increase (decrease) of 10 basis point in the applicable rate of interest would not have a significant impact on the net loss for the year ended December 31, 2023.
Our secured revolving credit facility bears interest at a rate determined by reference to the U.S. dollar Base Rate plus a margin of 3.00% or Adjusted Term SOFR plus a margin of 4.00%, as applicable, and an increase (decrease) of 10 basis point in the applicable rate of interest would not have a significant impact on the net loss for the year ended December 31, 2024.
Mineral prices are affected by numerous factors such as interest rates, exchange rates, inflation or deflation and global and regional supply and demand. In managing liquidity risk, we consider the amount available under the Amended Facility, anticipated cash flows from operating activities and our holding of cash and short-term investments.
Mineral prices are affected by numerous factors such as interest rates, exchange rates, inflation or deflation and global and regional supply and demand. In managing liquidity risk, we consider the amount available under the Credit Facility, anticipated cash flows from operating activities and our holding of cash and short-term investments.
As of the end of the period covered by this report, an evaluation was carried out under the supervision of and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act).
As of the end of the period covered by this report, an evaluation was carried out under the supervision of and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act).
The Company’s internal control over financial reporting includes policies and procedures that: pertain to the maintenance of records that, in reasonable detail accurately and fairly reflect the transactions and disposition of assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of the consolidated financial statements in accordance with IFRS and that receipts and expenditures are being made only in accordance with authorization of management and directors of the Company; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the consolidated financial statements.
Our internal control over financial reporting includes policies and procedures that: pertain to the maintenance of records that, in reasonable detail accurately and fairly reflect the transactions and disposition of assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of the consolidated financial statements in accordance with IFRS and that receipts and expenditures are being made only in accordance with authorization of our management and directors; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our consolidated financial statements.
Reference in this MD&A to the “ Company ”, " Gold Royalty ", "we", "us" and "our" mean Gold Royalty Corp., together with its subsidiaries unless the context otherwise requires. Business Overview Gold Royalty is a precious metals focused royalty company offering creative financing solutions to the metals and mining industry.
Reference in this MD&A to the " Company ", " Gold Royalty ", "we", "us" and "our" mean Gold Royalty Corp., together with its subsidiaries unless the context otherwise requires. Business Overview Gold Royalty is a precious metals focused royalty and streaming company offering creative financing solutions to the metals and mining industry.
In connection with the exercise of the Option, Gold Royalty received $1 million in cash and retained a 3.0% NSR royalty over the entire project with associated advance minimum royalties of $0.05 million per year. All advance royalty payments will be credited towards future production royalty payments.
In connection with the exercise of the option, we received $1 million in cash and retained a 3.0% NSR royalty over the entire project with associated advance minimum royalties of $0.05 million per year. All advance royalty payments will be credited towards future production royalty payments.
Business Strategy Since inception, our stated strategy has been to acquire royalties, streams and similar interests at varying stages of the mine life cycle to build a balanced portfolio offering near, medium and longer-term returns for its investors.
Business Strategy Since inception, our stated strategy has been to acquire royalties, streaming and similar interests at varying stages of the mine life cycle to build a balanced portfolio offering near, medium and longer-term returns for its investors.
It announced that the 2024 drill program had commenced with the objective to expand the limits of near-surface gold resources in the vicinity of the 2023 Preliminary Economic Assessment mine design, offering the potential to improve the project’s overall economics.
It disclosed that the 2024 drill program had commenced with the objective to expand the limits of near-surface gold resources in the vicinity of the 2023 Preliminary Economic Assessment mine design, offering the potential to improve the project's overall economics.
The Company’s management, including the Company’s principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control over the Company’s internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.
Our management, including our principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control over our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.
Management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner. Credit risk Credit risk is the risk of an unexpected loss if a customer or third-party to a financial instrument fails to meet its contractual obligations. Our credit risk is primarily associated with our bank balances and accounts receivable.
Management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner. Credit risk Credit risk is the risk of an unexpected loss if a customer or third-party to a financial instrument fails to meet its contractual obligations. Our credit risk is primarily associated with our bank balances, accounts receivable and gold-linked loan.
Our “royalty generator model” is focused on mineral properties held by us and our subsidiaries and additional properties we may acquire from time to time, with the aim of subsequently optioning or selling them to third-party mining companies in transactions where we would retain a royalty, carried interest or other similar interest.
Our "royalty generator model" is focused on mineral properties held by us and our subsidiaries and additional properties we may acquire from time to time, with the aim of subsequently optioning or selling them to third-party mining companies in transactions where we would retain a royalty, carried interest or other similar interest.
The currency risk on our cash and cash equivalents, short-term investments, accounts payable and accrued liabilities and derivative liabilities are minimal. Equity price risk We are exposed to equity price risk associated with our investments in other mining companies.
The currency risk on our cash and cash equivalents, short-term investments and accounts payable and accrued liabilities is minimal. Equity price risk We are exposed to equity price risk associated with our investments in other mining companies.
The 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 consolidated financial statements for external purposes in accordance with IFRS.
Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with IFRS.
These statements relate to the expectations of management about future events, results of operations and the Company’s future performance (both operational and financial) and business prospects. All statements other than statements of historical fact are Forward-Looking Statements.
These statements relate to the expectations of management about future events, results of operations and our future performance (both operational and financial) and business prospects. All statements other than statements of historical fact are Forward-Looking Statements.
When assessing whether there are indicators of impairment, management uses its judgment in evaluating the indicators such as significant changes in future commodity prices, discount rates, foreign exchange rates, taxes, operator reserve and resource estimates or other relevant information received from the operators that indicates production from royalty interests may be deferred, will not likely not occur or may be significantly reduced in the future. • The functional currency for each of the Company's subsidiaries is the currency of the primary economic environment in which the entity operates.
When assessing whether there are 51 indicators of impairment, management uses its judgment in evaluating the indicators such as significant changes in future commodity prices, discount rates, foreign exchange rates, taxes, operator reserve and resource estimates or other relevant information received from the operators that indicates production from royalty and streaming interests may be deferred, will likely not occur or may be significantly reduced in the future. • The functional currency for our subsidiaries is the currency of the primary economic environment in which the entity operates.
We also hold royalties on the wider Canadian Malartic Property, including 2.0% NSR royalties on the Charlie Zone and the eastern portion of the Gouldie zone, a 1.5% NSR royalty on the Midway Project (1.0% NSR can be bought back for $1.0 million) and a 15% NPI royalty on the Radium Property.
We also hold royalties on the wider Canadian Malartic Property, including 2.0% NSR royalties on the Charlie Zone and the eastern portion of the Gouldie zone, a 1.5% NSR royalty on the Midway Project (1.0% NSR can be bought back for $1.0 million) and a 15% Net Profit Interest (" NPI ") royalty on the Radium Property.
We are dependent on the operators of the properties and their Qualified Persons to provide information to us or on publicly available information to prepare disclosure pertaining to properties and operations on the properties on which we hold interests and generally will have limited or no ability to independently verify such information.
We are dependent on the operators of the properties and their qualified persons to provide information to us or on publicly available information to prepare disclosure pertaining to properties, and on the relevant operations thereon, in which we hold interests and generally will have limited or no ability to independently verify such information.
This evaluation was based on the criteria set forth in the 2013 Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 COSO Framework). Based on its assessment, management has concluded that the Company’s internal control over financial reporting was effective as at December 31, 2023. Attestation report of the registered public accounting firm .
This evaluation was based on the criteria set forth in the 2013 Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 COSO Framework). Based on its assessment, management has concluded that our internal control over financial reporting was effective as at December 31, 2024. Attestation report of the registered public accounting firm .
In addition, the Company may use other approaches in determining FVLCD which may include estimates related to (i) dollar value per ounce of mineral reserve/resource; (ii) cash-flow multiples; and (iii) market capitalization of comparable assets.
In addition, we may use other approaches in determining FVLCD which may include estimates related to (i) dollar value per ounce of mineral reserve/resource; (ii) cash-flow multiples; and (iii) market capitalization of comparable assets.
Actual results could differ materially from those anticipated in these Forward-Looking Statements as a result of the following risk factors, among others: • we own passive interests in mining properties, and it is difficult or impossible for us to ensure properties are developed or operated in our best interest; • a substantial majority of our royalty and other interests are on non-producing properties, which may never achieve production; • our revenue is subject to volatility in gold and other commodity prices; • the volatility in gold and other commodity prices may have an adverse impact on the value of our royalty and similar interests and on the payments we receive thereunder in the future; • we have limited or no access to data or the operations underlying our existing interests; • a significant portion of our revenues is derived from a small number of operating properties; • the value and potential revenue from our royalty interests are subject to many of the risks faced by owners and operators of the properties underlying our interests; • our business, financial condition and results of operations could be adversely affected by market and economic conditions; • we may enter into acquisitions or other material transactions at any time; • current and future indebtedness could adversely affect our financial condition and impair our ability to operate our business; 64 • we may require additional financing in the future to fund our growth strategy and maintain our operations; • our future growth is, to an extent, dependent on our acquisition strategy; • our business and revenues could be adversely affected by problems concerning the existence, validity, enforceability, terms or geographic extent of our royalty interests, and our interests may similarly be materially and adversely impacted by change of control, bankruptcy or the insolvency of operators; • if title to mining claims, concessions, licenses, leases or other forms of tenure is not properly maintained by the operators, or is successfully challenged by third parties, our existing royalty interests could be found to be invalid; • operators may interpret our existing or future royalty or other interests in a manner adverse to us or otherwise may not abide by their contractual obligations, and we could be forced to take legal action to enforce our contractual rights; • certain of our royalty interests are subject to buy-back or other rights of third-parties; • mine development and operation is capital intensive and any inability of the operators of the properties underlying our existing or future interests to meet their liquidity needs may adversely affect the value of, and revenue from, such interests; • estimates of mineral resources and mineral reserves disclosed by the owners and operators of the properties underlying our royalty and other interests may be subject to significant revision; • depleted mineral reserves may not be replenished by the operators of the properties underlying our interests; • we may enter into transactions with related parties and such transactions present potential conflicts of interests; • regulations and political or economic developments in any of the jurisdictions where the properties in which we hold or may hold royalties, streams or similar interests are located; • opposition from Indigenous peoples may adversely impact the projects underlying our interests; • environmental risks in the jurisdictions where projects underlying our interests are located; • our operations and those of the owners and operators of the properties underlying our interests may be negatively impacted by the effects of the spread of illnesses or other public health emergencies; • our dependence on key management personnel; • certain of our directors and officers also serve as directors and officers of other companies in the mining sector, which may cause them to have conflicts of interest; • we hold investments in a concentrated number of equity securities and the fair values thereof are subject to loss in value; • a significant disruption to our information technology systems or those of our third-party service providers could adversely affect our business and operating results • potential litigation affecting the properties that we have royalty interests in could have a material adverse effect on us; • we may use certain financial instruments that are subject to a number or inherent risks; and • the other factors discussed under " Item 3.
Actual results could differ materially from those anticipated in these Forward-Looking Statements as a result of the following risk factors, among others: • we own passive interests in mining properties, and it is difficult or impossible for us to ensure properties are developed or operated in our best interest; • a substantial majority of our royalty and other interests are on non-producing properties, which may never achieve production; • our revenue is subject to volatility in gold, copper and other commodity prices; • the volatility in gold, copper and other commodity prices may have an adverse impact on the value of our royalties, streaming and similar interests and on the payments we receive thereunder in the future; • we have limited or no access to data or the operations underlying our existing interests; • a significant portion of our revenues is derived from a small number of operating properties; • the value and potential revenue from our royalties, streaming and other interests are subject to many of the risks faced by owners and operators of the properties underlying our interests; • our business, financial condition and results of operations could be adversely affected by market and economic conditions; • we may enter into acquisitions and other material transactions at any time; • current and future indebtedness could adversely affect our financial condition and impair our ability to operate our business; • we have a history of negative cash flow from operating activities; • our future growth is, to an extent, dependent on our acquisition strategy; • our business and revenues could be adversely affected by problems concerning the existence, validity, enforceability, terms or geographic extent of our royalties, streaming and other interests, and our interests may similarly be materially and adversely impacted by change of control, bankruptcy or the insolvency of operators; • if title to mining claims, concessions, licenses, leases or other forms of tenure is not properly maintained by the operators, or is successfully challenged by third parties, our existing royalties, streaming or other interests could be found to be invalid; • operators may interpret our existing or future royalties, streaming or other interests in a manner adverse to us or otherwise may not abide by their contractual obligations, and we could be forced to take legal action to enforce our contractual rights; • certain of our royalty interests are subject to buy down or other rights of third-parties; • mine development and operation is capital intensive and any inability of the operators of the properties underlying our existing or future interests to meet their liquidity needs may adversely affect the value of, and revenue from, such interests; • estimates of mineral resources and mineral reserves disclosed by the owners and operators of the properties underlying our royalties, streaming and other interests may be subject to significant revision; • depleted mineral reserves may not be replenished by the operators of the properties underlying our royalties, streaming and other interests; • we may enter into transactions with related parties and such transactions present potential conflicts of interests; • regulations and political or economic developments in any of the jurisdictions where the properties in which we hold or may hold royalties, streaming or similar interests are located may impact the projects underlying our interests; • opposition from Indigenous peoples may adversely impact the projects underlying our interests; • environmental risks in the jurisdictions where projects underlying our interests are located may affect the projects underlying our interests; • our operations and those of the owners and operators of the properties underlying our interests may be negatively impacted by the effects of the spread of illnesses or other public health emergencies; • our dependence on key management personnel; • certain of our directors and officers also serve as directors and officers of other companies in the mining sector, which may cause them to have conflicts of interest; 55 • a significant disruption to our information technology systems or those of our third-party service providers could adversely affect our business and operating results; • potential litigation affecting the properties that we have royalties, streaming or other interests in could have a material adverse effect on our business and operating results; • we may use certain financial instruments that are subject to a number or inherent risks; and • the other factors discussed under " Item 3.
The recoverable amount is the higher of the FVLCD and value in use. The assessment of the FVLCD of royalty and other mineral interests requires the use of estimates and assumptions for long-term commodity prices, production start dates, discount rates, mineral reserve/resource conversion, purchase multiples and the associated production implications.
The recoverable amount is the higher of the fair value less costs of disposal (" FVLCD ") and value in use. The assessment of the FVLCD of royalty and other mineral interests requires the use of estimates and assumptions for long-term commodity prices, production start dates, discount rates, mineral reserve/resource conversion, purchase multiples and the associated production implications.
In addition, there were warrants to purchase 2,430,000 common shares that were issued to holders of warrants of Ely Gold Royalties Inc. (the " Ely Warrant s") as at the date hereof. Such warrants represent the right to acquire, on valid exercise thereof (including payment of the applicable exercise price), 0.2450 of a GRC Share plus C$0.0001.
In addition, there are outstanding warrants to purchase 2,430,000 GRC Shares that were issued to holders of warrants of Ely Gold Royalties Inc. (the " Ely Warrants ") as at the date hereof. Such warrants represent the right to acquire, on valid exercise thereof (including payment of the applicable exercise price), 0.2450 of a GRC Share plus C$0.0001.
In carrying out our long-term growth strategy, we seek and continually review opportunities to expand our portfolio through the acquisition of existing or newly created royalty, stream or similar interests and through accretive acquisitions of companies that hold such assets.
In carrying out our long-term growth strategy, we seek and continually review opportunities to expand our portfolio through the acquisition of existing or newly created royalties, streaming or similar interests and through accretive acquisitions of companies that hold such assets.
Changes in the reserve or resource estimates may impact the depletion calculation and carrying value of the Company's royalty interests. • When impairment indication of royalty and other mineral interests exists, the recoverable amount of the interest is estimated in order to determine the extent of the impairment (if any).
Changes in the reserve or resource estimates may impact the depletion calculation and carrying value of our royalty and streaming interests. • When impairment indication of royalties, streaming and other mineral interests exists, the recoverable amount of the interest is estimated in order to determine the extent of the impairment (if any).
Year ended September 30, 2022, compared to year ended September 30, 2021 For a discussion of our results of operations for the year ended September 30, 2022, please refer to "Item 5. Operating and Financial Review and Prospects" of our Annual Report on Form 20-F for the year ended September 30, 2022.
Year ended December 31, 2023, compared to year ended September 30, 2022 For a discussion of our results of operations for the year ended December 31, 2023, compared to the year ended September 30, 2022, please refer to Item 5. Operating and Financial Review and Prospects of our Annual Report on Form 20-F for the year ended December 31, 2023.
We included this information as management believes that they are useful measures of performance as they adjust for items which are not always reflective of the underlying operating performance of our business and/or are not necessarily indicative of future operating results.
Management believes that they are useful measures of performance as they adjust for items which are not always reflective of the underlying operating performance of our business and/or are not necessarily indicative of future operating results.
During the period from January 1, 2023 to December 31, 2023, there were no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
During the period from January 1, 2024, to December 31, 2024, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Based on the short-term investments held by us as at December 31, 2023, a 10% change in the market price of these investments would have an impact of approximately $0.03 million on net loss. We are not exposed to significant equity price risk related to our marketable securities.
Based on the short-term investments held by us as at December 31, 2024, a 10% change in the market price of these investments would have an impact of approximately $0.02 million on net loss. We are not exposed to significant equity price risk related to our short-term investments.
Reserves and resources are estimates of the amount of minerals that can be economically and legally extracted from the mining properties in which the Company has royalty interests, adjusted where applicable to reflect the our percentage entitlement to minerals produced from such mines.
Reserves and resources are estimates of the amount of minerals that can be economically and legally extracted from the mining properties in which we have royalty and streaming interests, adjusted where applicable to reflect our percentage entitlement to minerals produced from such mines.
The public disclosures of reserves and resources that are released by the operators of the interests involve assessments of geological and geophysical studies and economic data and the reliance on a number of assumptions, including commodity prices and production costs. The estimates of reserves and resources may change based on additional knowledge gained subsequent to the initial assessment.
The public disclosures of reserves and resources, which are released by the operators of these mining properties, involve assessments of geological and geophysical studies and economic data and the reliance on a number of assumptions, including commodity prices and production costs. The estimates of reserves and resources may change based on additional knowledge gained subsequent to the initial assessment.
Management is required to make judgements in the application of the Company's accounting policies.
Management is required to make judgements in the application of our accounting policies.
Key Information – D. Risk Factors " in this Annual Report and other disclosure documents, which are available under the Company’s profile at www.sedarplus.ca and www.sec.gov. This list of factors should not be construed as exhaustive. We do not intend to and does not assume any obligations to update Forward-Looking Statements, except as required by applicable law.
Key Information – D. Risk Factors " in this Annual Report and other disclosure documents, which are available under our profile at www.sedarplus.ca and www.sec.gov. This list of factors should not be construed as exhaustive. We do not intend to and do not assume any obligations to update Forward-Looking Statements, except as required by applicable law. Please see "Item 3.
During the three months ended December 31, 2023, we recognized a fair value loss on short-term investments of $0.05 million as compared to a gain of $1.1 million in the same period in 2022. Short-term investments are measured at fair value with reference to closing foreign exchange rates and the quoted share price in the market.
During the three months ended December 31, 2024, we recognized a fair value gain on our short-term investments of $0.02 million as compared to a loss of $0.05 million in the three months ended December 31, 2023. Short-term investments are measured at fair value with reference to closing foreign exchange rates and the quoted share price in the market.
These Forward-Looking Statements are based on opinions, estimates and assumptions in light of the Company’s experience and perception of historical trends, current conditions and expected future developments, as well as other factors that the Company currently believes are appropriate and reasonable in the circumstances, including that: • the public disclosures of the operators regarding the properties underlying the Company’s interests are accurate, including that such operators will meet their disclosed production targets and expectations; • current gold, base metal and other commodity prices will be sustained, or will improve; • the proposed development of the Company’s royalty projects will be viable operationally and economically and will proceed as expected; • any additional financing required by the Company will be available on reasonable terms; and • operators of the properties where the Company holds royalty interests will not experience any material accident, labor dispute or failure of equipment.
These Forward-Looking Statements are based on opinions, estimates and assumptions in light of 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, including that: • the public disclosures of the operators regarding the properties underlying our interests are accurate, including that such operators will meet their disclosed production targets and expectations; • current gold, base metal and other commodity prices will be sustained, or will improve; • the proposed development of the projects underlying our interests will be viable operationally and economically and will proceed as expected; • any additional financing required by us will be available on reasonable terms; and • operators of the properties in which we hold royalties and streaming interests will not experience any material accident, labor dispute or failure of equipment.
We have included this information as management believes certain investors use this information to evaluate our performance in comparison to other gold royalty companies in the precious metal mining industry. The table below provides a reconciliation of net loss to Cash Operating Expenses.
We have included this information as management believes certain investors use this information to evaluate our performance in comparison to other gold royalty companies in the precious metal mining industry. The table below provides a reconciliation of net income (loss) to Adjusted EBITDA .
The Company’s management (with the participation of the principal executive officer and principal financial officer) conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023.
Our management (with the participation of our principal executive officer and principal financial officer) conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2024.
During the three months ended December 31, 2023, we incurred Adjusted Net Earnings of $0.9 million or $0.01 per share, compared to an Adjusted Net Loss of $2.8 million or $0.02 per share, for the same period in 2022.
During the three months ended December 31, 2024, we incurred Adjusted Net Loss of $2.7 million or $0.02 per share, compared to an Adjusted Net Income of $0.9 million or $0.01 per share, for the same period in 2023.
Specifically, the JOBS Act defers the requirement to have the Company’s independent auditor assess the Company’s internal controls over financial reporting under Section 404(b) of the Sarbanes-Oxley Act. As such, the Company is exempted from the requirement to include an auditor attestation report in this Annual Report for so long as the Company remains an EGC.
Specifically, the JOBS Act defers the requirement to have our independent auditor assess our internal controls over financial reporting under Section 404(b) of the Sarbanes-Oxley Act. As such, we are exempted from the requirement to include an auditor attestation report in this Annual Report for so long as we remain an EGC.
Total management salaries and directors’ fees incurred for services provided by our key management personnel for the year ended December 31, 2023, three months ended December 31, 2023 and year ended September 30, 2022 are as follows: For the year ended December 31, 2023 For the three months ended December 31, 2022 (transition period) For the year ended September 30, 2022 (in thousands of dollars) ($) ($) ($) Management salaries 1,332 275 1,453 Directors’ fees 332 102 442 Share-based compensation 1,701 788 1,628 3,365 1,165 3,523 Critical Accounting Estimates and Judgments The preparation of financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of income and expenses during the reporting period.
Total management salaries and directors' fees incurred for the periods indicated are as follows: For the year ended December 31, 2024 For the year ended December 31, 2023 For the three months ended December 31, 2022 (transition period) For the year ended September 30, 2022 (in thousands of dollars) ($) ($) ($) ($) Management salaries 2,288 1,332 275 1,453 Directors' fees 209 332 102 442 Share-based compensation 1,713 1,701 788 1,628 4,210 3,365 1,165 3,523 Critical Accounting Estimates and Judgments The preparation of financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of income and expenses during the reporting period.
Information about significant sources of estimation uncertainty are described below. • We estimate the attributable reserves and resources relating to the mineral properties underlying the royalties that are held by the Company.
Information about significant sources of estimation uncertainty are described below. • We estimate the attributable reserves and resources relating to the mineral properties underlying the royalty and streaming interests that are held by us.
In order to calculate the fair value at year end, the Company uses a discounted cash flow model and is required to make estimates and assumptions on risk-free interest rate, calibrated credit spread, long-term gold price and volatility of gold.
In order to calculate the fair value at period end, we use a discounted cash flow model and are required to make estimates and assumptions on risk-free interest rate, calibrated credit spread, long-term gold price and volatility of gold.
Non-IFRS Measures We have included, in this document, certain performance measures, including: (i) Adjusted Net Earnings/(Loss) and Adjusted Net Earnings/(Loss) Per Share; (ii) GEOs; (iii) Total Revenue, Land Agreement Proceeds and Interest; and (iv) Cash Operating Expenses which are each non-IFRS measures.
Non-IFRS Measures We have included, in this document, certain performance measures, including: (i) Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share, basic and diluted; (ii) GEOs; (iii) Total Revenue, Land Agreement Proceeds and Interest; and (iv) Adjusted EBITDA which are each non-IFRS measures.
Adjusted Net Earnings/(Loss) includes recognized deferred tax recovery. Adjusted Net Earnings/(Loss) Per Share, basic and diluted have been determined by dividing the Adjusted Net Earnings/(Loss) by the weighted average number of common shares for the applicable period.
Adjusted Net Income (Loss) Per Share, basic and diluted, have been determined by dividing the Adjusted Net Income (Loss) by the weighted average number of common shares for the applicable period.
Management’s Discussion and Analysis For the year ended December 31, 2023 General Management’s discussion and analysis in this Item 5 are intended to provide the reader with a review of the factors that affected our performance during the periods presented, including matters that have affected reported operations, and matters that are reasonably likely based on management’s assessment to have a material impact on future operations and results.
Management's Discussion and Analysis For the year ended December 31, 2024 General The management's discussion and analysis of the financial condition and results of operations of Gold Royalty Corp. for the year ended December 31, 2024 (the " MD&A "), is intended to provide the reader with a review of the factors that affected our performance during the periods presented, including matters that have affected our reported financial condition and results of operations, and matters that are reasonably likely, based on management's assessment, to have a material impact on future operations and results.
On February 7, 2024, Wallbridge announced final results from the 2023 drill program that added near-surface mineralization adjacent to the Fenelon mineral resource and expand the mineralized area to the north and east at its 100%-owned Fenelon Gold project.
On February 7, 2024, Wallbridge issued a news release announcing the final results from the 2023 drill program that added near-surface mineralization adjacent to the existing deposit and expand the mineralized area to the north and east at its 100%-owned Fenelon Gold project.
This Form 20-F does not include an attestation report of the Company’s registered public accounting firm. In accordance with the United States Jumpstart Our Business Startup Act (the “JOBS Act”), the Company qualifies as an “emerging growth company” (an “EGC”), which entitles the Company to take advantage of certain exemptions from various reporting requirements.
This Form 20-F does not include an attestation report of our registered public accounting firm. In accordance with the United States Jumpstart Our Business Startup Act (the " JOBS Act "), we qualify as an "emerging growth company" (an " EGC "), which entitles us to take advantage of certain exemptions from various reporting requirements.
Royalties are based on a percentage of the minerals, or the products produced, or revenue or profits generated from the property which is typically dependent on the prices of the minerals the property operators are able to realize.
Our future profitability will be dependent on the royalty income to be received from mine operators. Royalties are based on a percentage of the minerals, or the products produced, or revenue or profits generated from the property which is typically dependent on the prices of the minerals the property operators are able to realize.
Our lease liability is determined using the interest rate implicit in the lease and an increase (decrease) of 10 basis points would not have a significant impact on the net loss for the year ended December 31, 2023. 62 Outstanding Share Data As at the date hereof, we have145,669,046 GRC Shares, 2,010,922 restricted share units and7,766,211 share options outstanding.
Our lease liability is determined using the interest rate implicit in the lease and an increase (decrease) of 10 basis points would not have a significant impact on the net loss for the year ended December 31, 2024. Outstanding Share Data As at the date hereof, we have 170,470,285 GRC Shares, 2,533,669 restricted share units and 9,524,994 share options outstanding.
Accordingly, non-IFRS measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. To facilitate a better understanding of these measures as we have calculated herein, additional information has been provided in this MD&A. See “ Non-IFRS Measures ” in this section for detailed descriptions and reconciliations.
This MD&A refers to various Non-IFRS measures. Non-IFRS measures do not have standardized meanings under IFRS. Accordingly, non-IFRS measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. To facilitate a better understanding of these measures as we have calculated herein, additional information has been provided in this MD&A.
Without limitation, this MD&A contains Forward-Looking Statements pertaining to the following: • our plans and objectives, including its acquisition and growth strategy; • our future financial and operational performance, including expectations regarding projected results of operations, including forecasted Total Revenues, Land Agreement Proceeds and Interest and Costs and Operating Expenses; • royalty and other payments to be made to the Company by the owners and operators of the projects underlying the Company’s royalties and other interests; • expectations regarding the royalty and other interests of the Company; • the plans and expectations of the operators of properties where the Company owns royalty interests; • estimates of mineral reserves and mineral resources on the projects in which the Company has royalty interests; • estimates regarding future revenue, expenses and needs for additional financing; and • adequacy of capital and financing needs.
Without limitation, this MD&A contains Forward-Looking Statements pertaining to the following: • our plans and objectives, including our acquisition and growth strategy; • our future financial and operational performance, including expectations regarding projected future revenues; • royalty and other payments to be made to us by the owners and operators of the projects underlying our royalties, streaming and other interests; • expectations regarding our royalties, streaming and other interests; • the plans and expectations of the operators of properties underlying our royalty and streaming interests; • estimates of mineral reserves and mineral resources on the projects in which we have royalty and streaming interests; 54 • estimates regarding future revenue, expenses and needs for additional financing; and • adequacy of capital and financing needs.
The table below provides a reconciliation of net loss to Adjusted Net Earnings/(Loss) and Adjusted Net Earnings/(Loss) Per Share, basic and diluted for the periods indicated: (2) Transaction related, and non-recurring general administrative expenses are a supplementary financial measure comprised of operating expenses that are not expected to be incurred on an ongoing basis.
The following is a reconciliation of net income (loss) to Adjusted Net Income (Loss), Per Share, basic and diluted for the periods indicated: 48 (1) Transaction related, and non-recurring general and administrative expenses comprised of operating expenses that are not expected to be incurred on an ongoing basis.
In the three months ended December 31, 2023, we incurred current tax expenses of $0.03 million, compared to $nil in the three months ended December 31, 2022. In the three months ended December 31, 2023, we recognized a deferred tax recovery of $5.7 million, compared to $0.4 million in the three months ended December 31, 2022.
During the three months ended December 31, 2024, we incurred current tax recovery of $0.1 million, compared to $0.03 million in the three months ended December 31, 2023. During the three months ended December 31, 2024, we recognized a deferred tax recovery of $0.3 million, compared to $5.6 million in the three months ended December 31, 2023.
The presentation of such non-IFRS measures is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
The presentation of such non-IFRS measures is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. These non-IFRS measures do not have any standardized meaning prescribed by IFRS, and other companies may calculate these measures differently.
As a result, we filed a transition report on Form 20-F for the transition period of October 1, 2022 to December 31, 2022 (the " transition period "). This Annual Report presents information for our fiscal year ended December 31, 2023, and includes the presentation of the Transition Period and the fiscal year ended September 30, 2022.
Selected Annual Information Change of Fiscal Year End In December 2022, we announced a change of our fiscal year end from September 30 to December 31. As a result, we filed a transition report on Form 20-F for the transition period of October 1, 2022, to December 31, 2022 (the " Transition Period ").
Changes in net loss from quarter to quarter have been affected primarily by fluctuations in revenue based on our royalty and other interests and changes in expenses resulting from operations and corporate activity, including professional fees incurred in connection with corporate development activities, changes in fair value in short-term investment and derivatives, and impairment of royalty assets during the respective periods.
See " Discussion of Operations " for further information. Changes in net income (loss) from quarter to quarter have been affected primarily by fluctuations in revenue based on our royalties, streaming and other mineral interests and changes in expenses resulting from operations and corporate activity, including professional fees incurred in connection with corporate development activities, during the respective periods.
Based on that evaluation, the Company’s principal executive officer and principal financial officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Based on that evaluation, our principal executive officer and principal financial officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed in reports we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. 53 It should be noted that while our principal executive officer and principal financial officer believe that our disclosure controls and procedures provide a reasonable level of assurance that they are effective, they do not expect that our disclosure controls and procedures or internal control over financial reporting will prevent all errors and fraud.
Discussion of Operations Year ended December 31, 2023, compared to year ended December 31, 2022 Revenue for the year ended December 31, 2023 was $3.0 million, compared to $4.0 million in the comparative year, 2022.
Three months ended December 31, 2024, compared to three months ended December 31, 2023 Revenue for the three months ended December 31, 2024, was $3.4 million, compared to $1.0 million in the comparative period of 2023.
Our working capital (current assets less current liabilities) as at December 31, 2023 was $1.7 million as compared to $7.6 million as at December 31, 2022. Our accounts payable and accrued liabilities are expected to be realized or settled, respectively, within a one-year period. Our future profitability will be dependent on the royalty income to be received from mine operators.
Our working capital (current assets less current liabilities) as at December 31, 2024, was approximately $2.0 million as compared to approximately $1.7 million as at December 31, 2023. Our accounts payable and accrued liabilities are expected to be realized or settled, respectively, within a one-year period.
Changes to these assumptions may impact the fair value of the asset at period end. 61 Financial Instruments and Risk Management Our financial instruments consist of cash and cash equivalents, short-term and long-term investments, accounts receivable, accounts payable and accrued liabilities, lease obligation, government and bank loan, and derivative liabilities.
Financial Instruments and Risk Management Our financial instruments consist of cash and cash equivalents, short-term and long-term investments, accounts receivable, accounts payable and accrued liabilities, lease obligation, government and bank loan, and derivative liabilities.
Unless otherwise stated, all information contained in this MD&A is as of March 27, 2024. Unless otherwise stated, references herein to “ $ ” or “dollars” are to United States dollars and references to “ C$ ” are to Canadian dollars.
See " Non-IFRS Measures " in this Item for detailed descriptions and reconciliations. Unless otherwise stated, all information contained in this MD&A is as of March 20, 2025. Unless otherwise stated, references herein to " $ " or " dollars " are to United States dollars and references to " C$ " are to Canadian dollars.
In addition, we incurred a loss on loan modification of $0.2 million during the year ended December 31, 2023 compared to $0.3 million in the same period in 2022 resulting from the amendment of our existing credit facility. 47 In the year ended December 31, 2023, we incurred current tax expenses of $0.05 million, compared to $0.1 million in the year ended December 31, 2022.
In addition, we recognized a gain on loan modification of $0.3 million during 2024, relating to the amendment of our Credit Facility, compared to a loss of $0.2 million in 2023. We incurred current tax expenses of $0.5 million in 2024, compared to $0.05 million in 2023.
The following provides a breakdown of our Total Revenue, Land Agreement Proceeds and Interest by assets for the periods indicated: For the three months ended December 31, 2023 December 31, 2022 (in thousands of dollars) ($) ($) Canadian Malartic 429 195 Cozamin 224 — Borden 102 63 Jerritt Canyon 3 148 Others 561 725 1,319 1,131 See "Non-IFRS Measures" Others consist of royalty income from land agreement proceeds of $0.4 million, advance mineral royalty payments received of $0.06 million, and pre-production royalty payment and interest income of $0.1 million received from Borborema for the three months ended December 31, 2023.
The following provides a breakdown of our Total Revenue, Land Agreement Proceeds and Interest by assets for the periods indicated: For the three months ended December 31, 2024 December 31, 2023 (in thousands of dollars) ($) ($) Borden 251 102 Canadian Malartic 373 429 Côté 671 — Cozamin 323 224 Vareš 893 — Borborema 965 107 Jerritt Canyon 11 3 Others 359 454 3,846 1,319 See "Non-IFRS Measures" "Others" in the table above consist of land agreement proceeds and advance mineral royalty payments received.
During the three months ended December 31, 2023, we recognized depletion expense of $0.3 million, compared to $0.2 million during the comparative period in 2022. The increase in royalty revenue generated during the three months ended December 31, 2023, compared to the comparative period in 2022 accounts for the increase depletion charge.
During the three months ended December 31, 2024, we recognized a depletion expense of $1.8 million, compared to $0.2 million in the comparative period of 2023. The increase was due to higher royalty and streaming revenue earned during the three months December 31, 2024, compared to the comparative period of 2023.
Please see "Item 3. Key Information – D. Risk Factors" in this Annual Report for further information regarding key risks faced by the Company. Technical Information Except where otherwise stated, the disclosure herein relating to the properties underlying our royalty and other interests is based on information publicly disclosed by the owners and operators of such properties.
Key Information – D. Risk Factors" in this Annual Report for further information regarding key risks faced by us. Technical and Third-Party Information Disclosure relating to properties in which we hold royalties, streaming or other interests is based on information publicly disclosed by the owners or operators of such properties.
These non-IFRS measures do not have any standardized meaning prescribed by IFRS, and other companies may calculate these measures differently. • Adjusted Net Earnings/(Loss) and Adjusted Net Earnings/(Loss) Per Share Adjusted Net Earnings/(Loss) is calculated by adding land agreement proceeds credited against mineral properties, adding the pre-acquisition royalty revenue received as credited against the Cozamin purchase price and deducting the following from net income: transaction related and non-recurring general administrative expenses (2) , share of (income)/loss and dilution income in associate, impairment, changes in fair value of derivative liabilities, short-term investments and gold-linked loan, loss on loan modification, foreign exchange gain/(loss), other income/(expense) and land agreement proceeds credited against mineral properties.
Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share, basic and diluted Adjusted Net Income (Loss) is calculated by adding land agreement proceeds credited against other mineral interests, interests earned on gold-linked loan, accretion of convertible debentures, transaction related and non-recurring general and administrative expenses (1) , share of (gain) loss in associate and impairment of royalty, net of taxes and deducting the following from net income (loss): dilution gain in associate, changes in fair value of derivative liabilities, embedded derivative, short-term investments and gold-linked loan, gain (loss) on loan modification, foreign exchange gain (loss) and other income.
Specifically, as a royalty holder, we have limited, if any, access to properties included in our asset portfolio. Additionally, we may from time to time receive operating information from the owners and operators of the properties, which we are not permitted to disclose to the public.
Additionally, we may from time to time receive operating information from the owners and operators of the properties, which we are not permitted to disclose to the public.
An offsetting deferred tax expense of $2.3 million has been recognized directly in equity. See Note 11 of our audited annual consolidated financial statements for the year ended December 31, 2023 for further information.
See Note 11 of our audited annual consolidated financial statements for the year ended December 31, 2023 for further information.
Liquidity and Capital Resources As at December 31, 2023 As at December 31, 2022 (in thousands of dollars) ($) ($) Cash and cash equivalents 1,443 5,847 Short-term investments 342 3,840 Working capital (current assets less current liabilities) 1,695 7,559 Total assets 690,994 682,410 Total current liabilities 3,851 3,977 Total non-current liabilities 166,193 144,782 Shareholders’ equity 520,950 533,651 As at December 31, 2023, we had cash and cash equivalents of $1.4 million and cash, cash equivalents and marketable securities of $1.8 million.
Liquidity and Capital Resources As at December 31, 2024 As at December 31, 2023 (in thousands of dollars) ($) ($) Cash and cash equivalents 2,267 1,443 Short-term investments 214 342 Working capital (current assets less current liabilities) 2,012 1,695 Total assets 737,515 690,994 Total current liabilities 3,859 3,851 Total non-current liabilities 175,353 166,193 Shareholders' equity 558,303 520,950 As at December 31, 2024, we had cash and cash equivalents of $2.3 million, compared to $1.4 million at the end of 2023.
Canadian Malartic Property and Canadian Malartic Complex We hold four royalties on portions of the Canadian Malartic Complex, including a 3.0% NSR royalty on portions of the Canadian Malartic mine and Odyssey mine in Québec, Canada.
For further information see Discovery Silver's news release dated January 27, 2025, available under its profile on www.sedarplus.ca. Canadian Malartic Property We hold four royalties on portions of the Canadian Malartic Complex, including a 3.0% NSR royalty on portions of the Canadian Malartic mine and Odyssey mine in Québec, Canada.
During the three months ended December 31, 2023, we incurred interest expenses of $0.8 million as compared to $0.3 million in the same period in 2022. The increase is primarily attributed to interest on the Amended Facility and the Debentures.
During the three months ended December 31, 2024, we incurred finance costs of $2.2 million as compared to $0.8 million in the three months ended December 31, 2023. The increase is primarily attributed to interest expense on our outstanding convertible debentures issued in the fourth quarter of 2023.
See " Selected Asset Updates – Jerritt Canyon Mine" and "Selected Asset Updates – Monarch Projects ". For the year ended December 31, 2023, we incurred an Adjusted Net Loss of $4.0 million, or $0.03 per share, compared to an Adjusted Net Loss of $11.2 million, or $0.08 per share, for the year ended December 31, 2022.
For the year ended December 31, 2024, we incurred an Adjusted Net Loss of $1.2 million, or $0.01 per share, compared to an Adjusted Net Loss of $4.0 million, or $0.03 per share, for the prior year ended December 31, 2023. "Adjusted Net Loss" and "Adjusted Net Loss Per Share" are non-IFRS financial measures. See " Non-IFRS Measures ".
We mitigate credit risk associated with our bank balances by holding cash with Schedule I chartered banks in Canada and their US affiliates. Our maximum exposure to credit risk is equivalent to the carrying value of our cash and cash equivalents and accounts receivable. In order to mitigate our exposure to credit risk, we closely monitor our financial assets.
We mitigate credit risk associated with our bank balances by holding cash with Schedule I chartered banks in Canada and their US affiliates.
This compares to cash and cash equivalents of $5.8 million and cash, cash equivalents and marketable securities of $9.7 million at December 31, 2022. As at December 31, 2023, we had working capital (current assets less current liabilities) of $1.7 million as compared to $7.6 million as at December 31, 2022.
As at December 31, 2024, we had working capital (current assets less current liabilities) of $2.0 million compared to $1.7 million as at December 31, 2023.
Our financial statements for the year ended December 31, 2023, have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (" IFRS "). This MD&A refers to various Non-IFRS measures. Non-IFRS measures do not have standardized meanings under IFRS.
This MD&A should be read in conjunction with our audited consolidated financial statements and the notes thereto for the year ended December 31, 2024. Our financial statements for the year ended December 31, 2024, have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (" IFRS ").
The scientific and technical information contained in this document relating to our royalty and other interests has been reviewed and approved by Alastair Still, P.Geo., who is our Director of Technical Services, a Qualified Person as such term is defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects and a member of Professional Geoscientists Ontario and Engineers and Geoscientists British Columbia and holder of a Special Authorization from the Ordre des Géologues du Québec.
The scientific and technical information contained in this MD&A relating to our royalties, streaming and other interests has been reviewed and approved by Alastair Still, P.Geo., who is our Director of Technical Services, a qualified person as such term is defined under NI 43-101.
Borborema Project We hold a 2.0% NSR royalty over the Borborema Gold Project in Rio Grande do Norte, Brazil. The royalty decreases to a 0.5% NSR after 725,000 oz of gold production. Subject to a buyback right of the operator, whereby a 0.5% NSR may be repurchased for $2.5 million after the earlier of 2,250,000 oz of production or 2050.
Borborema Project We hold a 2.0% NSR royalty over the Borborema Gold Project (" Borborema ") in Rio Grande do Norte, Brazil, which is owned and operated by a subsidiary of Aura Minerals Inc. (" Aura "). The royalty decreases to a 0.5% NSR after 725,000 oz of gold production.
Our diversified portfolio includes over 240 royalties across properties of various stages, including 5 royalties on producing projects. Our head office and principal address is located at 1830 – 1188 West Georgia Street Vancouver, BC, V6E 4A2, Canada. Our common shares (the " GRC Shares ") are listed on the NYSE American under the symbol “GROY”.
Our diversified portfolio includes 248 royalty and streaming interests across properties of various stages, of which 7 are on cash flowing assets. Our head office and principal address is located at 1830 – 1188 West Georgia Street Vancouver, BC, V6E 4A2, Canada.

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Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeOption-based Awards (1) Share-based Awards (2) Name and Principal Position Number of Securities Underlying Unexercised Options (3) (#) Option Exercise Price ($) Option Expiration Date Value of Unexercised in-the-money Options (4) ($) Number of Shares or Units of Shares That Have Not Vested (5) (#) Market or Payout Value of Share-based Awards That Have Not Vested (4) ($) Market or Payout Value of Vested Share-based Awards Not Paid Out or Distributed ($) Warren Gilman Lead Director 250,000 5.00 March 7, 2026 — — — — 25,020 4.93 January 4, 2027 — — — — — — — — 102,559 150,762 — Amir Adnani (6) Former Director 500,000 5.00 March 7, 2026 — — — — 17,514 4.93 January 4, 2027 — — — — 1,229,464 2.59 December 5, 2027 — — — — — — — — 69,795 102,599 — Ken Robertson Director 100,000 5.00 March 7, 2026 — — — — 17,514 4.93 January 4, 2027 — — — — — — — — 87,049 127,962 — Alan Hair Director 100,000 5.00 March 7, 2026 — — — — 17,514 4.93 January 4, 2027 — — — — — — — — 87,049 127,962 — Glenn Mullan Director 17,514 4.93 January 4, 2027 — — — — — — — — 87,049 127,962 — Karri Howlett Director 17,514 3.06 May 19, 2027 — — — — — — — — 87,040 127,949 — Angela Johnson (7) Director — — — — 107,558 158,110 — Notes: (1) Options expiring on March 7, 2026, January 4, 2027, May 19, 2027 and December 5, 2027 were granted on March 7, 2021, January 4, 2022, May 19, 2022 and December 5, 2022, respectively.
Biggest changeOption-based Awards (1) Share-based Awards (2) Name and Principal Position Number of Securities Underlying Unexercised Options (3) (#) Option Exercise Price ($) Option Expiration Date Value of Unexercised in-the-money Options (4) ($) Number of Shares or Units of Shares That Have Not Vested (5) (#) Market or Payout Value of Share-based Awards That Have Not Vested (4) ($) Market or Payout Value of Vested Share-based Awards Not Paid Out or Distributed ($) Warren Gilman Lead Director 250,000 5.00 March 7, 2026 — — — — 25,020 4.93 January 4, 2027 — — — — — 163,080 197,327 — Ken Robertson Director 100,000 5.00 March 7, 2026 — — — — 17,514 4.93 January 4, 2027 — — — — — 139,355 168,620 — Alan Hair Director 100,000 5.00 March 7, 2026 — — — — 17,514 4.93 January 4, 2027 — — — — — 139,355 168,620 — Karri Howlett Director 17,514 3.06 May 19, 2027 — — — — — 142,231 172,100 — Angela Johnson Director — 158,112 191,316 — Glenn Mullan (6) Former Director — — — — __________ Notes: (1) Options expiring on March 7, 2026, January 4, 2027, May 19, 2027, and December 5, 2027, were granted on March 7, 2021, January 4, 2022, May 19, 2022, and December 5, 2022, respectively.
Our board of directors may amend the LTIP or any securities granted under the LTIP at any time without the consent of a participant provided that such amendment shall: (a) not materially adversely alter or impair any Award previously granted except as permitted by the terms of the LTIP or upon the consent of the applicable participant(s); and (b) be in compliance with applicable law and with prior approval if required, of our shareholders and of any other stock exchange upon which we have applied to list our shares, provided however that shareholder approval shall not be required for the following amendments and our board of directors may make any changes which may include but are not limited to: • any amendment to the vesting provisions of the LTIP and any Award granted under the LTIP; • any amendment regarding the provisions governing the effect of termination of a participant’s employment, contract or office; • any amendment which accelerates the date on which any Award may be exercised under the LTIP; 77 • any amendment necessary to comply with applicable law or the requirements of the applicable stock exchange upon which we have applied to list our shares or any other regulatory body; • any amendment of a "housekeeping" nature, including, without limitation, to clarify the meaning of an existing provision of the LTIP, correct or supplement any provision of the LTIP that is inconsistent with any other provision of the LTIP, correct any grammatical or typographical errors or amend the definitions in the LTIP; or • any amendment regarding the administration of the LTIP, provided that the alteration, amendment or variance does not: • increase the maximum number of common shares issuable under the LTIP, other than an adjustment pursuant to a change in capitalization; • reduce the exercise price of Awards including cancellation and reissuance of an Award, except in the case of an adjustment pursuant to a change in capitalization; • extend the expiration date of an Award, except in the case of an extension due to black-out period; • remove or exceed the insider participation limits; • remove or exceed the Non-Employee Director participation limits; • amend the transfer provisions of the Awards; or • amend the amendment provisions of the LTIP.
Our board of directors may amend the LTIP or any securities granted under the LTIP at any time without the consent of a participant provided that such amendment shall: (a) not materially adversely alter or impair any Award previously granted except as permitted by the terms of the LTIP or upon the consent of the applicable participant(s); and (b) be in compliance with applicable law and with prior approval if required, of our shareholders and of any other stock exchange upon which we have applied to list our shares, provided however that shareholder approval shall not be required for the following amendments and our board of directors may make any changes which may include but are not limited to: • any amendment to the vesting provisions of the LTIP and any Award granted under the LTIP; • any amendment regarding the provisions governing the effect of termination of a participant's employment, contract or office; • any amendment which accelerates the date on which any Award may be exercised under the LTIP; • any amendment necessary to comply with applicable law or the requirements of the applicable stock exchange upon which we have applied to list our shares or any other regulatory body; 66 • any amendment of a "housekeeping" nature, including, without limitation, to clarify the meaning of an existing provision of the LTIP, correct or supplement any provision of the LTIP that is inconsistent with any other provision of the LTIP, correct any grammatical or typographical errors or amend the definitions in the LTIP; or • any amendment regarding the administration of the LTIP, provided that the alteration, amendment or variance does not: • increase the maximum number of common shares issuable under the LTIP, other than an adjustment pursuant to a change in capitalization; • reduce the exercise price of Awards including cancellation and reissuance of an Award, except in the case of an adjustment pursuant to a change in capitalization; • extend the expiration date of an Award, except in the case of an extension due to black-out period; • remove or exceed the insider participation limits; • remove or exceed the Non-Employee Director participation limits; • amend the transfer provisions of the Awards; or • amend the amendment provisions of the LTIP.
STIP opportunity levels will vary by employee level, role and responsibilities, but will also be reflective of market practice for organizations of similar size, scope and complexity. Performance measures and targets for STIPs are both quantitative and qualitative in nature with performance measured based on corporate and individual progress performance measures.
STIP opportunity levels will vary by employee level, role and responsibilities, but will also be reflective of market practice for organizations of similar size, scope and complexity. 63 Performance measures and targets for STIPs are both quantitative and qualitative in nature with performance measured based on corporate and individual progress performance measures.
Gilman has also acted as advisor to the largest mining companies in the world, including BHP, Rio Tinto, Anglo American, Noranda Inc., Falconbridge Ltd., Sumitomo Corporation, China Minmetals Corporation, Jinchuan and Zijin, and has been responsible for some of the largest equity capital markets financings in Canadian mining history.
Gilman has acted as advisor to the largest mining companies in the world, including BHP, Rio Tinto, Anglo American, Noranda Inc., Falconbridge Ltd., Sumitomo Corporation, China Minmetals Corporation, Jinchuan and Zijin, and has been responsible for some of the largest equity capital markets financings in Canadian mining history.
Each Eligible Director will be entitled to redeem his or her DSUs during the period commencing on the business day immediately following his or her termination date and ending on the date that is not later than the 90th day following such termination date, or such shorter redemption period as set out in the relevant DSU agreement. 76 The following table describes the impact of certain events upon the rights of holders of Awards under the LTIP, including termination for cause, resignation, retirement, termination other than for cause, and death or disability, subject to the terms of a participant’s employment agreement, award agreement and the change of control provisions described below: Event Provisions Termination for cause Immediate forfeiture and termination of all vested and unvested Awards.
Each Eligible Director will be entitled to redeem his or her DSUs during the period commencing on the business day immediately following his or her termination date and ending on the date that is not later than the 90th day following such termination date, or such shorter redemption period as set out in the relevant DSU agreement. 65 The following table describes the impact of certain events upon the rights of holders of Awards under the LTIP, including termination for cause, resignation, retirement, termination other than for cause, and death or disability, subject to the terms of a participant's employment agreement, award agreement and the change of control provisions described below: Event Provisions Termination for cause Immediate forfeiture and termination of all vested and unvested Awards.
No Option shall be treated as an Incentive Stock Option unless the LTIP has been approved by our shareholders within 12 months following the Effective Date and in a manner intended to comply with applicable shareholder approval requirements.
No Option shall be treated as an Incentive Stock Option unless the LTIP has been approved by our shareholders within 12 months following the effective date of the LTIP and in a manner intended to comply with applicable shareholder approval requirements.
The STIP focuses on the achievement of corporate performance. 74 STIP targets are expressed as a percentage of base salary, with actual payouts based on a performance multiplier dependent on corporate performance. The Compensation Committee has established target awards for each of the executive officers based on a percentage of their base salaries (each, a " Target Award ").
The STIP focuses on the achievement of corporate performance. STIP targets are expressed as a percentage of base salary, with actual payouts based on a performance multiplier dependent on corporate performance. The Compensation Committee has established target awards for each of the executive officers based on a percentage of their base salaries (each, a " Target Award ").
Hair oversaw the successful acquisition, construction, and development of the Constancia Mine in Peru. Mr. Hair served as a director of Bear Creek Mining Corporation, a public company listed on the TSX Venture Exchange since September 2019. Mr.
Hair oversaw the successful acquisition, construction, and development of the Constancia Mine in Peru. Mr. Hair has served as a director of Bear Creek Mining Corporation, a public company listed on the TSX Venture Exchange, since September 2019. Mr.
Gubbels was in charge of Investment Management in the Americas for Eurasian Resources Group and previously was Head of Americas Metals & Mining at UBS Investment Bank and an executive in the Mergers & Acquisitions department at CIBC World Markets. Mr.
Gubbels was in charge of Investment Management in the Americas for Eurasian Resources Group and previously was Head of Americas Metals & Mining at UBS Investment Bank and an 57 executive in the Mergers & Acquisitions department at CIBC World Markets. Mr.
He also serves as a volunteer on the board of directors of the Vancouver Symphony Orchestra. 67 John W. Griffith, Chief Development Officer Mr. Griffith has been our Chief Development Officer since September 2020. Mr.
He also serves as a volunteer on the board of directors of the Vancouver Symphony Orchestra. John W. Griffith, Chief Development Officer Mr. Griffith has been our Chief Development Officer since September 2020. Mr.
The Options vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant. (5) Amounts in this column are paid as annual cash bonuses in respect of the financial year noted and were paid pursuant to our STIP. See " – Short-Term Incentive Program " below for further information.
The Options vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant. (4) Amounts in this column are paid as annual cash bonuses in respect of the financial year noted and were paid pursuant to our STIP. See " – Short-Term Incentive Program " below for further information.
Mah has over 27 years of experience in the mining industry comprised of a unique blend of senior and junior producers including working for SSR Mining, Great Panther Mining, Goldcorp and Placer Dome (now Barrick Gold) and mine consulting firms: AMEC Americas and SRK Consulting, and the first metal streaming company, Silver Wheaton Corp.
Mah has over 28 years of experience in the mining industry comprised of a unique blend of senior and junior producers including working for SSR Mining, Great Panther, Goldcorp and Placer Dome (now Barrick Gold) and mine consulting firms: AMEC Americas and SRK Consulting, and the first metal streaming company, Silver Wheaton Corp.
Name, position, province or state and country of residence Age Principal occupation or employment for the past five years Date elected or appointed David Garofalo Chairman, Chief Executive Officer and President, and Director Vancouver, British Columbia, Canada 58 Chairman, Chief Executive Officer, President and a Director of Gold Royalty Corp. since 2020.
Name, position, province or state and country of residence Age Principal occupation or employment for the past five years Date elected or appointed David Garofalo Chairman, Chief Executive Officer and President, and Director Vancouver, British Columbia, Canada 59 Chairman, Chief Executive Officer, President and a Director of Gold Royalty Corp. since 2020.
Managing Director and the Head of Americas Metals & Mining Investment Banking for Bank of America from 2006 to May 2020. September 2020 Samuel Mah Vice President, Evaluations Vancouver, British Columbia, Canada 53 Vice President, Evaluations of Gold Royalty Corp. since July 2021. Director, Mining Planning of SSR Mining from 2019 to July 2021.
Managing Director and the Head of Americas Metals & Mining Investment Banking for Bank of America from 2006 to May 2020. September 2020 Samuel Mah Vice President, Evaluations Vancouver, British Columbia, Canada 54 Vice President, Evaluations of Gold Royalty Corp. since July 2021. Director, Mining Planning of SSR Mining from 2019 to July 2021.
Directors are considered to be impartial if they have no direct or indirect material relationship with our Company which could, in the view of our board of directors, be reasonably expected to interfere with the exercise of a director’s independent judgment. Our board of directors is currently comprised of seven directors, of whom five are independent.
Directors are considered to be impartial if they have no direct or indirect material relationship with our Company which could, in the view of our board of directors, be reasonably expected to interfere with the exercise of a director's independent judgment. Our board of directors is currently comprised of six directors, of whom five are independent.
August 2020 Andrew Gubbels (1) Chief Financial Officer Vancouver, British Columbia, Canada 42 Chief Financial Officer of Gold Royalty Corp. since January 2023. Senior Vice President of Corporate Development for Aris Gold Corporation (now Aris Mining Holdings Corp.) from July 2020 to September 2022.
August 2020 Andrew Gubbels (1) Chief Financial Officer Vancouver, British Columbia, Canada 43 Chief Financial Officer of Gold Royalty Corp. since January 2023. Senior Vice President of Corporate Development for Aris Gold Corporation (now Aris Mining Holdings Corp.) from July 2020 to September 2022.
Each of Warren Gilman, Alan Hair, Ken Robertson, Angela Johnson and Karri Howlett are considered "independent" as provided by NI 52-110 and the NYSE American corporate governance standards (the " NYSE American Governance Rules "). David Garofalo and Glenn Mullan are not considered "independent". We have not adopted any retirement or term limits for directors serving on the board.
Each of Warren Gilman, Alan Hair, Ken Robertson, Angela Johnson and Karri Howlett are considered "independent" as provided by NI 52-110 and the NYSE American corporate governance standards (the " NYSE American Governance Rules "). David Garofalo is not considered "independent". We have not adopted any retirement or term limits for directors serving on the board.
For the purposes hereof, such amounts have been converted from Canadian dollars to U.S. dollars based upon an exchange rate of $0.7447 per Canadian dollar, being the weighted average exchange rate for the applicable period.
For the purposes hereof, such amounts have been converted from Canadian dollars to U.S. dollars based upon an exchange rate of $0.7275 per Canadian dollar, being the weighted average exchange rate for the applicable period.
Garofalo has served as our Chairman, Chief Executive Officer and President since August 1, 2020. Mr. Garofalo has worked in various leadership capacities in the natural resources sector over the last 30 years.
Garofalo has served as our Chairman, Chief Executive Officer and President since August 1, 2020. Mr. Garofalo has worked in various leadership capacities in the natural resources sector over the last 35 years.
Gilman, Mr. Adnani, Mr. Robertson and Mr. Hair have vested, respectively; 25,020, 17,514, 17,514, 17,514 and 17,514 Options at an exercise price of $4.93 per share held by Mr. Gilman, Mr. Adnani, Mr. Robertson, Mr. Hair and Mr. Mullan have vested, respectively; 17,514 Options at an exercise price of $3.06 per share held by Ms.
Gilman, Mr. Robertson and Mr. Hair have vested, respectively; 25,020 17,514 and 17,514 Options at an exercise price of $4.93 per share held by Mr. Gilman, Mr. Robertson and Mr. Hair have vested, respectively; 17,514 Options at an exercise price of $3.06 per share held by Ms.
Angela Johnson Ms. Johnson has served as our director since March 28, 2023. Ms. Johnson is a diversified mining and exploration professional with over 12 years of experience holding numerous technical, operational, and corporate level leadership roles for junior and intermediate producers across North and South America. Ms.
Angela Johnson Ms. Johnson has served as our director since March 28, 2023. Ms. Johnson is a professional geologist and diversified mining and exploration professional with over 14 years of experience holding numerous technical, operational, and corporate level leadership roles for junior and intermediate producers across North and South America. Ms.
(5) Member of the Environmental, Social and Governance ("ESG") committee. (6) Independent director under the rules of the NYSE American Company Guide and Canadian National Instrument 52-110 – Audit Committees (" NI 52-110 "). Biographies Executive Officers David Garofalo, Chairman, Chief Executive Officer, President and Director Mr.
(5) Member of the Environmental, Social and Governance (" ESG ") committee of our board of directors (" ESG Committee "). (6) Independent director under the rules of the NYSE American Company Guide and Canadian National Instrument 52-110 – Audit Committees (" NI 52-110 "). Biographies Executive Officers David Garofalo, Chairman, Chief Executive Officer, President and Director Mr.
Our board of directors adopted the LTIP on March 7, 2021 (the " Effective Date "), which allows for a variety of equity based awards that provides different types of incentives to be granted to certain of our and our subsidiaries’ officers, directors, employees and consultants (in the case of Options, performance share units (" PSUs ") and RSUs) and to Non-Employee Directors (as defined in the LTIP) (in the case of deferred share units (" DSUs ")).
Our board of directors adopted the LTIP on March 7, 2021, which allows for a variety of equity based awards that provide different types of incentives to be granted to certain of our and our subsidiaries' officers, directors, employees and consultants (in the case of Options, performance share units (" PSUs ") and RSUs) and to Non-Employee Directors (as defined in the LTIP) (in the case of deferred share units (" DSUs ")).
Our Nominating and Corporate Governance Committee regularly reviews and assesses our directors, and uses its discretion in our best interests and our shareholders to refresh the board as necessary. 78 Committees of our Board of Directors Our board of directors has the following four standing committees, the members of which are set out under "
Our Nominating and Corporate Governance Committee regularly reviews and assesses our directors and uses its discretion in our and our shareholders' best interests to refresh the board as necessary. Committees of our Board of Directors Our board of directors has the following four standing committees, the members of which are set out under "
Mr. Hair is the former President and Chief Executive Officer of Hudbay, a public company he joined in 1996 as a Senior Operations Manager and at which he served in a series of progressively senior roles culminating in the position of President and Chief Executive Officer from 2016 to July 2019. During his tenure at Hudbay, Mr.
Hair is the former President and Chief Executive Officer of Hudbay, a public company he joined in 1996 as a Senior Operations Manager and at which he served in a series of progressively senior roles culminating in 58 the position of President and Chief Executive Officer. During his tenure at Hudbay, Mr.
Compensation For the year ended December 31, 2023, the aggregate compensation to all individuals who were our directors and management in all capacities as a group was $4,676,963, which includes salaries, directors' fees, equity awards and other compensation.
Compensation For the year ended December 31, 2024, the aggregate compensation to all individuals who were our directors and management in all capacities as a group was $4,118,857, which includes salaries, directors' fees, equity awards and other compensation.
Effective January 1, 2023, Mr. Garofalo’s salary was set at C$550,000 per year, Mr. Gubbels' salary was set at C$280,000 per year, Mr. Griffith’s salary was set at C$320,000 per year and Mr. Mah’s salary was set at C$280,000 per year.
Garofalo's salary was set at C$550,000 per year, Mr. Gubbels' salary was set at C$320,000 per year, Mr. Griffith's salary was set at C$320,000 per year and Mr. Mah's salary was set at C$280,000 per year.
Gilman was the Vice Chairman of CIBC World Markets Inc., the investment banking subsidiary of CIBC. He was previously the Managing Director and Head of the Asia Pacific Region at CIBC for 10 years, where he was responsible for all of CIBC’s activities across Asia. Mr. Gilman, a mining engineer, also co-founded CIBC’s Global Mining Group.
He was previously the Managing Director and Head of the Asia Pacific Region at CIBC for 10 years, where he was responsible for all of CIBC's activities across Asia. Mr. Gilman, a mining engineer, also co-founded CIBC's Global Mining Group.
Man have vested, 427,018 Options held by Mr. Griffith have vested, and 236,957 Options held by Mr. Mah have vested. (2) The Share-based Awards consist of RSUs. One-third of RSUs granted on January 4, 2022 will vest on each of the first, second and third anniversaries of the date of grant.
Griffith have vested, and 327,702 Options held by Mr. Mah have vested. 60 (2) The Share-based Awards consist of RSUs. One-third of RSUs granted on January 4, 2022, will vest on each of the first, second and third anniversaries of the date of grant.
Johnson serve as independent directors for the financial year ended December 31, 2023. 72 Outstanding Share-based Awards and Option-based Awards for Directors The following table states the name of each director and Option-based and Share-based Awards outstanding as of the financial year ended December 31, 2023.
Johnson served as independent directors for the financial year ended December 31, 2024. 61 Outstanding Share-based Awards and Option-based Awards for Directors The following table states the name of each director and Option-based and Share-based Awards outstanding as of the financial year ended December 31, 2024.
These Options vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant. As at December 31, 2023, 275,020 Options held by Mr. Gilman have vested, 1,439,612 Options held by Mr. Adnani have vested, 117,514 Options held by Mr. Robertson have vested, 117,514 Options held by Mr.
These Options vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant. As at December 31, 2024, 275,020 Options held by Mr. Gilman have vested, 117,514 Options held by Mr. Robertson have vested, 117,514 Options held by Mr. Hair have vested, 17,514 Options held by Ms.
Gilman was the Chairman and Chief Executive Officer of CEF, a global mining investment company owned 50% by the Canadian Imperial Bank of Commerce (" CIBC ") and 50% by CK Hutchison Holdings Ltd., the Hong Kong listed flagship company of Mr. Li Ka-shing. Prior to joining CEF, Mr.
(" CEF Holdings "), a global mining investment company owned 50% by the Canadian Imperial Bank of Commerce (" CIBC ") and 50% by CK Hutchison Holdings Ltd., the Hong Kong listed flagship company of Mr. Li Ka-shing. Prior to joining CEF Holdings, Mr. Gilman was the Vice Chairman of CIBC World Markets Inc., the investment banking subsidiary of CIBC.
The Compensation Committee selected key performance indicators within a balanced scorecard and, subsequent to the financial year ended December 31, 2023, evaluated corporate performance achieved against the scorecard. Upon this review, the Compensation Committee and Board determined to award each of the executive officers a payout equivalent to 55% of their Target Award..
The Compensation Committee selected key performance indicators within a balanced scorecard and, subsequent to the financial year ended December 31, 2024, evaluated corporate performance achieved against the scorecard. Upon this review, the Compensation Committee and Board determined to award each of the executive officers STIP awards at 122.5% of their Target Award for 2024.
Man served as Chief Financial Officer from July 31, 2020 until December 31, 2022. 71 Incentive Plan Awards - Value Vested or Earned During the Year for NEOs The table below discloses the aggregate dollar value that would have been realized by a NEO if Options under Option-based Awards had been exercised on the vesting date, as well as the aggregate dollar value realized upon vesting of Share-based Awards by a NEO.
Incentive Plan Awards - Value Vested or Earned During the Year for NEOs The table below discloses the aggregate dollar value that would have been realized by a NEO if Options under Option-based Awards had been exercised on the vesting date, as well as the aggregate dollar value realized upon vesting of Share-based Awards by a NEO.
Garofalo served as President, Chief Executive Officer and a director of Hudbay Minerals Inc. from 2010 to 2015, where he presided over that company’s emergence as a leading metals producer. Previously, Mr.
Prior to joining the Company, he served as President, Chief Executive Officer and a director of Goldcorp Inc., and as President, Chief Executive Officer and a director of Hudbay Minerals Inc. (" Hudbay "), where he presided over that company's emergence as a leading metals producer. Previously, Mr.
Johnson was appointed as a director on March 28, 2023. 73 Incentive Plan Awards – Value Vested or Earned During the Year for Directors The table below discloses the aggregate dollar value that would have been realized by a director if Options under Option-based awards had been exercised on the vesting date, as well as the aggregate dollar value realized upon vesting of Share-based awards by a director during the last fiscal year.
Mullan ceased to be a director on April 20, 2024. 62 Incentive Plan Awards – Value Vested or Earned During the Year for Directors The table below discloses the aggregate dollar value that would have been realized by a director if Options under Option-based awards had been exercised on the vesting date, as well as the aggregate dollar value realized upon vesting of Share-based awards by a director during the last fiscal year.
Name and Principal Position Option-based Awards – Value Vested During the Year (1) ($) Share-based Awards – Value Vested During the Year ($) (2) Non-equity Incentive Plan Compensation – Value Earned During the Year ($) Warren Gilman Lead Director — 31,001 — Amir Adnani (3) Former Director — 4,704 — Ken Robertson Director — 25,516 — Alan Hair Director — 25,516 — Glenn Mullan Director — 25,516 — Karri Howlett Director — 24,768 — Angela Johnson (4) Director — — — Notes: (1) As at of December 31, 2023, 250,000, 500,000, 100,000 and 100,000 Options at an exercise of $5.00 per share held by Mr.
Name and Principal Position Option-based Awards – Value Vested During the Year (1) ($) Share-based Awards – Value Vested During the Year ($) (2) Non-equity Incentive Plan Compensation – Value Earned During the Year ($) Warren Gilman Lead Director — 49,592 — Ken Robertson Director — 41,897 — Alan Hair Director — 41,897 — Karri Howlett Director — 42,976 — Angela Johnson Director — 54,376 — Glenn Mullan (3) Former Director — 2,714 — __________ Notes: (1) As at of December 31, 2024, 250,000, 100,000 and 100,000 Options at an exercise of $5.00 per share held by Mr.
Head of Investment Management Americas, Eurasian Resources Group, a mining and raw materials supplier, from July 2019 to July 2020. Head of Americas Metals & Mining at UBS Investment Bank from 2007 to 2019. January 2023 John W. Griffith Chief Development Officer Toronto, Ontario, Canada 56 Chief Development Officer of Gold Royalty Corp. since September 2020.
Head of Investment Management Americas, Eurasian Resources Group, a diversified mining and natural resources processing company, from July 2019 to July 2020. January 2023 56 John W. Griffith Chief Development Officer Toronto, Ontario, Canada 57 Chief Development Officer of Gold Royalty Corp. since September 2020.
The following assumptions were used to value the Options granted on December 5, 2022: exercise price: $2.59; expected risk free interest rate: 4.13%; expected annual volatility: 47%; expected life in years: 2.87; expected annual dividend yield: 1.54%; and Black-Scholes value: $0.92.
The following assumptions were used to value the Options granted on December 5, 2024: exercise price: $1.24; expected risk free interest rate: 4.11%; expected annual volatility: 56%; expected life in years: 2.88; expected annual dividend yield: 0%; and Black-Scholes value: $0.50.
Hair have vested, 17,514 Options held by Mr. Mullan have vested, and 17,514 Options held by Ms. Howlett have vested. (2) The Share-based Awards consist of RSUs. Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share. (3) Each Option entitles the holder to one common share upon exercise.
Howlett have vested; and 17,514 Options held by Mr. Mullan have vested, and forfeited following Mr. Mullan's departure on April 20, 2024. (2) The Share-based Awards consist of RSUs. Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share.
Robertson is a Chartered Professional Accountant, holds a Bachelor of Commerce degree from McMaster University and the ICD.D designation from the Institute of Corporate Directors. Alan Hair Mr. Hair has served as our director since November 20, 2020. Mr. Hair is a mineral engineer and senior executive with nearly forty years of international experience in the mining and metals industry.
Mr. Robertson is a Chartered Professional Accountant, holds a Bachelor of Commerce degree from McMaster University and the ICD.D designation from the Institute of Corporate Directors. Alan Hair Mr. Hair has served as our director since November 20, 2020. Mr.
The maximum number of common shares issuable to any one individual under the LTIP alone, or when combined with all of our other security-based compensation arrangements, cannot exceed 5% of the aggregate number of common shares issued and outstanding on the applicable grant date. 75 For the purposes of calculating the maximum number of common shares reserved for issuance under the LTIP, any issuance from treasury that is issued in reliance upon an exemption under applicable stock exchange rules applicable to share compensation arrangements used as an inducement to person(s) or company(ies) not previously employed by and not previously an insider of Gold Royalty shall not be included.
For the purposes of calculating the maximum number of common shares reserved for issuance under the LTIP, any issuance from treasury that is issued in reliance upon an exemption under applicable stock exchange rules applicable to share compensation arrangements used as an inducement to person(s) or company(ies) not previously employed by and not previously an insider of Gold Royalty shall not be included.
Gilman is the Founder, Chairman and Chief Executive Officer of TSX Venture Exchange listed QRC, a leading financier to the global resource sector. From 2011 to 2019, Mr.
Gilman is the Founder, Chairman and Chief Executive Officer of TSX-listed Queen's Road Capital Investment Ltd. (" QRC "), a leading financier to the global resource sector. From 2011 to 2019, Mr. Gilman was the Chairman and Chief Executive Officer of CEF Holdings Ltd.
One-third of RSUs granted on December 5, 2022 will vest on each of the first, second and third anniversaries of the date of grant. One-third of RSUs granted on December 19, 2022 will vest on each of the first, second and third anniversaries of the date of grant. (3) Each Option entitles the holder to one common share upon exercise.
One-third of RSUs granted on December 5, 2022, will vest on each of the first, second and third anniversaries of the date of grant. One-third of RSUs granted on December 19, 2022, will vest on each of the first, second and third anniversaries of the date of grant.
The maximum number of common shares that may be: (a) issued to insiders of Gold Royalty within any one-year period, and (b) issuable to insiders of Gold Royalty at any time, in each case, under the LTIP alone, or when combined with all of our other security-based compensation arrangements, cannot exceed 10% of the aggregate number of common shares issued and outstanding from time to time determined on a non-diluted basis.
The maximum number of common shares reserved for issuance, in the aggregate, under the LTIP or pursuant to awards under any other established share compensation arrangement, shall not exceed 10% of the aggregate number of common shares issued and outstanding from time to time, provided that no more than 2,000,000 common shares may be issued in the aggregate pursuant to the exercise of Incentive Stock Options (as defined in the LTIP) granted under the LTIP. 64 The maximum number of common shares that may be: (a) issued to insiders of Gold Royalty within any one-year period, and (b) issuable to insiders of Gold Royalty at any time, in each case, under the LTIP alone, or when combined with all of our other security-based compensation arrangements, cannot exceed 10% of the aggregate number of common shares issued and outstanding from time to time determined on a non-diluted basis.
(4) The value shown is based on the closing price of our common shares on December 31, 2023, being $1.47 per share. (5) Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share. (6) Mr. Adnani ceased to be a director on March 28, 2023. (7) Ms.
(3) Each Option entitles the holder to one common share upon exercise. (4) The value shown is based on the closing price of our common shares on December 31, 2024, being $1.24 per share. (5) Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share. (6) Mr.
Option-based Awards (1) Share-based Awards (2) Name and Principal Position Number of Securities Underlying Unexercised Options (3) (#) Option Exercise Price ($) Option Expiration Date Value of Unexercised in-the-money Options (4) ($) Number of Shares or Units of Shares That Have Not Vested (5) (#) Market or Payout Value of Share-based Awards That Have Not Vested (4) ($) Market or Payout Value of Vested Share-based Awards Not Paid Out or Distributed ($) David Garofalo Chairman, Chief Executive Officer and President 600,000 5.00 March 7, 2026 — — — — 78,815 4.93 January 4, 2027 — — — — 310,756 2.59 December 5, 2027 — — — — — — — — 428,766 630,286 — Andrew Gubbels (6) Chief Financial Officer 126,562 2.59 December 5, 2027 — — — — — — — — 180,382 265,162 — Josephine Man (7) Former Chief Financial Officer 180,000 5.00 March 7, 2026 — — — — 43,536 4.93 January 4, 2027 — — — — 131,082 2.59 December 5, 2027 — — — — — — — — 35,282 51,865 — John Griffith Chief Development Officer 275,000 5.00 March 7, 2026 — — — — 43,536 4.93 January 4, 2027 — — — — 144,642 2.59 December 5, 2027 — — — — — — — — 198,409 291,661 — Samuel Mah Vice President, Evaluations 100,000 4.85 August 25, 2026 — — — — 42,035 4.93 January 4, 2027 — — — — 126,562 2.59 December 5, 2027 — — — — — — — — 174,467 256,466 — Notes: (1) Options expiring on March 7, 2026 were granted on March 7, 2021, and vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant.
Option-based Awards (1) Share-based Awards (2) Name and Principal Position Number of Securities Underlying Unexercised Options (3) (#) Option Exercise Price ($) Option Expiration Date Value of Unexercised in-the-money Options (4) ($) Number of Shares or Units of Shares That Have Not Vested (5) (#) Market or Payout Value of Share-based Awards That Have Not Vested (4) ($) Market or Payout Value of Vested Share-based Awards Not Paid Out or Distributed ($) David Garofalo Chairman, Chief Executive Officer and President 600,000 5.00 March 7, 2026 — — — — 78,815 4.93 January 4, 2027 — — — — 310,756 2.59 December 5, 2027 — — — — 580,490 1.24 December 5, 2029 — — — — — 470,801 569,669 — Andrew Gubbels Chief Financial Officer 126,562 2.59 December 5, 2027 — — — — 270,192 1.24 December 5, 2029 — — — — 208,271 252,008 — John Griffith Chief Development Officer 275,000 5.00 March 7, 2026 — — — — 43,536 4.93 January 4, 2027 — — — — 144,642 2.59 December 5, 2027 — — — — 270,192 1.24 December 5, 2029 — — — — 218,112 263,916 — Samuel Mah Vice President, Evaluations 100,000 4.85 August 25, 2026 — — — — 42,035 4.93 January 4, 2027 — — — — 126,562 2.59 December 5, 2027 — — — — 236,418 1.24 December 5, 2029 — 191,283 231,452 — __________ Notes: (1) Options expiring on March 7, 2026, were granted on March 7, 2021, and vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant.
(2) Pursuant to their respective employment agreements, salary paid to Mr. Garofalo, Mr. Gubbels, Ms. Man, Mr. Griffith and Mr. Mah are in Canadian dollars. For the purposes hereof, such amounts have been converted from Canadian dollars to U.S. dollars based on the exchange rate of $0.8296 per Canadian dollar, being the weighted average exchange rate for the applicable period.
Garofalo, Mr. Gubbels, Mr. Griffith and Mr. Mah are in Canadian dollars. For the purposes hereof, such amounts have been converted from Canadian dollars to U.S. dollars based on the exchange rate of $0.7305 per Canadian dollar, being the weighted average exchange 59 rate for the applicable period. Effective January 1, 2024, Mr.
Garofalo holds a Bachelor of Commerce from the University of Toronto and is a Fellow of the Chartered Professional Accountants in British Columbia, Canada and a Certified Director of the Institute of Corporate Directors. He also serves as a volunteer on the boards of directors of the Vancouver Board of Trade and the Vancouver Symphony Orchestra.
Garofalo holds a Bachelor of Commerce from the University of Toronto and is a Fellow of the Chartered Professional Accountants in British Columbia, Canada and a Certified Director of the Institute of Corporate Directors.
The above summary is qualified in its entirety by the full text of the LTIP, a copy of which is available on under our profile on SEDAR+ at www.sedarplus.ca and on our website at www.goldroyalty.com. C.
The above summary is qualified in its entirety by the full text of the LTIP, a copy of which is available under our profile on SEDAR+ at www.sedarplus.ca and on our website at www.goldroyalty.com. C. Board Practices Board Composition Our Articles provide that our board of directors shall consist of not less than three and not more than 20 directors.
(2) The Share-based Awards consist of RSUs. Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share. (3) Mr. Adnani ceased to be a director on March 28, 2023. (4) Ms. Johnson was appointed as a director on March 28, 2023.
(2) The Share-based Awards consist of RSUs. Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share. (3) Mr. Mullan ceased to be a director on April 20, 2024.
Andrew Gubbels, Chief Financial Officer Mr. Gubbels has been our Chief Financial Officer since January 1, 2023. Mr. Gubbels was a founding executive of Aris Gold, where he held the position of Senior Vice President, Corporate Development. Prior to Aris Gold, Mr.
Gubbels was a founding executive of Aris Gold, where he held the position of Senior Vice President, Corporate Development. Prior to Aris Gold, Mr.
The payments for the financial year ended September 30, 2022 were made on November 28, 2022 of the following financial year. Amounts paid to each of the NEOs are in Canadian dollars.
The payments for the financial year ended December 31, 2024, were made on December 20, 2024. Amounts paid to each of the NEOs are in Canadian dollars.
Johnson was the Corporate Development Manager at Silvercorp, a company listed on the Toronto Stock Exchange and NYSE American, where she led the assessment and evaluation of international precious and base metal projects for potential acquisition or strategic investment.
Johnson was the Corporate Development Manager at Silvercorp between December 2020 and March 2022, where she led the assessment and evaluation of international precious and base metal projects for potential acquisition or strategic investment.
Options expiring on December 5, 2027 were granted on December 5, 2022, and vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant. As at December 31, 2023, 911,882 Options held by Mr. Garofalo have vested, 94,922 Options held by Mr. Gubbels have vested, 321,848 Options held by Ms.
Options expiring on December 5, 2029, were granted on December 5, 2024, and vest as to 25% immediately and on each day which is 6, 12 and 18 months from the date of grant. As at December 31, 2024, 1,134,694 Options held by Mr. Garofalo have vested, 194,110 Options held by Mr. Gubbels have vested, 530,726 Options held by Mr.
Our directors are appointed at the annual general meeting of our shareholders and the term of office for each of the directors will expire at the time of our next annual shareholders meeting.
The size of our board of directors is currently fixed at seven directors and may be changed by resolution of our directors. Our directors are appointed at the annual general meeting of our shareholders and the term of office for each of the directors will expire at the time of our next annual shareholders meeting.
Name and Principal Position Option-based Awards – Value Vested During the Year (1) ($) Share-based Awards – Value Vested During the Year ($) Non-equity Incentive Plan Compensation - Value Earned During the Year ($) David Garofalo Chairman, Chief Executive Officer and President — 68,876 — Andrew Gubbels (2) Chief Financial Officer — 19,424 — Josephine Man (3) Former Chief Financial Officer — 31,816 — John Griffith Chief Development Officer — 33,897 — Samuel Mah Vice President, Evaluations — 30,718 — Notes: (1) As of December 31, 2023, 600,000, 180,000 and 275,000 Options at an exercise of $5.00 per share held by Mr.
Name and Principal Position Option-based Awards – Value Vested During the Year (1) ($) Share-based Awards – Value Vested During the Year ($) Non-equity Incentive Plan Compensation - Value Earned During the Year ($) David Garofalo Chairman, Chief Executive Officer and President — 188,868 380,103 Andrew Gubbels Chief Financial Officer — 76,968 165,863 John Griffith Chief Development Officer — 87,926 165,863 Samuel Mah Vice President, Evaluations — 77,538 145,130 __________ Notes: (1) As of December 31, 2024, 600,000 and 275,000 Options at an exercise of $5.00 per share held by Mr.
As of the date hereof, the maximum number of common shares available for grant under the LTIP is 14,588,771, of which 9,872,475 are subject to existing Awards.
As of the date hereof, the maximum number of common shares available for grant under the LTIP is 4,205,905, of which 17,025,600 are subject to existing Awards.
Mah was appointed as Vice President, Evaluations effective July 1, 2021. 70 Outstanding Share-based Awards and Option-based Awards for NEOs The following table states the name of each NEO and Option-based and Share-based Awards outstanding as of the financial year ended December 31, 2023.
Outstanding Share-based Awards and Option-based Awards for NEOs The following table states the name of each NEO and Option-based and Share-based Awards outstanding as of the financial year ended December 31, 2024.
Hair was appointed as a director of the Company on November 20, 2020. (7) Mr. Mullan was appointed as a director of the Company on November 5, 2021. (8) Ms. Howlett was appointed as a director of the Company on February 14, 2022. (9) Ms. Johnson was appointed as a director of the Company on March 28, 2023. (10) Mr.
Gilman was appointed as a director of the Company on August 12, 2020. (5) Mr. Robertson was appointed as a director of the Company on November 20, 2020. (6) Mr. Hair was appointed as a director of the Company on November 20, 2020. (7) Ms. Howlett was appointed as a director of the Company on February 14, 2022. (8) Ms.
Garofalo, Ms. Man and Mr. Griffith have vested, respectively; 78,815, 43,536, and 43,536 Options at an exercise of $4.93 per share held by Mr. Garofalo, Ms. Man and Mr. Griffith have vested, respectively; 233,067, 94,922, 98,312, and 108,482 Options at an exercise of $2.59 per share held by Mr. Garofalo, Mr. Gubbels, Ms. Man and Mr.
Garofalo and Mr. Griffith have vested, respectively; 78,815 and 43,536 Options at an exercise of $4.93 per share held by Mr. Garofalo and Mr. Griffith have vested, respectively; 310,756, 126,562 and 144,642 Options at an exercise of $2.59 per share held by Mr. Garofalo, Mr. Gubbels and Mr.
Management Compensation The following table sets forth all compensation paid, payable, awarded, granted, given or otherwise provided, directly or indirectly, to each NEO, in any capacity, for the financial year ended September 30, 2022, the three month transition period ended December 31, 2022 (" 2022T ") and the financial year ended December 31, 2023. 69 An "Named Executive Officer" or " NEO " includes the individuals comprised of the Chief Executive Officer, the Chief Financial Officer and our other executive officers, including our subsidiaries, whose individual total compensation for the most recently completed financial year exceeded C$150,000, and any individual who would have satisfied these criteria but for the fact that the individual was not serving as our executive officer or as an executive officer to any of our subsidiaries at the end of the most recently completed financial year.
A "Named Executive Officer" or " NEO " includes the individuals comprised of the Chief Executive Officer, the Chief Financial Officer and our other executive officers, including our subsidiaries, whose individual total compensation for the most recently completed financial year exceeded C$150,000, and any individual who would have satisfied these criteria but for the fact that the individual was not serving as our executive officer or as an executive officer to any of our subsidiaries at the end of the most recently completed financial year.
February 2022 Angela Johnson (3)(5)(6) Director Vancouver, British Columbia, Canada 40 Vice President of Corporate Development and Sustainability of Faraday Copper Corp., a company listed on the Toronto Stock Exchange and OTCQX Exchange, since April 2022. Corporate Development Manager at Silvercorp, a company listed on the Toronto Stock Exchange and NYSE American, from December 2020 to March 2022.
November 2020 Karri Howlett (3)(4)(5)(6) Director Saskatoon, Saskatchewan, Canada 49 Principal of Karri Howlett Consulting since 2006. February 2022 Angela Johnson (3)(5)(6) Director Vancouver, British Columbia, Canada 41 Vice President of Corporate Development and Sustainability of Faraday Copper Corp., a company listed on the TSX and OTCQX Exchange, since April 2022.
The RSUs vest as to one-third on each of the first, second and third anniversaries of the date of grant. (4) These amounts represent the aggregate grant date fair value of Options, which was estimated using the Black-Scholes option pricing model.
(3) These amounts represent the aggregate grant date fair value of options to purchase common shares (" Options "), which was estimated using the Black-Scholes option pricing model.
Adnani ceased to be a director on March 28, 2023. Mr. Hair, Mr. Robertson, Mr. Gilman, Ms. Howlett and Ms.
Johnson was appointed as a director of the Company on March 28, 2023. (9) Mr. Mullan ceased to be a director on April 20, 2024. Mr. Hair, Mr. Robertson, Mr. Gilman, Ms. Howlett and Ms.
Howlett have vested; and 922,098 Options at an exercise price of $2.59 per share held by Mr. Adnani have vested. All such vested Options were out-of-the-money.
Howlett have vested; and 17,514 Options at an exercise price of $4.93 per share held by Mr. Mullan have vested, and forfeited following Mr. Mullan's departure on April 20, 2024. All such vested Options were out-of-the-money.
Gubbels was appointed as Chief Financial Officer effective on January 1, 2023. (8) Ms. Man was appointed as Chief Financial Officer effective July 31, 2020 and ceased to be the Chief Financial Officer effective December 31, 2022. (9) Mr. Griffith was appointed as Chief Development Officer effective September 8, 2020. (10) Mr.
Gubbels was appointed as Chief Financial Officer effective January 1, 2023. (8) Mr. Griffith was appointed as Chief Development Officer effective September 8, 2020. (9) Mr. Mah was appointed as Vice President, Evaluations effective July 1, 2021.
Summary of Options Granted to Directors and Management No stock options were granted to directors or officers during the fiscal year ended December 31, 2023. Pension Plan Benefits We presently do not provide any defined benefit or pension plan to our directors, executive officers, employees or consultants.
Pension Plan Benefits We presently do not provide any defined benefit or pension plan to our directors, executive officers, employees or consultants.
For the purposes hereof, such amounts have been converted from Canadian dollars to U.S. dollars based on the exchange rate of $0.7231 for the financial year ended September 30, 2022, being the exchange rate as of September 30, 2022. (6) Mr. Garofalo was appointed as Chairman, Chief Executive Officer and President effective August 1, 2020. (7) Mr.
For the purposes hereof, such amounts have been converted from Canadian dollars to U.S. dollars based on the exchange rate of $0.7053 for the financial year ended December 31, 2024, being the exchange rate as of December 20, 2024.
Prior to that, she held the role of Exploration Manager at Calibre, a company listed on the TSX, from 2019 to 2020, where she led the operational exploration teams and managed near mine drilling activities at the company’s operations in Nicaragua. Ms.
Prior to that, she held the role of Exploration Manager at Calibre, where she led the operational exploration teams and managed near mine drilling activities at the company's operations in Nicaragua. During the period of 2012-2019, Ms. Johnson held several technical, project management and sustainability roles for SSR Mining at projects or operations in the U.S., Canada, Mexico and Argentina.
Griffith have vested, respectively; and 100,000, 42,035 and 94,922 Options at an exercise price of $4.85, $4.93 and $2.59 per share held by Mr. Mah have vested, respectively. All such vested Options were out-of-the-money. (2) Mr. Gubbels was appointed as Chief Financial Officer effective January 1, 2023. (3) Ms.
Griffith have vested, respectively; 145,123, 67,548 and 67,548 Options at an exercise price of $1.24 per share held by Mr. Garofalo, Mr. Gubbels and Mr. Griffith have vested, respectively; and 100,000, 42,035, 126,562 and 59,105 Options at an exercise price of $4.85, $4.93, $2.59 and $1.24 per share held by Mr. Mah have vested, respectively.
Hair holds a Bachelor of Science degree in Mineral Engineering from the University of Leeds and the ICD.D designation from the Institute of Corporate Directors. 68 Glenn Mullan Mr. Mullan has served as our director since November 5, 2021. Mr. Mullan is a geologist with over 40 years of mining and mineral exploration experience. Mr.
Hair holds a Bachelor of Science (Honours) degree in Mineral Engineering from the University of Leeds and the ICD.D designation from the Institute of Corporate Directors. Karri Howlett Ms. Howlett has served as our director since February 15, 2022. Ms. Howlett has 20 years of experience in corporate strategy, mergers and acquisitions, financial due diligence, and risk analysis. Ms.
Man served as Chief Financial Officer from July 31, 2020 until December 31, 2022. Director Compensation The following table sets forth information relating to compensation paid to the directors during the financial year ended December 31, 2023.
All such vested Options were out-of-the-money. Director Compensation The following table sets forth information relating to compensation paid to the directors during the financial year ended December 31, 2024.
(3) For fiscal 2023, these amounts represent the aggregate grant date fair value of RSUs, which was calculated using the closing price of $2.18, $2.43, $1.77 and $1.53 of shares on the NYSE American on the date of grant on March 29, 2023, April 13, 2023, June 30, 2023 and December 19, 2023, respectively.
(3) For 2024, these amounts represent the aggregate grant date fair value of RSUs, which was calculated using the closing price of $1.24 of shares on the NYSE American on the date of grant on December 5, 2024. The RSUs vest as to one-third on each of the first, second and third anniversaries of the date of grant. (4) Mr.
August 2020 Ken Robertson (2)(4)(6) Director Vancouver, British Columbia, Canada 69 Consultant for financial reporting and litigation support services since 2015. Director of Avcorp Industries Inc. (" Avcorp "), a supplier of airframe structures, from 2017 to November 2022. Director of SAIS Limited (formerly Sarment Holding Limited), a technology services company, from March 2019 to July 2020.
Robertson previously served as a director of Mountain Province Diamonds Inc., a diamond exploration and mining company listed on the TSX, from June 2020 to June 2024, a director of Avcorp Industries Inc., a supplier of airframe structures, from June 2017 to November 2022, and of SAIS Limited (formerly Sarment Holding Limited), a technology services company, from March 2019 to July 2020.
Vice President, Technical Services of Great Panther Silver Limited from September 2018 to 2019. July 2021 Warren Gilman (2)(3)(4)(6) Director Hong Kong, China 64 Chairman and Chief Executive Officer of Queen’s Road Capital Investment Ltd., a resource-focused investment company, since January 2020. Chairman and Chief Executive Officer of CEF Holdings Ltd., an investment holding company, from 2011 to 2019.
July 2021 Warren Gilman (2)(3)(4)(6) Director Hong Kong, China 65 Chairman and Chief Executive Officer of Queen's Road Capital Investment Ltd., a resource-focused investment company listed on the TSX, since January 2020. August 2020 Ken Robertson (2)(4)(6) Director Vancouver, British Columbia, Canada 70 Consultant for financial reporting and litigation support services since 2015.
Name (1) Fees Earned ($) (2) Share-based Awards ($) (3) Option-based Awards ($) Non-equity Incentive Plan Compensation ($) All Other Compensation ($) Total ($) Warren Gilman (4) 59,312 102,013 — — — 161,325 Ken Robertson (5) 41,062 87,423 — — — 128,485 Alan Hair (6) 37,329 87,423 — — — 124,752 Glenn Mullan (7) 97,417 87,423 — — — 184,840 Karri Howlett (8) 37,329 87,442 — — — 124,771 Angela Johnson (9) 22,488 197,654 — — — 220,142 Amir Adnani (10) 37,030 101,022 — — — 138,052 Notes: (1) Compensation paid to Mr.
Name (1) Fees Earned ($) (2) Share-based Awards ($) (3) Option-based Awards ($) Non-equity Incentive Plan Compensation ($) All Other Compensation ($) Total ($) Warren Gilman (4) 58,084 124,999 — — — 183,083 Ken Robertson (5) 40,013 107,143 — — — 147,156 Alan Hair (6) 36,375 107,143 — — — 143,518 Karri Howlett (7) 36,375 107,143 — — — 143,518 Angela Johnson (8) 29,069 107,143 — — — 136,212 Glenn Mullan (9) 9,104 — — — — 9,104 __________ Notes: (1) Compensation paid to Mr.
(3) These amounts represent the aggregate grant date fair value of RSUs, which was calculated using the closing price of $4.93, $4.12, $2.25, $2.45, $2.81, $2.27, $2.18, $2.43, $1.77 and $1.53 of shares on the NYSE American on the date of grant on January 4, 2022, March 31, 2022, June 30, 2022, September 30, 2022, December 5, 2022, December 30, 2022, March 29, 2023, April 13, 2023, June 30, 2023 and December 19, 2023, respectively.
(2) These amounts represent the aggregate grant date fair value of RSUs, which was calculated using the closing price of $1.24 of shares on the NYSE American on the date of grant on December 5, 2024. The RSUs vest as to one-third on each of the first, second and third anniversaries of the date of grant.
(4) The value shown is based on the closing price of our common shares on December 31, 2023, being $1.47 per share. (5) Each RSU entitles the holder to receive, upon vesting, one common share or the cash equivalent of one common share. (6) Mr. Gubbels was appointed as Chief Financial Officer effective January 1, 2023. (7) Ms.
One-third of RSUs granted on December 5, 2024, will vest on each of the first, second and third anniversaries of the date of grant. (3) Each Option entitles the holder to one common share upon exercise. (4) The value shown is based on the closing price of our common shares on December 31, 2024, being $1.24 per share.
Robertson serves as a director of Mountain Province Diamonds, a public company listed on the Toronto Stock Exchange since June 2020 and as a director of Silvercorp, a public company listed on the Toronto Stock Exchange and NYSE American since September 2022. Mr. Robertson served as a director of Avcorp from June 2017 to November 2022. Mr.
Robertson currently serves as a director of Uranium Royalty Corp., a uranium royalty listed on the TSX and Nasdaq since October 2024, and of Silvercorp Metals Inc. (" Silvercorp "), a silver exploration company listed on the TSX and NYSE American, since September 2022. Mr.

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Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

12 edited+4 added−6 removed6 unchanged
Biggest changeGriffith 588,355 (4) * Samuel Mah 310,163 (5) * Warren Gilman 975,057 (6) * Ken Robertson 146,655 (7) * Alan Hair 204,655 (8) * Glenn Mullan 3,657,439 (9) 2.51% Karri Howlett 44,748 (10) * Angela Johnson 7,300 (11) * Andrew Gubbels 181,263 (12) * Alastair Still 240,118 (13) * All Executive Officers and Directors as a Group (eleven persons) 7,827,330 5.37% 5% Shareholders GoldMining Inc. 21,533,125 (14) 14.76% Queens Road Capital Investment Ltd. 16,430,855 (15) 11.26% Nevada Gold Mines LLC 9,393,681 (16) 6.44% Jimmy S.H.
Biggest changeGriffith 930,805 (4) * Samuel Mah 610,417 (5) * Warren Gilman 2,181,153 (6) 1.28% Ken Robertson 193,062 (7) * Alan Hair 344,151 (8) * Karri Howlett 119,779 (9) * Angela Johnson 60,256 (10) * Andrew Gubbels 525,443 (11) * Alastair Still 397,664 (12) * All Executive Officers and Directors as a Group (ten persons) 7,677,052 4.50% 5% Shareholders GoldMining Inc. 21,533,125 (13) 12.63% Queens Road Capital Investment Ltd. 16,430,855 (14) 9.64% Nevada Gold Mines LLC 9,393,681 (15) 5.51% * Less than one percent __________ Notes: (1) Unless otherwise indicated, each executive officer and shareholder listed herein is both the record holder and beneficial owner of the shares listed opposite his, her or its name herein.
Item 7. Major Shareholders and Related Party Transactions – A. Major Shareholders ". F. Disclosure of registrant's action to recover erroneously awarded compensation Not applicable. 81 ITE M 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A.
Item 7. Major Shareholders and Related Party Transactions – A. Major Shareholders ". F. Disclosure of registrant's action to recover erroneously awarded compensation Not applicable. ITE M 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A.
Major Shareholders The following table indicates information as of March 27, 2024, regarding the beneficial ownership of our common shares for: • each person who is known by us to beneficially own 5% or more of our common shares; • each executive officer; • each of our directors; and • all of our directors and executive officers as a group.
Major Shareholders The following table indicates information as of March 20, 2025, regarding the beneficial ownership of our common shares for: • each person who is known by us to beneficially own 5% or more of our common shares; • each executive officer; • each of our directors; and • all of our directors and executive officers as a group.
In addition, the rules include common shares issuable pursuant to the exercise of stock options or warrants or upon conversion of a security that are either exercisable or convertible within 60 days of March 27, 2024.
In addition, the rules include common shares issuable pursuant to the exercise of stock options or warrants or upon conversion of a security that are either exercisable or convertible within 60 days of March 20, 2025.
Unless otherwise indicated, the persons or entities identified in this table have sole voting and investment power with respect to all shares shown as beneficially owned by them, subject to applicable community property laws. The address for our directors and executive officers is c/o Gold Royalty Corp., 1188 W. Georgia Street, Suite 1830, Vancouver, BC V6E 4A2.
Unless otherwise indicated, the persons or entities identified in this table have sole voting and investment power with respect to all shares shown as beneficially owned by them, subject to applicable community property laws. The address for our directors and executive officers is c/o Gold Royalty Corp., 1188 W.
GoldMining’s percentage ownership has been reduced in the three years ended December 31, 2023 primarily as a result of dilution from shares issued by us to others under offerings and acquisitions. GoldMining’s ownership was reduced from approximately 87.6% prior to the completion of our IPO in 2021 to 14.76% as of March 27, 2024.
GoldMining's percentage ownership has been reduced in the three years ended December 31, 2024, primarily as a result of dilution from shares issued by us to others under offerings and acquisitions. GoldMining's ownership was reduced from approximately 14.72% in March 2022 to 12.63% as of March 20, 2025.
Inc., Barrick Goldstrike Mines Inc., Barrick Nevada Holding LLC, Barrick North America Holding Corporation, Barrick Turquoise Ridge Inc. and Nevada Gold Mines LLC, dated October 4, 2022. (17) Based on a Form 13G filed by Jimmy S.H. Lee dated November 15, 2021.
(15) Based on a Form 13G filed jointly by and among ABX Financeco Inc., Barrick Gold Corporation, Barrick Gold Exploration Inc., Barrick Gold Finance Inc., Barrick Gold U.S. Inc., Barrick Goldstrike Mines Inc., Barrick Nevada Holding LLC, Barrick North America Holding Corporation, Barrick Turquoise Ridge Inc. and Nevada Gold Mines LLC, dated October 4, 2022.
The Debentures were acquired by QRC upon the closing of the Private Placement in December 2023. Record Holders As of March 27, 2024, 145,887,717 of our common shares were issued and outstanding. To our knowledge, approximately 20.35% of our total outstanding common shares were held by 21 record holders in the United States.
The Debentures were acquired by QRC upon the closing of a private placement offering of debentures completed in December 2023. Record Holders As of March 20, 2025, 170,470,285 of our common shares were issued and outstanding. To our knowledge, approximately 19.95% of our total outstanding common shares were held by 25 record holders in the United States.
QRC has been included in the above table as a 5% or greater shareholder based on a Form 13G filed by it, disclosing total beneficial ownership of 16,430,855 common shares, which includes the rights under the Debentures held by it to acquire 15,789,474 of such shares.
Nevada Gold Mines became a 5% or greater shareholder on September 27, 2022, upon the closing of a transaction pursuant to which Gold Royalty indirectly acquired a royalty portfolio from Nevada Gold Mines in consideration for the issuance of 9,393,681 common shares of Gold Royalty. 71 QRC has been included in the above table as a 5% or greater shareholder based on a Form 13G filed by it, disclosing total beneficial ownership of 16,430,855 common shares, which includes the rights under the Debentures held by it to acquire 15,789,474 of such shares.
(15) Based on Form 13G filed by QRC dated January 24, 2024, and consists of 641,381 common shares beneficially owned and an additional 15,789,474 common shares that the reporting person has a right to acquire upon conversion of Debentures held by them. 82 (16) Based on a Form 13G filed jointly by and among ABX Financeco Inc., Barrick Gold Corporation, Barrick Gold Exploration Inc., Barrick Gold Finance Inc., Barrick Gold U.S.
(14) Based on Form 13G/A filed by QRC dated November 14, 2024, and consists of 300,808 common shares beneficially owned and an additional 15,789,473 common shares that the reporting person has a right to acquire upon conversion of Debentures held by them.
Name of Beneficial Owner Number of Shares Beneficially Owned (1) Percentage of Shares Outstanding (2) Executive Officers and Directors: David Garofalo 1,471,577 (3) 1.01% John W.
Georgia Street, Suite 1830, Vancouver, BC V6E 4A2. 70 Name of Beneficial Owner Number of Shares Beneficially Owned (1) Percentage of Shares Outstanding (2) Executive Officers and Directors: David Garofalo 2,314,322 (3) 1.36% John W.
(8) Consists of 87,141 common shares and options to purchase 117,514 common shares. Does not include 85,138 unvested RSUs. (9) Consists of 2,693,520 common shares and options to purchase 963,919 common shares. Does not include 85,138 unvested RSUs. (10) Consists of 27,234 common shares and options to purchase 17,514 common shares. Does not include 87,040 unvested RSUs.
(9) Consists of 76,102 common shares, options to purchase 17,514 common shares and warrants to purchase 26,163 common shares. Does not include 139,351 unvested RSUs. (10) Consists of 48,628 common shares and warrants to purchase 11,628 common shares. Does not include 158,112 unvested RSUs.
Removed
Lee 7,425,545 (17) 5.09% * Less than one percent Notes: (1) Unless otherwise indicated, each executive officer and shareholder listed herein is both the record holder and beneficial owner of the shares listed opposite his, her or its name herein. (2) On the basis of 145,887,717 common shares outstanding as of March 27, 2024.
Added
(2) On the basis of 170,470,285 common shares outstanding as of March 20, 2025. (3) Consists of 686,121 common shares, options to purchase 1,570,061 common shares and warrants to purchase 58,140 common shares. Does not include 462,209 unvested RSUs. (4) Consists of 168,365 common shares, options to purchase 733,370 common shares and warrants to purchase 29,070 common shares.
Removed
(3) Consists of 472,006 common shares and options to purchase 989,571 common shares. Does not include 420,171 unvested RSUs. (4) Consists of 95,177 common shares and options to purchase 463,178 common shares. Does not include 193,660 unvested RSUs. (5) Consists of 41,566 common shares and options to purchase 268,597 common shares. Does not include 169,888 unvested RSUs.
Added
Does not include 213,368 unvested RSUs. (5) Consists of 105,402 common shares and options to purchase 505,015 common shares. Does not include 186,697 unvested RSUs. (6) Consists of 1,324,737 common shares, options to purchase 275,020 common shares and warrants to purchase 581,396 common shares. Does not include 160,354 unvested RSUs.
Removed
(6) Consists of 1,064,546 common shares and options to purchase 1,746,978 common shares. Does not include 21,533,125 common shares held by GoldMining, of which Mr. Adnani is Chairman and a director. Does not include 67,885 unvested RSUs. (7) Consists of 29,141 common shares and options to purchase 117,514 common shares. Does not include 85,138 unvested RSUs.
Added
(7) Consists of 63,920 common shares, options to purchase 117,514 common shares and warrants to purchase 11,628 common shares. Does not include 137,448 unvested RSUs. (8) Consists of 168,497 common shares, options to purchase 117,514 common shares and warrants to purchase 58,140 commons shares. Does not include 137,448 unvested RSUs.
Removed
(11) Consists of 7,300 common shares. Does not include 107,558 unvested RSUs. (12) Consists of 54,701 common shares and options to purchase 126,562 common shares. Does not include 180,382 unvested RSUs. (13) Consists of 33,919 common shares and options to purchase 206,199. Does not include 90,033 unvested RSUs.
Added
(11) Consists of 114,514 common shares, options to purchase 396,754 common shares and warrants to purchase 14,535 common shares. Does not include 208,271 unvested RSUs. (12) Consists of 69,034 common shares and options to purchase 328,630 common shares. Does not include 96,681 unvested RSUs. (13) Based on a Form 13G filed by GoldMining on February 5, 2024.
Removed
(14) Based on a Form 13G filed by GoldMining on February 5, 2024.
Removed
Nevada Gold Mines became a 5% or greater shareholder on September 27, 2022 upon the closing of a transaction pursuant to which Gold Royalty indirectly acquired a royalty portfolio from Nevada Gold Mines in consideration for the issuance of 9,393,681 common shares of Gold Royalty.

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