Royal Gold Announces Agreement to Acquire Great Bear Royalties to Gain Royalty Exposure to the Emerging World-Class Great Bear Project

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[{"type":"text","content":"DENVER / Jul 11, 2022 / Business Wire / Royal Gold, Inc. (NASDAQ: RGLD) (together with its subsidiaries, “Royal Gold” or the “Company,” “we” or “our”) announced today that its wholly owned subsidiary, International Royalty Corporation (“IRC”), has entered into a definitive agreement (the “Arrangement Agreement”) with Great Bear Royalties Corp. (“GBR”) to acquire (the “Acquisition”) all of the issued and outstanding common shares of GBR for cash consideration of C$6.65 per common share (the “Acquisition Price”) pursuant to a plan of arrangement under the provisions of the Business Corporations Act (British Columbia) and subject to the conditions set out in the Arrangement Agreement. The Acquisition Price represents a 43% premium over GBR’s 20-day volume weighted average trading price on the TSXV up to and including July 8, and values GBR at approximately C$199.5 million on a fully diluted basis. The Acquisition has been unanimously approved by the boards of directors of both Royal Gold, Inc. and GBR, and the Board of Directors of GBR has resolved to recommend that the shareholders of GBR approve the Acquisition. All of the directors and officers of GBR have entered into support agreements (the “Support Agreements”) to vote their shares in support of the Acquisition representing, in aggregate, approximately 10.5% of GBR shareholders. GBR’s sole material asset is a 2.0% net smelter return royalty (the “Royalty”) that covers the entirety of the Great Bear Project in the Red Lake district of Ontario, Canada, indirectly owned and operated by Kinross Gold Corporation (“Kinross”). As part of IRC’s due diligence, IRC entered into a co-operation agreement with Kinross (the “Co-operation Agreement”) that provided IRC access to Kinross personnel and certain non-public information pertaining to the Great Bear Project. In exchange, IRC agreed to amend certain terms of the royalty agreement upon closing of the Acquisition, including providing an option to Kinross to purchase a 25% interest in the Royalty for an amount equal to 25% of IRC’s purchase price of GBR, adjusted for inflation, at any time from the transaction closing date until the earlier of a construction decision for the Great Bear Project and 10 years after the transaction closing date. “I am pleased to announce this friendly transaction with Great Bear Royalties Corp., which prov...

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