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1. THE COMPANY
Royal Gold, Inc. ("Royal Gold", the "Company", "we", "us", or "our"), together with its subsidiaries, is engaged in the business of acquiring and managing precious me tals royalties, metal streams, and similar interests. Royalties are non-operating interests in mining projects that provide the right to revenue or metals produced from the project after deducting specified costs, if any. A metal stream is a purchase agreement that provides, in exchange for an upfront deposit payment, the right to purchase all or a portion of one or more metals produced from a mine, at a price determined for the life of the transaction by the purchase agreement.
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2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENTLY ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS
Summary of Significant Accounting Policies
Use of Estimates
The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ significantly from those estimates.
Our most critical accounting estimates relate to our assumptions regarding future gold, silver, copper, nickel and other metal prices and the estimates of reserves, production and recoveries of third-party mine operators. We rely on reserve estimates reported by the operators on the properties in which we have stream and royalty interests. These estimates and the underlying assumptions affect the potential impairments of long-lived assets and the ability to realize income tax benefits associated with deferred tax assets. These estimates and assumptions also affect the rate at which we recognize revenue or charge depreciation, depletion and amortization to earnings. On an ongoing basis, management evaluates these estimates and assumptions; however, actual amounts could differ from these estimates and assumptions. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known.
Basis of Consolidation
The consolidated financial statements include the accounts of Royal Gold, Inc., its wholly-owned subsidiaries and an entity over which control is achieved through means other than voting right (see Note 3). The Company follows the Accounting Standards Codification ("ASC") guidance for identification and reporting for entities over which control is achieved through means other than voting rights. All intercompany accounts, transactions, income and expenses, and profits or losses have been eliminated on consolidation.
Cash and Equivalents
Cash and equivalents consist of all cash balances and highly liquid investments with an original maturity of three months or less. Cash and equivalents were primarily held in cash deposit accounts as of June 30, 2016 and 2015.
Stream and Royalty Interests
Stream and royalty interests include acquired stream and royalty interests in production, development and exploration stage properties. The costs of acquired stream and royalty interests are capitalized as tangible assets as such interests do not meet the definition of a financial asset under the Accounting Standards Codification ("ASC") guidance.
Acquisition costs of production stage stream and royalty interests are depleted using the units of production method over the life of the mineral property (as sales occur under stream interests or royalty payments are recognized), which are estimated using proven and probable reserves as provided by the operator. Acquisition costs of stream and royalty interests on development stage mineral properties, which are not yet in production, are not amortized until the property begins production. Acquisition costs of stream or royalty interests on exploration stage mineral properties, where there are no proven and probable reserves, are not amortized. At such time as the associated exploration stage mineral interests are converted to proven and probable reserves, the cost basis is amortized over the remaining life of the mineral property, using proven and probable reserves. The carrying values of exploration stage mineral interests are evaluated for impairment at such time as information becomes available indicating that the production will not occur in the future. Exploration costs are expensed when incurred.
Available-for-Sale Securities
Investments in securities that management does not have the intent to sell in the near term and that have readily determinable fair values are classified as available-for-sale securities. Unrealized gains and losses on these investments are recorded in accumulated other comprehensive (loss) income as a separate component of stockholders' equity, except that declines in market value judged to be other than temporary are recognized in determining net income. When investments are sold, the realized gains and losses on these investments, determined using the specific identification method, are included in determining net income.
The Company's policy for determining whether declines in fair value of available-for-sale securities are other than temporary includes a quarterly analysis of the investments and a review by management of all investments for which the cost exceeds the fair value. Any temporary declines in fair value are recorded as a charge to other comprehensive (loss) income. This evaluation considers a number of factors including, but not limited to, the length of time and extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer, and management's ability and intent to hold the securities until fair value recovers. If such impairment is determined by the Company to be other-than-temporary, the investment's cost basis is written down to fair value and recorded in net income during the period the Company determines such impairment to be other-than-temporary. The new cost basis is not changed for subsequent recoveries in fair value. Refer to Note 5 for further discussion on our available-for-sale securities.
Asset Impairment
We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts of an asset or group of assets may not be recoverable. The recoverability of the carrying value of stream and royalty interests in production and development stage mineral properties is evaluated based upon estimated future undiscounted net cash flows from each stream and royalty interest using estimates of proven and probable reserves and other relevant information received from the operators. We evaluate the recoverability of the carrying value of royalty interests in exploration stage mineral properties in the event of significant decreases in the price of gold, silver, copper, nickel and other metals, and whenever new information regarding the mineral properties is obtained from the operator indicating that production will not likely occur or may be reduced in the future, thus potentially affecting the future recoverability of our stream or royalty interests. Impairments in the carrying value of each property are measured and recorded to the extent that the carrying value in each property exceeds its estimated fair value, which is generally calculated using estimated future discounted cash flows.
Estimates of gold, silver, copper, nickel and other metal prices, operators' estimates of proven and probable reserves or mineralized material related to our stream or royalty properties, and operators' estimates of operating and capital costs are subject to certain risks and uncertainties which may affect the recoverability of our investment in these stream and royalty interests in mineral properties. It is possible that changes could occur to these estimates, which could adversely affect the net cash flows expected to be generated from these stream and royalty interests. Refer to Note 4 for discussion and the results of our impairment assessments for the fiscal years ended June 30, 2016 and 2015.
Revenue
Revenue is recognized pursuant to guidance in ASC 605 and based upon amounts contractually due pursuant to the underlying streaming or royalty agreement. Specifically, revenue is recognized in accordance with the terms of the underlying stream or royalty agreements subject to (i) the pervasive evidence of the existence of the arrangements; (ii) the risks and rewards having been transferred; (iii) the stream or royalty being fixed or determinable; and (iv) the collectability being reasonably assured. For our streaming agreements, we recognize revenue when the metal is sold.
Metal Sales
Gold and silver received under our metal streaming agreements is taken into inventory, and this is sold primarily using average spot rate gold and silver forward contracts. The sales price for our gold and silver sold in average spot rate forward contracts is determined by the average daily gold or silver spot prices under the term of the contract, typically over a consecutive number of trading days between 10 days and three months (depending on the frequency of deliveries under the respective streaming agreement and our sales policy in effect at the time) commencing shortly after receipt and purchase of the metal. Revenue from gold and silver sales is recognized on the date of the settlement, which is also the date that title to the gold or silver passes to the purchaser.
Cost of Sales
Cost of sales is specific to our stream agreements and is the result of our purchase of gold and silver for a cash payment. The cash payment at Mount Milligan is the lesser of $435 per ounce or the prevailing market price of gold when purchased, while the cash payment for our other streams is a set contractual percentage of the gold or silver spot price near the date of metal delivery.
Production taxes
Certain royalty payments are subject to production taxes (or mining proceeds taxes), which are recognized at the time of revenue recognition. Production taxes are not income taxes and are included within the costs and expenses section in the Company's consolidated statements of operations and comprehensive (loss) income.
Exploration Costs
Exploration costs are specific to the Peak Gold LLC ("Peak Gold") joint venture for exploration and advancement of the Tetlin gold project, as discussed further in Note 3. Exploration costs associated with Peak Gold for the exploration and advancement of the Tetlin gold project are expensed when incurred.
Stock-Based Compensation
The Company accounts for stock-based compensation in accordance with the guidance of ASC 718. The Company recognizes all share-based payments to employees, including grants of employee stock options, stock-settled stock appreciation rights ("SSARs"), restricted stock and performance shares, in its financial statements based upon their fair values.
Reportable Segments and Geographical Information
The Company manages its business under two reportable segments, consisting of the acquisition and management of stream interests and the acquisition and management of royalty interests. Royal Gold's long-lived assets (stream and royalty interests, net) as of June 30, 2016 and 2015 are geographically distributed as shown in the following table:
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As of June 30, 2016 |
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As of June 30, 2015 |
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Stream |
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Royalty |
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Total stream |
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Stream |
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Royalty |
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Total stream |
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Canada |
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$ |
809,692 |
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$ |
228,566 |
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$ |
1,038,258 |
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$ |
823,091 |
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$ |
251,688 |
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$ |
1,074,779 |
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Chile |
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369,896 |
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453,629 |
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823,525 |
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— |
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653,019 |
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653,019 |
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Dominican Republic |
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588,502 |
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— |
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588,502 |
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— |
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— |
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— |
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Mexico |
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— |
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118,899 |
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118,899 |
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— |
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131,742 |
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131,742 |
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United States |
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— |
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102,385 |
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102,385 |
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— |
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110,286 |
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110,286 |
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Africa |
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88,596 |
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697 |
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89,293 |
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— |
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12,760 |
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12,760 |
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Australia |
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— |
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42,547 |
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42,547 |
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— |
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50,119 |
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50,119 |
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Other |
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12,029 |
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32,649 |
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44,678 |
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8,183 |
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42,720 |
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50,903 |
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Total |
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$ |
1,868,715 |
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$ |
979,372 |
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$ |
2,848,087 |
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$ |
831,274 |
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$ |
1,252,334 |
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$ |
2,083,608 |
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The Company's revenue, cost of sales and net revenue by reportable segment for our fiscal year's ended June 30, 2016, 2015 and 2014 is geographically distributed as show in the following table:
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Fiscal Year Ended June 30, 2016 |
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Fiscal Year Ended June 30, 2015 |
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Revenue |
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Cost of |
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Net |
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Revenue |
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Cost of |
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Net |
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Streams: |
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Canada |
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$ |
125,755 |
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$ |
47,417 |
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$ |
78,338 |
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$ |
94,104 |
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$ |
33,450 |
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$ |
60,654 |
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Chile |
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49,243 |
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7,280 |
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41,963 |
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|
— |
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— |
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|
— |
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Dominican Republic |
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39,684 |
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11,625 |
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28,059 |
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— |
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— |
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— |
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Africa |
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23,346 |
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|
4,657 |
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|
18,689 |
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|
— |
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|
— |
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|
— |
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Total streams |
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$ |
238,028 |
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$ |
70,979 |
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$ |
167,049 |
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$ |
94,104 |
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$ |
33,450 |
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$ |
60,654 |
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Royalties: |
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|
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Mexico |
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$ |
35,267 |
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$ |
— |
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$ |
35,267 |
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$ |
43,008 |
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$ |
— |
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$ |
43,008 |
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United States |
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|
35,483 |
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|
— |
|
|
35,483 |
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|
42,675 |
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|
— |
|
|
42,675 |
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Canada |
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|
30,676 |
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|
— |
|
|
30,676 |
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|
37,496 |
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|
— |
|
|
37,496 |
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Chile |
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|
84 |
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|
— |
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|
84 |
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|
39,508 |
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|
— |
|
|
39,508 |
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Australia |
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|
10,462 |
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|
— |
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|
10,462 |
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|
8,494 |
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|
— |
|
|
8,494 |
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Africa |
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|
1,868 |
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|
— |
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|
1,868 |
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|
3,075 |
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— |
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|
3,075 |
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Other |
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|
7,922 |
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— |
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|
7,922 |
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|
9,659 |
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— |
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|
9,659 |
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Total royalties |
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$ |
121,762 |
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$ |
— |
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$ |
121,762 |
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$ |
183,915 |
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$ |
— |
|
$ |
183,915 |
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|
|
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Total royalties and streams |
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$ |
359,790 |
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$ |
70,979 |
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$ |
288,811 |
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$ |
278,019 |
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$ |
33,450 |
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$ |
244,569 |
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Fiscal Year Ended June 30, 2015 |
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Fiscal Year Ended June 30, 2014 |
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Revenue |
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Cost of |
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Net |
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Revenue |
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Cost of |
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Net |
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Streams: |
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|
|
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|
|
|
|
|
|
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Canada |
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$ |
94,104 |
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$ |
33,450 |
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$ |
60,654 |
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$ |
27,209 |
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$ |
9,158 |
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$ |
18,051 |
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Royalties: |
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|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Mexico |
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$ |
43,008 |
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$ |
— |
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$ |
43,008 |
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$ |
43,093 |
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$ |
— |
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$ |
43,093 |
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United States |
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|
42,675 |
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|
— |
|
|
42,675 |
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|
34,671 |
|
|
— |
|
|
34,671 |
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Chile |
|
|
39,508 |
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|
— |
|
|
39,508 |
|
|
50,733 |
|
|
— |
|
|
50,733 |
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Canada |
|
|
37,496 |
|
|
— |
|
|
37,496 |
|
|
54,277 |
|
|
— |
|
|
54,277 |
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Australia |
|
|
8,494 |
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|
— |
|
|
8,494 |
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|
8,353 |
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|
— |
|
|
8,353 |
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Africa |
|
|
3,075 |
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|
— |
|
|
3,075 |
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|
7,943 |
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|
— |
|
|
7,943 |
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Other |
|
|
9,659 |
|
|
— |
|
|
9,659 |
|
|
10,883 |
|
|
— |
|
|
10,883 |
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|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Total royalties |
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$ |
183,915 |
|
$ |
— |
|
$ |
183,915 |
|
$ |
209,953 |
|
$ |
— |
|
$ |
209,953 |
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|
|
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|
|
|
|
|
|
|
|
|
|
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|
|
|
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Total royalties and streams |
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$ |
278,019 |
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$ |
33,450 |
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$ |
244,569 |
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$ |
237,162 |
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$ |
9,158 |
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$ |
228,004 |
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Income Taxes
The Company accounts for income taxes in accordance with the guidance of ASC 740. The Company's annual tax rate is based on income, statutory tax rates in effect and tax planning opportunities available to us in the various jurisdictions in which the Company operates. Significant judgment is required in determining the annual tax expense, current tax assets and liabilities, deferred tax assets and liabilities, and our future taxable income, both as a whole and in various tax jurisdictions, for purposes of assessing our ability to realize future benefit from our deferred tax assets. Actual income taxes could vary from these estimates due to future changes in income tax law, significant changes in the jurisdictions in which we operate or unpredicted results from the final determination of each year's liability by taxing authorities.
The Company's deferred income taxes reflect the impact of temporary differences between the reported amounts of assets and liabilities for financial reporting purposes and such amounts measured by tax laws and regulations. In evaluating the realizability of the deferred tax assets, management considers both positive and negative evidence that may exist, such as earnings history, reversal of taxable temporary differences, forecasted operating earnings and available tax planning strategies in each tax jurisdiction. A valuation allowance may be established to reduce our deferred tax assets to the amount that is considered more likely than not to be realized through the generation of future taxable income and other tax planning strategies.
The Company has asserted the indefinite reinvestment of certain foreign subsidiary earnings as determined by management's judgment about and intentions concerning the future operations of the Company. As a result, the Company does not record a U.S. deferred tax liability for the excess of the book basis over the tax basis of its investments in foreign corporations to the extent that the basis difference results from earnings that meet the indefinite reversal criteria. Refer to Note 11 for further discussion on our assertion.
The Company's operations may involve dealing with uncertainties and judgments in the application of complex tax regulations in multiple jurisdictions. The final taxes paid are dependent upon many factors, including negotiations with taxing authorities in various jurisdictions and resolution of disputes arising from federal, state, and international tax audits. The Company recognizes potential liabilities and records tax liabilities for anticipated tax audit issues in the United States and other tax jurisdictions based on its estimate of whether, and the extent to which, additional taxes will be due. The Company adjusts these reserves in light of changing facts and circumstances, such as the progress of a tax audit; however, due to the complexity of some of these uncertainties, the ultimate resolution could result in a payment that is materially different from our current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense in the period which they are determined. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense.
Comprehensive (Loss) Income
In addition to net income, comprehensive (loss) income includes changes in equity during a period associated with cumulative unrealized changes in the fair value of marketable securities held for sale, net of tax effects.
Earnings per Share
Basic earnings per share is computed by dividing net income available to Royal Gold common stockholders by the weighted average number of outstanding common shares for the period, considering the effect of participating securities, and include the outstanding exchangeable shares. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts that may require issuance of common shares were converted. Diluted earnings per share is computed by dividing net income available to common stockholders by the diluted weighted average number of common shares outstanding, including outstanding exchangeable shares, during each fiscal year.
Reclassification
Certain amounts in the prior period financial statements have been reclassified for comparative purposes to conform with the presentation in the current period financial statements. Reclassified amounts were not material to the financial statements.
Recently Adopted Accounting Standards
In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") guidance related to debt issuance costs. This update simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the updated guidance. Early adoption is permitted and the Company elected to early adopt this guidance as of June 30, 2016, and the effects of the updated guidance were applied retrospectively to our fiscal year ended June 30, 2015. The effect of the change in accounting principle as of June 30, 2016 and 2015, was that $7.4 million and $8.2 million, respectively, of our debt issuance costs have been reclassified from Other assets to Debt on the Company's consolidated financial statements.
In February 2015, ASU guidance was issued related to consolidations. This update affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. This update makes some targeted changes to current consolidation guidance and impacts both the voting and the variable interest consolidation models. In particular, the update will change how companies determine whether limited partnerships or similar entities are variable interest entities ("VIEs"). The Company adopted the updated guidance as of June 30, 2016. The effects of the adoption had no impact on the Company's consolidated financial statements.
In November 2015, the FASB issued guidance on the presentation of deferred income taxes that requires deferred tax assets and liabilities, along with related valuation allowances, to be classified as non-current on the balance sheet. As a result, each tax jurisdiction will now only have one net non-current deferred tax asset or liability. The new guidance does not change the existing requirement that prohibits offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. The Company adopted the updated guidance as of June 30, 2016, on a prospective basis and it only resulted in a change of presentation of the deferred taxes on our consolidated balances sheet. The change in accounting principle was not retrospectively applied to prior period balances.
Recently Issued Accounting Standards
In March 2016, the FASB issued ASU guidance to simplify several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation with actual forfeitures as they occur, as well as certain classifications on the statement of cash flows. The new guidance is effective for the Company's fiscal year beginning July 1, 2017. Early adoption is permitted, as long as all of the amendments are adopted in the same period. We are currently evaluating the impact this guidance will have on our consolidated financial statements and footnote disclosures.
In February 2016, the FASB issued ASU guidance which changes the accounting for leases. The new guidance is effective for the Company's fiscal year beginning July 1, 2019, and early adoption is permitted. We are currently evaluating the impact, if any, this guidance will have on our consolidated financial statements and footnote disclosures.
In January 2016, the FASB issued ASU guidance on the recognition and measurement of financial instruments. The amended guidance requires, among other things that equity securities classified as available-for-sale be measured at fair value with changes in fair value recognized in net income rather than other comprehensive (loss) income as required under previous guidance. The new guidance is effective for the Company's fiscal year beginning July 1, 2018. We are currently evaluating the impact this guidance will have on our consolidated financial statements.
In May 2014, the FASB issued ASU guidance for the recognition of revenue from contracts with customers. Subsequent to the issuance of this ASU guidance, the FASB issued additional related ASU's on revenue recognition. The effective date and transition requirements for all of these ASU's are the same. Specifically, the guidance under these ASU's is to be applied using a full retrospective method or a modified retrospective method, as described in the guidance, and is effective for the Company's fiscal year beginning July 1, 2018. The Company is currently evaluating the level of effort needed to implement the guidance, evaluating the provisions of each new guidance, and assessing their impact on the Company's consolidated financial statements and disclosures, as well as which transitions method we intend to use.
|
3. ACQUISITIONS
Acquisition of Gold and Silver Stream at Pueblo Viejo
On September 29, 2015, RGLD Gold AG ("RGLD Gold") closed its Precious Metals Purchase and Sale Agreement with Barrick Gold Corporation ("Barrick") and its wholly-owned subsidiary, BGC Holdings Ltd. ("BGC") for a percentage of the gold and silver production attributable to Barrick's 60% interest in the Pueblo Viejo mine located in the Dominican Republic. Pursuant to the Precious Metals Purchase and Sale Agreement, RGLD Gold made a single advance payment of $610 million to BGC as part of the closing. The transaction is effective as of July 1, 2015 for the gold stream and January 1, 2016 for the silver stream.
BGC will deliver gold to RGLD Gold in amounts equal to 7.50% of Barrick's interest in the gold produced at the Pueblo Viejo mine until 990,000 ounces of gold have been delivered, and 3.75% of Barrick's interest in gold produced thereafter. RGLD Gold will pay BGC 30% of the spot price per ounce of gold delivered until 550,000 ounces of gold have been delivered, and 60% of the spot price per ounce delivered thereafter. RGLD Gold began receiving gold deliveries during the quarter ended December 31, 2015.
BGC will deliver silver to RGLD Gold in amounts equal to 75% of Barrick's interest in the silver produced at the Pueblo Viejo mine, subject to a minimum silver recovery of 70%, until 50 million ounces of silver have been delivered, and 37.50% of Barrick's interest in silver produced thereafter. RGLD Gold will pay BGC 30% of the spot price per ounce of silver delivered until 23.10 million ounces of silver have been delivered, and 60% of the spot price per ounce of silver delivered thereafter. RGLD Gold began receiving silver deliveries during the quarter ended March 31, 2016.
The Pueblo Viejo gold and silver stream acquisition has been accounted for as an asset acquisition. The advance payment of $610 million, plus direct transaction costs, have been recorded as a production stage stream interest within Stream and royalty interests, net on our consolidated balance sheets. The acquisition cost of the Pueblo Viejo gold and silver stream interest will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by Barrick.
Acquisition and Amendment of Gold Stream on Wassa and Prestea
On July 28, 2015, RGLD Gold, a wholly-owned subsidiary of the Company, closed a $130 million gold stream transaction with a wholly-owned subsidiary of Golden Star Resources Ltd. (together "Golden Star"). On December 30, 2015, the parties executed an amendment providing for an additional $15 million investment (for a total investment of $145 million) by RGLD Gold.
Also on July 28, 2015 and separate from the stream transaction by RGLD Gold, the Company also funded a $20 million, 4-year term loan to Golden Star and received warrants to purchase 5 million shares of Golden Star common stock, with a grant date fair value of approximately $0.8 million. Interest under the term loan is due quarterly at a rate equal to 62.5% of the average daily gold price for the relevant quarter divided by 10,000, but not to exceed 11.5%. The warrants have a term of four years and an exercise price of $0.27.
Funds will be used for ongoing development of Golden Star's Wassa and Prestea mines in Ghana. As of June 30, 2016, RGLD Gold has advanced $95 million. On July 1, 2016, RGLD Gold made an advance payment of $20 million and expects to advance the balance in two quarterly payments as follows: (i) $20 million on October 1, 2016, and (ii) $10 million on January 1, 2017; however this schedule may be modified based on the actual spending on the Wassa and Prestea underground projects and these funds are subject to satisfaction of certain conditions.
In return, Golden Star will deliver to RGLD Gold 9.25% of gold produced from the Wassa and Prestea mines, until the earlier of (i) December 31, 2017 or (ii) the date at which the Wassa and Prestea underground projects achieve commercial production. At that point, the stream percentage will increase to 10.5% of gold produced from the Wassa and Prestea projects until an aggregate 240,000 ounces have been delivered. Once the applicable delivery threshold is met, the stream percentage will decrease to 5.5% for the remaining life of the mines.
RGLD Gold will pay Golden Star a cash price equal to 20% of the spot price for each ounce of gold delivered at the time of delivery until the applicable delivery threshold is met, and 30% of the spot price for each ounce of gold delivered thereafter.
The Wassa and Prestea gold stream acquisition has been accounted for as an asset acquisition. The $95 million paid as part of the aggregate advance payments of $145 million, plus direct acquisition costs, have been recorded as a production stage stream interest within Stream and royalty interests, net on our consolidated balance sheets. Future advance payments, plus any direct acquisition costs incurred, will be recorded as a production stage interest accordingly. The acquisition cost of the Wassa and Prestea gold stream interest will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by Golden Star.
The $20 million four-year term loan and the received warrants have been recorded within Other assets on our consolidated balance sheets. The warrants have been classified as a financial asset instrument and are recorded at fair value at each reporting period using the Black-Scholes model. Any change in the fair value of the warrants at subsequent reporting periods will be recorded within Interest and other income on our consolidated statements of operations and comprehensive (loss) income.
Acquisition of Gold and Silver Stream at Rainy River
On July 20, 2015, RGLD Gold entered into a $175 million Purchase and Sale Agreement with New Gold, Inc. ("New Gold"), for a percentage of the gold and silver production from the Rainy River Project located in Ontario, Canada ("Rainy River"). Pursuant to the Purchase and Sale Agreement, RGLD Gold made an advance payment to New Gold, consisting of $100 million on July 20, 2015, and will make an additional advance payment of $75 million once capital spending at Rainy River is 60% complete (currently expected during the second half of calendar 2016). Under the Purchase and Sale Agreement, New Gold will deliver to RGLD Gold 6.50% of the gold produced at Rainy River until 230,000 gold ounces have been delivered, and 3.25% thereafter. New Gold also will deliver to RGLD Gold 60% of the silver produced at Rainy River until 3.10 million silver ounces have been delivered, and 30% thereafter. RGLD Gold will pay New Gold 25% of the spot price per ounce of gold and silver at the time of delivery.
The Rainy River gold and silver stream acquisition has been accounted for as an asset acquisition. The $100 million paid as part of the aggregate advance payments of $175 million, plus direct transaction costs, have been recorded as a development stage stream interest within Stream and royalty interests, net on our consolidated balance sheets.
Acquisition of Gold Stream at Carmen de Andacollo
On July 9, 2015, RGLD Gold entered into a Long Term Offtake Agreement (the "Andacollo Stream Agreement") with Compañía Minera Teck Carmen de Andacollo ("CMCA"), a 90% owned subsidiary of Teck Resources Limited ("Teck"). Pursuant to the Andacollo Stream Agreement, CMCA will sell and deliver to RGLD Gold 100% of payable gold from the Carmen de Andacollo ("Andacollo") copper-gold mine located in Chile until 900,000 ounces have been delivered, and 50% thereafter, subject to a fixed payable percentage of 89%. RGLD Gold made a $525 million advance payment in cash to CMCA upon entry into the Andacollo Stream Agreement, and RGLD Gold will also pay CMCA 15% of the monthly average gold price for the month preceding the delivery date for all gold purchased under the Andacollo Stream Agreement.
The transaction encompasses certain of CMCA's presently owned mining concessions on the Andacollo mine, as well as any other mining concessions presently owned or acquired by CMCA or any of its affiliates within an approximate 1.5 kilometer area of interest, and certain other mining concessions that CMCA or its affiliates may acquire. The Andacollo Stream Agreement was effective July 1, 2015, and applies to all final settlements of gold received on or after that date. Deliveries to RGLD Gold will be made monthly, and RGLD Gold began receiving gold deliveries during the quarter ended September 30, 2015.
The Company accounted for the acquisition of the stream interest at Andacollo as an asset acquisition. For US GAAP financial reporting purposes on the date of acquisition, the Company's new consolidated carrying value in its stream interest at Andacollo was approximately $388.2 million, which included direct acquisition costs, and has been recorded as a production stage stream interest within Stream and royalty interests, net on our consolidated balance sheets. The Andacollo gold stream interest will be depleted using the units of production method, which is estimated using aggregate proven and probable reserves, as provided by Teck.
Termination of Royalty Interest at Carmen de Andacollo
On July 9, 2015, Royal Gold Chile Limitada ("RG Chile"), a wholly owned subsidiary of the Company, entered into a Royalty Termination Agreement with CMCA. The Royalty Termination Agreement terminated an amended Royalty Agreement originally dated January 12, 2010, which provided RG Chile with a royalty equivalent to 75% of the gold produced from the sulfide portion of the Andacollo mine until 910,000 payable ounces have been produced, and 50% of the gold produced thereafter. CMCA paid total consideration of $345 million to RG Chile in connection with the Royalty Termination Agreement. The net carrying value of the Andacollo royalty on the date of termination was approximately $207.5 million. The royalty termination transaction was taxable in Chile and the United States.
Acquisition of Gold Stream on Euromax's Ilovica Project
On October 20, 2014, RGLD Gold, a wholly owned subsidiary of the Company, entered into a $175.0 million gold stream transaction with Euromax Resources Ltd ("Euromax") that will finance a definitive feasibility study, permitting work, early stage engineering and a significant portion of the construction at Euromax's Ilovica gold-copper project located in southeast Macedonia. RGLD Gold will make two advance deposit payments to Euromax totaling $15.0 million, which are to be used for completion of the definitive feasibility study and permitting of the project, followed by payments aggregating $160 million towards project construction, in each case subject to certain conditions. Payment of the first $7.5 million deposit was completed in March 2015. RGLD Gold advanced $3.75 million of the second $7.5 million deposit in November 2015 and a decision to proceed with the remaining portion of the second deposit ($3.75 million) and the construction payments is conditioned upon, among other things, its satisfaction with the progress of definitive feasibility study and environmental evaluations, demonstrated project viability, and, in the case of the construction payments, sufficient project financing and permits to construct and operate the mine. The construction payments would be paid pro-rata with the balance of the project funding. In exchange, Euromax will deliver physical gold equal to 25% of gold produced from the Ilovica project until 525,000 ounces have been delivered, and 12.5% thereafter (in each case subject to adjustment). RGLD Gold's purchase price per ounce will be 25% of the spot price at the time of delivery.
The Ilovica gold stream acquisition has been accounted for as an asset acquisition. The $11.25 million paid as part of the aggregate pre-production commitment of $175 million, plus direct transaction costs, have been recorded as a development stage stream interest within Stream and royalty interests, net on our consolidated balance sheets.
Tetlin Royalty Acquisitions and Peak Gold Joint Venture
On September 30, 2014, Royal Gold acquired a 2.0% net smelter return ("NSR") royalty and a 3.0% NSR royalty held by private parties over areas comprising the Tetlin gold project located near Tok, Alaska, for total consideration of $6.0 million. As discussed below, the Tetlin gold project is now held by Peak Gold LLC ("Peak Gold"), a joint venture between subsidiaries of Royal Gold and Contango ORE Inc.
The acquisition of the Tetlin royalties has been accounted for as an asset acquisition. The total purchase price of $6.0 million, plus direct transaction costs, has been recorded as an exploration stage royalty interest within Stream and royalty interests, net on our consolidated balance sheets.
On January 8, 2015, Royal Gold, through its wholly-owned subsidiary, Royal Alaska, LLC ("Royal Alaska"), and Contango ORE, Inc., through its wholly-owned subsidiary CORE Alaska, LLC (together, "Contango"), entered into a limited liability company agreement for Peak Gold, a joint venture for exploration and advancement of the Tetlin gold project located near Tok, Alaska (the "Tetlin Project"). Contango contributed all of its assets relating to the Tetlin Project to Peak Gold, including a mining lease and certain state of Alaska mining claims. Royal Alaska contributed $5.0 million in cash to Peak Gold. Contango will initially hold a 100% membership interest in Peak Gold. Royal Alaska has the right to obtain up to 40% of the membership interest in Peak Gold by making contributions of up to $30.0 million (including Royal Alaska's initial $5.0 million contribution) in cash to Peak Gold by October 31, 2018. As of June 30, 2016, Royal Alaska has contributed $5.7 million and has obtained an 11% membership interest in Peak Gold.
Royal Alaska will act as the manager of Peak Gold. As manager of Peak Gold, Royal Alaska is responsible for managing, directing and controlling the overall operations during the earn-in period, and thereafter, provided Royal Alaska holds at least a 40% interest. Royal Alaska will act as manager unless and until it is unanimously removed or resigns that position in the manner provided in Peak Gold's limited liability company agreement.
The Company follows the ASC guidance for identification and reporting of entities for which control is achieved through means other than voting rights. The guidance defines such entities as VIEs. The Company has identified Peak Gold as a VIE, with Royal Alaska as the primary beneficiary, due to the legal structure and certain related factors of the limited liability company agreement for Peak Gold. The Company determined that Peak Gold should be fully consolidated at fair value initially. The fair value of the Company's non-controlling interest is $45.7 million and is based on the underlying value of the mineral property assigned to Peak Gold, which is recorded as an exploration stage property within Stream and royalty interests, net on our consolidated balance sheets.
|
4. STREAM AND ROYALTY INTERESTS, NET
The following summarizes the Company's stream and royalty interests as of June 30, 2016 and 2015:
As of June 30, 2016 (Amounts in thousands): |
|
Cost |
|
Accumulated |
|
Impairments |
|
Net |
|
||||
Production stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Mount Milligan |
|
$ |
783,046 |
|
$ |
(74,060 |
) |
$ |
— |
|
$ |
708,986 |
|
Pueblo Viejo |
|
|
610,404 |
|
|
(21,902 |
) |
|
— |
|
|
588,502 |
|
Andacollo |
|
|
388,182 |
|
|
(18,286 |
) |
|
— |
|
|
369,896 |
|
Wassa and Prestea |
|
|
96,413 |
|
|
(7,816 |
) |
|
— |
|
|
88,597 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total production stage stream interests |
|
|
1,878,045 |
|
|
(122,064 |
) |
|
— |
|
|
1,755,981 |
|
Production stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Voisey's Bay |
|
|
205,724 |
|
|
(85,671 |
) |
|
— |
|
|
120,053 |
|
Peñasquito |
|
|
99,172 |
|
|
(29,898 |
) |
|
— |
|
|
69,274 |
|
Holt |
|
|
34,612 |
|
|
(17,124 |
) |
|
— |
|
|
17,488 |
|
Cortez |
|
|
10,630 |
|
|
(10,000 |
) |
|
— |
|
|
630 |
|
Other |
|
|
531,735 |
|
|
(342,460 |
) |
|
(18,605 |
) |
|
170,670 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total production stage royalty interests |
|
|
881,873 |
|
|
(485,153 |
) |
|
(18,605 |
) |
|
378,115 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production stage stream and royalty interests |
|
|
2,759,918 |
|
|
(607,217 |
) |
|
(18,605 |
) |
|
2,134,096 |
|
Development stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rainy River |
|
|
100,706 |
|
|
— |
|
|
— |
|
|
100,706 |
|
Other |
|
|
87,883 |
|
|
(153 |
) |
|
(75,702 |
) |
|
12,028 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage stream interests |
|
|
188,589 |
|
|
(153 |
) |
|
(75,702 |
) |
|
112,734 |
|
Development stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pascua-Lama |
|
|
380,657 |
|
|
— |
|
|
— |
|
|
380,657 |
|
Other |
|
|
66,414 |
|
|
— |
|
|
— |
|
|
66,414 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage royalty interests |
|
|
447,071 |
|
|
— |
|
|
— |
|
|
447,071 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Development stage stream and royalty interests |
|
|
635,660 |
|
|
(153 |
) |
|
(75,702 |
) |
|
559,805 |
|
Exploration stage royalty interests |
|
|
155,997 |
|
|
— |
|
|
(1,811 |
) |
|
154,186 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stream and royalty interests |
|
$ |
3,551,575 |
|
$ |
(607,370 |
) |
$ |
(96,118 |
) |
$ |
2,848,087 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2015 (Amounts in thousands): |
|
Cost |
|
Accumulated |
|
Impairments |
|
Net |
|
||||
Production stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Mount Milligan |
|
$ |
783,046 |
|
$ |
(35,195 |
) |
$ |
— |
|
$ |
747,851 |
|
Production stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Andacollo |
|
|
272,998 |
|
|
(65,467 |
) |
|
— |
|
|
207,531 |
|
Voisey's Bay |
|
|
150,138 |
|
|
(76,141 |
) |
|
— |
|
|
73,997 |
|
Peñasquito |
|
|
99,172 |
|
|
(24,555 |
) |
|
— |
|
|
74,617 |
|
Mulatos |
|
|
48,092 |
|
|
(32,313 |
) |
|
|
|
|
15,779 |
|
Holt |
|
|
34,612 |
|
|
(13,950 |
) |
|
— |
|
|
20,662 |
|
Robinson |
|
|
17,825 |
|
|
(12,748 |
) |
|
|
|
|
5,077 |
|
Cortez |
|
|
10,630 |
|
|
(9,933 |
) |
|
— |
|
|
697 |
|
Other |
|
|
495,763 |
|
|
(265,727 |
) |
|
(27,586 |
) |
|
202,450 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total production stage royalty interests |
|
|
1,129,230 |
|
|
(500,834 |
) |
|
(27,586 |
) |
|
600,810 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production stage stream and royalty interests |
|
|
1,912,276 |
|
|
(536,029 |
) |
|
(27,586 |
) |
|
1,348,661 |
|
Development stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Phoenix Gold |
|
|
75,843 |
|
|
— |
|
|
— |
|
|
75,843 |
|
Other |
|
|
8,183 |
|
|
— |
|
|
(603 |
) |
|
7,580 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage stream interests |
|
|
84,026 |
|
|
— |
|
|
(603 |
) |
|
83,423 |
|
Development stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pascua-Lama |
|
|
372,105 |
|
|
— |
|
|
— |
|
|
372,105 |
|
Other |
|
|
67,017 |
|
|
— |
|
|
— |
|
|
67,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage royalty interests |
|
|
439,122 |
|
|
— |
|
|
— |
|
|
439,122 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Development stage stream and royalty interests |
|
|
523,148 |
|
|
— |
|
|
(603 |
) |
|
522,545 |
|
Exploration stage royalty interests |
|
|
212,552 |
|
|
|
|
|
(150 |
|
|
212,402 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stream and royalty interests |
|
$ |
2,647,976 |
|
$ |
(536,029 |
) |
$ |
(28,339 |
) |
$ |
2,083,608 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impairment of stream and royalty interests and royalty receivables
In accordance with our impairment accounting policy discussed in Note 1, impairments in the carrying value of each stream or royalty interest are measured and recorded to the extent that the carrying value in each stream or royalty interest exceeds its estimated fair value, which is generally calculated using estimated future discounted cash-flows. As part of the Company's regular asset impairment analysis, which included the presence of impairment indicators, the Company recorded impairment charges for the fiscal years ended June 30, 2016, 2015 and 2014, as summarized in the following table:
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Phoenix Gold(1) |
|
$ |
75,702 |
|
$ |
— |
|
$ |
— |
|
Inata(2) |
|
|
11,982 |
|
|
— |
|
|
— |
|
Wolverine(2) |
|
|
5,307 |
|
|
25,967 |
|
|
— |
|
Other |
|
|
3,127 |
|
|
2,372 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
Total impairment of stream and royalty interests |
|
$ |
96,118 |
|
$ |
28,339 |
|
$ |
— |
|
Inata royalty receivable |
|
|
2,855 |
|
|
— |
|
|
— |
|
Wolverine royalty receivable |
|
|
(385 |
) |
|
2,996 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
Total impairment of stream and royalty interests and royalty receivables |
|
$ |
98,588 |
|
$ |
31,335 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Included in Other development stage stream interests in the above stream and royalty interests table. |
(2) |
Included in Other production stage royalty interests in the above stream and royalty interests table. |
Phoenix Gold
RGLD Gold owns the right to purchase 6.30% of any gold produced from the Phoenix Gold Project until 135,000 ounces have been delivered, and 3.15% thereafter. The Phoenix Gold Project is located in Red Lake, Ontario, Canada, and operated by Rubicon Minerals Corporation ("Rubicon"). On January 11, 2016, Rubicon provided an updated geologic model and mineralized material statement for the Phoenix Gold Project, which included a significant reduction in mineralized material compared to previous statements provided by Rubicon. Rubicon also announced that they were evaluating strategic alternatives, including merger and divestiture opportunities either at the corporate or asset level, obtaining new financing or capital restructurings. A significant reduction in mineralized material, along with recent decreases in the long-term metal price assumptions used by the industry, are indicators of impairment.
During the quarter ended March 31, 2016, the Company independently evaluated the updated geologic model and mineralized material statement in an effort to properly assess the recoverability of our carrying value. The Company's technical evaluation was completed by internal and external personnel and included an econcomic analysis of the Phoenix Gold Project and a detailed review of the geological model and mineralized material statement.
Based upon the results of the Company's review of the updated geological model and mineralized material statement, and other factors, it was determined that our stream interest at the Phoenix Gold Project should be written down to zero as of March 31, 2016. The Company will continue to pursue commercial alternatives for potential recovery of our investment.
Inata
The Company owns a 2.5% gross smelter return royalty on all gold and silver produced from the Inata mine, located in Burkina Faso, West Africa, and operated by a subsidiary of Avocet Mining PLC ("Avocet"). The Company's carrying value for its royalty interest at Inata was approximately $12.0 million as of December 31, 2015. As part of the Company's impairment assessment for the three months ended March 31, 2016, the Company was notified of an updated mine plan at Inata, which included a significant reduction in the life of the mine. Based upon our review of the updated mine plan, our royalty interest was written down to zero as of March 31, 2016.
The Company also had a royalty receivable of approximately $2.8 million associated with past due royalty payments on the Inata interest. As a result of Avocet's financial and operational difficulties and our review of the updated mine plan at Inata, the Company believes payment of the receivable is uncertain and provided for an allowance against the entire royalty receivable as of March 31, 2016. The Company will continue to pursue collection of all past due payments.
Wolverine
The Company owns a 0.00% to 9.445% sliding-scale NSR royalty on all gold and silver produced from the Wolverine underground mine and milling operation located in Yukon Territory, Canada, and operated by Yukon Zinc Corporation ("Yukon Zinc"). As part of the Company's impairment assessment for the three months ended December 31, 2014, the Company was notified of an updated mine plan at Wolverine, which included a significant reduction in reserves and resources when compared to the previous mine plan. A significant reduction in reserves and resources, along with decreases in the long-term metal price assumptions used by the industry, are indicators of impairment.
As part of the impairment determination, the fair value for Wolverine was estimated by calculating the net present value of the estimated future cash-flows expected to be generated by the mining of the Wolverine deposits subject to our royalty interest. The estimates of future cash-flows were derived from a life-of-mine model developed by the Company using Yukon Zinc's updated mine plan information. The metal price assumptions used in the Company's model were supported by consensus price estimates obtained from a number of industry analysts. The future cash-flows were discounted using a discount rate which reflects specific market risk factors the Company associates with the Wolverine royalty interest. Following the impairment charge during the three months ended December 31, 2014, the Wolverine royalty interest has a carrying value of $5.3 million as of June 30, 2015.
The Company had a royalty receivable of approximately $3.0 million associated with past due royalty payments on the Wolverine interest. As a result of recent financial and operational results experienced by Yukon Zinc and their decision to put the mine on care and maintenance, the Company believes payment of the receivable is uncertain and provided for an allowance against the entire receivable as of June 30, 2015. The expense associated with the allowance is recorded within General and administrative expense on the Company's consolidated statements of operations and comprehensive (loss) income.
During the second half of calendar 2015, Yukon Zinc completed bankruptcy proceedings in the Supreme Court of British Columbia and during the quarter ended March 31, 2016, we were made aware of no further intentions to recommission the mine. Based upon the updated developments and limited remaining mineralized material at Wolverine, the Company wrote down the remaining carrying value at Wolverine to zero as of March 31, 2016.
Other
As part of the Company's regular asset impairment analysis during the three months ended March 31, 2016, including consideration of recent operator/property updates and developments, the Company determined that one production stage royalty interest and three exploration stage royalty interests should be written down to zero for a total impairment of approximately $3.1 million.
As part of the Company's regular asset impairment analysis during the three months ended September 30, 2014, the Company determined that one production stage royalty interest and one exploration stage royalty interest should be written down to zero for a total impairment of $1.8 million. As part of the termination of the Tulsequah Chief gold and silver stream, as discussed below, the Company wrote-off approximately $0.6 million of direct acquisition costs during the three months ended December 31, 2014.
Termination of the Tulsequah Chief Gold and Silver Stream
On December 22, 2014, RGLD Gold terminated the Amended and Restated Gold and Silver Purchase and Sale Agreement (the "Tulsequah Agreement"), between RGLD Gold, the Company, Chieftain Metals Inc. and Chieftain Metals Corp. (together, "Chieftain"), relating to Chieftain's Tulsequah Chief mining project located in British Columbia, Canada. Pursuant to the terms of the Agreement, Chieftain repaid RGLD Gold's original $10.0 million advance payment. As a result of the termination of the Tulsequah Agreement and repayment of our investment, the carrying value of the Tulsequah Chief gold and silver stream, which included our $10.0 million investment and approximately $0.6 million of direct acquisition costs, was reduced to zero during the three months ended December 31, 2014.
|
5. AVAILABLE-FOR-SALE SECURITIES
The Company's available-for-sale securities as of June 30, 2016 and 2015 consist of the following:
|
|
As of June 30, 2016 |
|
||||||||||
|
|
(Amounts in thousands) |
|
||||||||||
|
|
|
|
Unrealized |
|
|
|
||||||
|
|
Cost Basis |
|
Fair Value |
|
||||||||
|
|
Gain |
|
Loss |
|
||||||||
Non-current: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Seabridge |
|
$ |
— |
|
|
— |
|
|
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2015 |
|
||||||||||
|
|
(Amounts in thousands) |
|
||||||||||
|
|
|
|
Unrealized |
|
|
|
||||||
|
|
Cost Basis |
|
Gain |
|
Loss |
|
Fair Value |
|
||||
Non-current: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Seabridge |
|
$ |
9,565 |
|
|
— |
|
|
(3,292 |
) |
$ |
6,273 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
9,565 |
|
$ |
— |
|
$ |
(3,292 |
) |
$ |
6,273 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our only significant available-for-sale security was the investment in Seabridge Gold, Inc. ("Seabridge") common stock, acquired in June 2011. During the fiscal year ended June 30, 2016, the Company sold all of its Seabridge common stock, resulting in a realized gain of approximately $2.3 million.
|
6. DEBT
The Company's debt as of June 30, 2016 and 2015 consists of the following:
|
|
As of June 30, 2016 |
|
As of June 30, 2015 |
|
||||||||||||||||||||
|
|
Principal |
|
Unmortized |
|
Debt |
|
Total |
|
Principal |
|
Unmortized |
|
Debt |
|
Total |
|
||||||||
|
|
(Amounts in thousands) |
|
(Amounts in thousands) |
|
||||||||||||||||||||
Convertible notes due 2019 |
|
$ |
370,000 |
|
$ |
(36,943 |
) |
$ |
(3,934 |
) |
$ |
329,123 |
|
$ |
370,000 |
|
$ |
(47,890 |
) |
$ |
(5,180 |
) |
$ |
316,930 |
|
Revolving credit facility |
|
|
275,000 |
|
|
— |
|
|
(3,438 |
) |
|
271,562 |
|
|
— |
|
|
— |
|
|
(3,061 |
) |
|
(3,061 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total debt |
|
$ |
645,000 |
|
$ |
(36,943 |
) |
$ |
(7,372 |
) |
$ |
600,685 |
|
$ |
370,000 |
|
$ |
(47,890 |
) |
$ |
(8,241 |
) |
$ |
313,869 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Senior Notes Due 2019
In June 2012, the Company completed an offering of $370 million aggregate principal amount of convertible senior notes due 2019 ("2019 Notes"). The 2019 Notes bear interest at the rate of 2.875% per annum, and the Company is required to make semi-annual interest payments on the outstanding principal balance of the 2019 Notes on June 15 and December 15 of each year, beginning December 15, 2012. The 2019 Notes mature on June 15, 2019. Interest expense recognized on the 2019 Notes for the fiscal years ended June 30, 2016, 2015 and 2014 was approximately $22.8 million, $22.1 million and $21.4 million, respectively. Interest expense recognized includes the contractual coupon interest, the accretion of the debt discount and amortization of the debt issuance costs, and is recorded in Interest and other expense consolidated statements of operations and comprehensive income. During the fiscal years ended June 30, 2016 and 2015, the Company made $10.6 million in interest payments on our 2019 Notes.
Revolving credit facility
The Company maintains a $650 million revolving credit facility. As of June 30, 2016, the Company had $275.0 million outstanding and $375.0 million available under the revolving credit facility. The Company had no amount outstanding under the revolving credit facility as of June 30, 2015.
Borrowings under the revolving credit facility bear interest at a floating rate of LIBOR plus a margin of 1.25% to 3.0%, based on Royal Gold's leverage ratio. As of June 30, 2016, the interest rate on borrowings under the revolving credit facility was LIBOR plus 2.25% for an all-in rate of 2.89%. Royal Gold may repay any borrowings under the revolving credit facility at any time without premium or penalty.
On March 16, 2016, the Company entered into Amendment No. 2 (the "Amendment") to the Sixth Amended and Restated Revolving Credit Agreement, dated as of January 29, 2014 (as amended by Amendment No. 1 thereto as of April 29, 2015, the "Revolving Credit Agreement"), by and among the Company, certain subsidiaries of the Company as guarantors, certain lenders from time to time party thereto, and HSBC Bank USA, National Association, as administrative agent for the lenders. The Amendment revises the Revolving Credit Agreement to extend the scheduled maturity date from January 29, 2019 to March 16, 2021.
At June 30, 2016, the Company was in compliance with each financial covenant (leverage ratio and consolidated net worth, as defined therein).
|
7. REVENUE
Revenue is comprised of the following:
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Stream interests |
|
$ |
238,028 |
|
$ |
94,104 |
|
$ |
27,209 |
|
Royalty interests |
|
|
121,762 |
|
|
183,915 |
|
|
209,953 |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
$ |
359,790 |
|
$ |
278,019 |
|
$ |
237,162 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8. STOCK-BASED COMPENSATION
In November 2015, shareholders of the Company approved the 2015 Omnibus Long-Term Incentive Plan ("2015 LTIP"). Under the 2015 LTIP, 2,500,000 shares of common stock have been authorized for future grants to officers, directors, key employees and other persons. The 2015 LTIP provides for the grant of stock options, unrestricted stock, restricted stock, dividend equivalent rights, SSARs and cash awards. Any of these awards may, but need not, be made as performance incentives. Stock options granted under the 2015 LTIP may be non-qualified stock options or incentive stock options.
The Company recognized stock-based compensation expense as follows:
|
|
For the Fiscal Years Ended |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Stock options |
|
$ |
454 |
|
$ |
417 |
|
$ |
468 |
|
Stock appreciation rights |
|
|
1,687 |
|
|
1,422 |
|
|
1,305 |
|
Restricted stock |
|
|
3,686 |
|
|
2,511 |
|
|
3,110 |
|
Performance stock |
|
|
4,212 |
|
|
791 |
|
|
(2,303 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total stock-based compensation expense |
|
$ |
10,039 |
|
$ |
5,141 |
|
$ |
2,580 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense is included within General and administrative expense on the consolidated statements of operations and comprehensive (loss) income.
Stock Options and Stock Appreciation Rights
Stock option and SSARs awards are granted with an exercise price equal to the closing market price of the Company's stock at the date of grant. Stock option and SSARs awards granted to officers, key employees and other persons vest based on one to three years of continuous service. Stock option and SSARs awards have 10 year contractual terms.
To determine stock-based compensation expense for stock options and SSARs, the fair value of each stock option and SSAR is estimated on the date of grant using the Black-Scholes-Merton ("Black-Scholes") option pricing model for all periods presented. The Black-Scholes model requires key assumptions in order to determine fair value. Those key assumptions during the fiscal year 2016, 2015 and 2014 grants are noted in the following table:
|
|
Stock Options |
|
SSARs |
|
||||||||||||||
|
|
2016 |
|
2015 |
|
2014 |
|
2016 |
|
2015 |
|
2014 |
|
||||||
Weighted-average expected volatility |
|
|
36.9 |
% |
|
37.3 |
% |
|
43.6 |
% |
|
36.9 |
% |
|
36.6 |
% |
|
41.3 |
% |
Weighted-average expected life in years |
|
|
5.5 |
|
|
5.5 |
|
|
5.5 |
|
|
5.4 |
|
|
5.3 |
|
|
4.8 |
|
Weighted-average dividend yield |
|
|
1.06 |
% |
|
1.00 |
% |
|
1.00 |
% |
|
1.00 |
% |
|
1.00 |
% |
|
1.00 |
% |
Weighted-average risk free interest rate |
|
|
1.6 |
% |
|
1.7 |
% |
|
1.7 |
% |
|
1.6 |
% |
|
1.7 |
% |
|
1.5 |
% |
The Company's expected volatility is based on the historical volatility of the Company's stock over the expected option term. The Company's expected option term is determined by historical exercise patterns along with other known employee or company information at the time of grant. The risk free interest rate is based on the zero-coupon U.S. Treasury bond at the time of grant with a term approximate to the expected option term.
Stock Options
A summary of stock option activity for the fiscal year ended June 30, 2016, is presented below.
|
|
Number of |
|
Weighted- |
|
Weighted- |
|
Aggregate |
|
||||
Outstanding at July 1, 2015 |
|
|
96,155 |
|
$ |
59.28 |
|
|
|
|
|
|
|
Granted |
|
|
25,437 |
|
$ |
55.71 |
|
|
|
|
|
|
|
Exercised |
|
|
(2,500 |
) |
$ |
28.78 |
|
|
|
|
|
|
|
Forfeited |
|
|
(1,269 |
) |
$ |
69.94 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at June 30, 2016 |
|
|
117,823 |
|
$ |
59.04 |
|
|
6.4 |
|
$ |
1,632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at June 30, 2016 |
|
|
73,366 |
|
$ |
57.46 |
|
|
5.1 |
|
$ |
1,129 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The weighted-average grant date fair value of options granted during the fiscal years ended June 30, 2016, 2015 and 2014, was $18.05, $24.86 and $22.78, respectively. The total intrinsic value of options exercised during the fiscal years ended June 30, 2016, 2015 and 2014, were $0.1 million, $0.7 million, and $1.1 million, respectively.
As of June 30, 2016, there was approximately $0.5 million of total unrecognized stock-based compensation expense related to non-vested stock options, which is expected to be recognized over a weighted-average period of 1.7 years.
SSARs
A summary of SSARs activity for the fiscal year ended June 30, 2016, is presented below.
|
|
Number of |
|
Weighted- |
|
Weighted- |
|
Aggregate |
|
||||
Outstanding at July 1, 2015 |
|
|
277,118 |
|
$ |
63.91 |
|
|
|
|
|
|
|
Granted |
|
|
97,817 |
|
$ |
56.54 |
|
|
|
|
|
|
|
Exercised |
|
|
(7,000 |
) |
$ |
30.96 |
|
|
|
|
|
|
|
Forfeited |
|
|
(130 |
) |
$ |
62.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at June 30, 2016 |
|
|
367,805 |
|
$ |
62.58 |
|
|
7.1 |
|
$ |
3,861 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at June 30, 2016 |
|
|
194,863 |
|
$ |
62.24 |
|
|
5.7 |
|
$ |
2,106 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The weighted-average grant date fair value of SSARs granted during the fiscal years ended June 30, 2016, 2015 and 2014 was $18.35, $24.42 and $21.15, respectively. The total intrinsic value of SSARs exercised during the fiscal years ended June 30, 2016, 2015 and 2014, were $0.3 million, $0.2 million, and $0.1 million, respectively.
As of June 30, 2016, there was approximately $1.9 million of total unrecognized stock-based compensation expense related to non-vested SSARs, which is expected to be recognized over a weighted-average period of 1.7 years.
Other Stock-based Compensation
Performance Shares
During fiscal 2016, officers and certain employees were granted 48,422 shares of restricted common stock that can be earned only upon the Company's achievement of certain pre-defined performance measures. Specifically, for performance shares granted in fiscal 2016, one-half of the shares awarded may vest upon the Company's achievement of annual growth in Net Gold Equivalent Ounces ("Net GEOs") ("GEO Shares"). The second one-half of performance shares granted in fiscal 2016 may vest based on the Company's total shareholder return ("TSR") compared to the TSRs of other members of the Market Vectors Gold Miners ETF (GDX) ("TSR Shares"). GEO Shares and TSR Shares may vest by linear interpolation in a range between zero shares if neither threshold Net GEO and TSR metric is met; to 100% of GEO Shares and TSR Shares awarded if both target Net GEO and TSR metrics are met; to 200% of the Net GEO and TSR shares awarded if both the maximum Net GEO and TSR metrics are met. The GEO Shares will expire in five years from the date of grant if the performance measure is not met, while the TSR Shares will expire in three years from the date of grant if the TSR market condition and three year service condition are not met.
Performance shares granted prior to fiscal 2016 can be earned only if a single pre-defined performance goal (growth of adjusted free cash flow on a per share, trailing twelve month basis) is met within five years of the date of grant. If the performance goal is not earned by the end of this five year period, the fiscal 2015 Performance Shares will be forfeited. Vesting of the fiscal 2015 performance shares is subject to certain performance measures being met and can be based on an interim earn out of 25%, 50%, 75% or 100%.
The Company measures the fair value of the GEO Shares and performance shares granted prior to fiscal 2016 based upon the market price of our common stock as of the date of grant. In accordance with ASC 718, the measurement date for the GEO Shares and performance shares granted prior to fiscal 2016 will be determined at such time that the performance goals are attained or that it is probable they will be attained. At such time that it is probable that a performance condition will be achieved, compensation expense will be measured by the number of shares that will ultimately be earned based on the grant date market price of our common stock. For shares that were previously estimated to be probable of vesting and are no longer deemed to be probable of vesting, compensation expense is reversed during the period in which it is determined they are no longer probable of vesting. Interim recognition of compensation expense will be made at such time as management can reasonably estimate the number of shares that will be earned.
In accordance with ASC 718, provided the market condition within the TSR Shares, the Company measured the grant date fair value using a Monte Carlo valuation model. The fair value of the TSR Shares ($35.15 per share) is multiplied by the target number of TSR Shares granted to determine total stock-based compensation expense. Total stock-based compensation expense of the TSR Shares is amortized on a straight-line basis over the requisite service period, or three years. Stock-based compensation expense for the TSR Shares is recognized provided the requisite service period is rendered, regardless of when, if ever, the TSR market condition is satisfied. The Company will reverse previously recognized stock-based compensation expense attributable to the TSR Shares only if the requisite service period is not rendered.
A summary of the status of the Company's non-vested Performance Shares for the fiscal year ended June 30, 2016, is presented below:
|
|
Number of |
|
Weighted- |
|
||
Non-vested at July 1, 2015 |
|
|
200,325 |
|
$ |
66.52 |
|
Granted |
|
|
48,422 |
|
$ |
45.63 |
|
Vested |
|
|
(10,781 |
) |
$ |
75.06 |
|
Expired |
|
|
(23,750 |
) |
$ |
49.66 |
|
Forfeited |
|
|
(4,038 |
) |
$ |
35.15 |
|
|
|
|
|
|
|
|
|
Non-vested at June 30, 2016 |
|
|
210,178 |
|
$ |
63.78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2016, total unrecognized stock-based compensation expense related to Performance Shares was approximately $2.3 million, which is expected to be recognized over the average remaining vesting period of 1.5 years.
Restricted Stock
Officers, non-executive directors and certain employees may be granted shares of restricted stock that vest on continued service alone ("Restricted Stock"). During fiscal 2016, officers and certain employees were granted 50,507 shares of Restricted Stock. Restricted Stock awards granted to officers and certain employees vest over three years beginning after a two-year holding period from the date of grant with one-third of the shares vesting in years three, four and five, respectively. Also during fiscal year 2016, our non-executive directors were granted 22,680 shares of Restricted Stock. The non-executive directors' shares of Restricted Stock vest 50% immediately and 50% one year after the date of grant.
Shares of Restricted Stock represent issued and outstanding shares of common stock, with dividend and voting rights. The Company measures the fair value of the Restricted Stock based upon the market price of our common stock as of the date of grant. Restricted Stock is amortized over the applicable vesting period using the straight-line method. Unvested shares of Restricted Stock are subject to forfeiture upon termination of employment or service with the Company.
A summary of the status of the Company's non-vested Restricted Stock for the fiscal year ended June 30, 2016, is presented below:
|
|
Number of |
|
Weighted- |
|
||
Non-vested at July 1, 2015 |
|
|
154,807 |
|
$ |
66.23 |
|
Granted |
|
|
73,187 |
|
$ |
56.25 |
|
Vested |
|
|
(51,472 |
) |
$ |
61.54 |
|
Forfeited |
|
|
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
Non-vested at June 30, 2016 |
|
|
176,522 |
|
$ |
63.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2016, total unrecognized stock-based compensation expense related to Restricted Stock was approximately $5.5 million, which is expected to be recognized over the weighted-average vesting period of 3.0 years.
|
9. STOCKHOLDERS' EQUITY
Preferred Stock
The Company has 10,000,000 authorized and unissued shares of $.01 par value Preferred Stock as of June 30, 2016 and 2015.
Common Stock Issuances
During the fiscal years ended June 30, 2016, 2015 and 2014, options to purchase 2,500, 20,488 and 34,495 shares, respectively, were exercised, resulting in proceeds of approximately $0.1 million, $0.8 million and $1.1 million, respectively.
Stockholders' Rights Plan
On September 10, 2007, the Company entered into the First Amended and Restated Rights Agreement, dated September 10, 2007 (the "Rights Agreement"). The Rights Agreement expires on September 10, 2017. The Rights Agreement was approved by the Company's board of directors (the "Board").
The Rights Agreement is intended to deter coercive or abusive tender offers and market accumulations. The Rights Agreement is designed to encourage an acquirer to negotiate with the Board and to enhance the Board's ability to act in the best interests of all the Company's stockholders.
Under the Rights Agreement, each stockholder of the Company holds one preferred stock purchase right (a "Right") for each share of Company common stock held. The Rights generally become exercisable only in the event that an acquiring party accumulates 15 percent or more of the Company's outstanding shares of common stock. If this were to occur, subject to certain exceptions, each Right (except for the Rights held by the acquiring party) would allow its holders to purchase one one-thousandth of a newly issued share of Series A junior participating preferred stock of Royal Gold or the Company's common stock with a value equal to twice the exercise price of the Right, initially set at $175 under the terms and conditions set forth in the Rights Agreement.
|
10. EARNINGS PER SHARE ("EPS")
Basic earnings (loss) per common share were computed using the weighted average number of shares of common stock outstanding during the period, considering the effect of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of earnings per share pursuant to the two-class method. The Company's unvested restricted stock awards contain non-forfeitable dividend rights and participate equally with common stock with respect to dividends issued or declared. The Company's unexercised stock options, unexercised SSARs and unvested performance stock do not contain rights to dividends. Under the two-class method, the earnings (loss) used to determine basic earnings (loss) per common share are reduced by an amount allocated to participating securities. Use of the two-class method has an immaterial impact on the calculation of basic and diluted earnings (loss) per common share.
The following table summarizes the effects of dilutive securities on diluted EPS for the period:
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(in thousands, except share data) |
|
|||||||
Net (loss) income available to Royal Gold common stockholders |
|
$ |
(77,149 |
) |
$ |
51,965 |
|
$ |
62,641 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares for basic EPS |
|
|
65,074,455 |
|
|
65,007,861 |
|
|
64,909,149 |
|
Effect of other dilutive securities |
|
|
— |
|
|
117,312 |
|
|
117,107 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares for diluted EPS |
|
|
65,074,455 |
|
|
65,125,173 |
|
|
65,026,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic (loss) earnings per share |
|
$ |
(1.18 |
) |
$ |
0.80 |
|
$ |
0.96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted (loss) earnings per share |
|
$ |
(1.18 |
) |
$ |
0.80 |
|
$ |
0.96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The calculation of weighted average shares includes all of our outstanding common stock. The Company intends to settle the principal amount of the 2019 Notes in cash. As a result, there will be no impact to diluted earnings per share unless the share price of the Company's common stock exceeds the conversion price of $105.31.
|
11. INCOME TAXES
For financial reporting purposes, Income before income taxes includes the following components:
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
United States |
|
$ |
(230 |
) |
$ |
17,569 |
|
$ |
17,033 |
|
Foreign |
|
|
(21,528 |
) |
|
44,675 |
|
|
65,894 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(21,758 |
) |
$ |
62,244 |
|
$ |
82,927 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company's Income tax expense consisted of:
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Current: |
|
|
|
|
|
|
|
|
|
|
Federal |
|
$ |
45,878 |
|
$ |
22,418 |
|
$ |
(3,663 |
) |
State |
|
|
135 |
|
|
(36 |
) |
|
334 |
|
Foreign |
|
|
19,650 |
|
|
14,835 |
|
|
30,950 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
65,663 |
|
$ |
37,217 |
|
$ |
27,621 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred and others: |
|
|
|
|
|
|
|
|
|
|
Federal |
|
$ |
(6,986 |
) |
$ |
(5,506 |
) |
$ |
(4,122 |
) |
State |
|
|
(78 |
) |
|
(49 |
) |
|
(26 |
) |
Foreign |
|
|
2,081 |
|
|
(22,096 |
) |
|
(4,018 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(4,983 |
) |
$ |
(27,651 |
) |
$ |
(8,166 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total income tax expense |
|
$ |
60,680 |
|
$ |
9,566 |
|
$ |
19,455 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The provision for income taxes for the fiscal years ended June 30, 2016, 2015 and 2014, differs from the amount of income tax determined by applying the applicable United States statutory federal income tax rate to pre-tax income (net of non-controlling interest in income of consolidated subsidiary and loss from equity investment) from operations as a result of the following differences:
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Total expense computed by applying federal rates |
|
$ |
(7,615 |
) |
$ |
21,786 |
|
$ |
29,024 |
|
State and provincial income taxes, net of federal benefit |
|
|
(1 |
) |
|
25 |
|
|
334 |
|
Excess depletion |
|
|
(882 |
) |
|
(1,429 |
) |
|
(1,114 |
) |
Estimates for uncertain tax positions |
|
|
1,866 |
|
|
1,404 |
|
|
(7,386 |
) |
Statutory tax attributable to non-controlling interest |
|
|
1,838 |
|
|
(211 |
) |
|
(293 |
) |
Effect of foreign earnings |
|
|
61,576 |
|
|
6,536 |
|
|
1,141 |
|
Effect of foreign earnings indefinitely reinvested |
|
|
3,406 |
|
|
(7,601 |
) |
|
(1,700 |
) |
Canadian rate adjustment |
|
|
— |
|
|
4,070 |
|
|
— |
|
Chilean tax reform |
|
|
— |
|
|
(2,481 |
) |
|
— |
|
Unrealized foreign exchange gains |
|
|
(2,439 |
) |
|
(10,949 |
) |
|
(367 |
) |
Changes in estimates |
|
|
1,641 |
|
|
(359 |
) |
|
(594 |
) |
Other |
|
|
1,290 |
|
|
(1,225 |
) |
|
410 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
60,680 |
|
$ |
9,566 |
|
$ |
19,455 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The effective tax rate includes the impact of certain undistributed foreign subsidiary earnings for which we have not provided U.S. taxes because we plan to reinvest such earnings indefinitely outside the United States. The Company has the ability and intent to indefinitely reinvest these foreign earnings based on revenue and cash projections of our other investments, current cash on hand, and availability under our revolving credit facility. No deferred tax has been provided on the difference between the tax basis in the stock of the consolidated subsidiary and the amount of the subsidiary's net equity determined for financial reporting purposes.
The tax effects of temporary differences and carryforwards, which give rise to our deferred tax assets and liabilities at June 30, 2016 and 2015, are as follows:
|
|
2016 |
|
2015 |
|
||
|
|
(Amounts in thousands) |
|
||||
Deferred tax assets: |
|
|
|
|
|
|
|
Stock-based compensation |
|
$ |
5,691 |
|
$ |
4,393 |
|
Net operating losses |
|
|
12,385 |
|
|
16,087 |
|
Other |
|
|
4,610 |
|
|
3,904 |
|
|
|
|
|
|
|
|
|
Total deferred tax assets |
|
|
22,686 |
|
|
24,384 |
|
Valuation allowance |
|
|
(2,100 |
) |
|
(4,262 |
) |
|
|
|
|
|
|
|
|
Net deferred tax assets |
|
$ |
20,586 |
|
$ |
20,122 |
|
|
|
|
|
|
|
|
|
Deferred tax liabilities: |
|
|
|
|
|
|
|
Mineral property basis |
|
$ |
(127,337 |
) |
$ |
(133,646 |
) |
Unrealized foreign exchange gains |
|
|
(1,273 |
) |
|
936 |
|
2019 Notes |
|
|
(12,639 |
) |
|
(16,384 |
) |
Other |
|
|
(124 |
) |
|
(1,658 |
) |
|
|
|
|
|
|
|
|
Total deferred tax liabilities |
|
|
(141,373 |
) |
|
(150,752 |
) |
|
|
|
|
|
|
|
|
Total net deferred taxes |
|
$ |
(120,787 |
) |
$ |
(130,630 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company reviews the measurement of its deferred tax assets at each balance sheet date. All available evidence, both positive and negative, is considered in determining whether, based upon the weight of the evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. As of June 30, 2016 and 2015, the Company had $2.1 million and $4.3 million of valuation allowances recorded, respectively. The valuation allowance remaining at June 30, 2016 is attributable to capital loss carryforwards in non-US subsidiaries.
At June 30, 2016 and 2015, the Company had $59.5 million and $55 million of net operating loss carry forwards, respectively. The increase in the net operating loss carry forwards is primarily attributable to the impairment charges in non-U.S. subsidiaries. The majority of the tax loss carry forwards are in jurisdictions that allow a twenty year carry forward period. As a result, these losses do not begin to expire until the 2028 tax year, and the Company anticipates the losses will be fully utilized.
As of June 30, 2016 and 2015, the Company had $16.9 million and $15.1 million of unrecognized tax benefits, respectively. If recognized, these unrecognized tax benefits would positively impact the Company's effective income tax rate. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Total gross unrecognized tax benefits at beginning of year |
|
$ |
15,130 |
|
$ |
13,725 |
|
$ |
21,166 |
|
Additions / Reductions for tax positions of current year |
|
|
1,866 |
|
|
1,662 |
|
|
(1,052 |
) |
Reductions due to settlements with taxing authorities |
|
|
— |
|
|
(257 |
) |
|
(296 |
) |
Reductions due to lapse of statute of limitations |
|
|
— |
|
|
— |
|
|
(6,093 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total amount of gross unrecognized tax benefits at end of year |
|
$ |
16,996 |
|
$ |
15,130 |
|
$ |
13,725 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. Federal, state and local, and non-U.S. income tax examinations by tax authorities for fiscal years before 2010. As a result of (i) statutes of limitation that will begin to expire within the next 12 months in various jurisdictions, (ii) possible settlements of audit-related issues with taxing authorities in various jurisdictions with respect to which none of the issues are individually significant, and (iii) additional accrual of exposure and interest on existing items, the Company believes that it is reasonably possible that the total amount of its net unrecognized income tax benefits will not decrease in the next 12 months.
The Company's continuing practice is to recognize interest and/or penalties related to unrecognized tax benefits as part of its income tax expense. At June 30, 2016 and 2015, the amount of accrued income-tax-related interest and penalties was $5.7 million and $4.6 million, respectively.
|
12. SUPPLEMENTAL CASH FLOW INFORMATION
The Company's supplemental cash flow information for the fiscal years ending June 30, 2016, 2015 and 2014 is as follows:
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Cash paid during the period for: |
|
|
|
|
|
|
|
|
|
|
Interest |
|
$ |
17,691 |
|
$ |
10,638 |
|
$ |
10,638 |
|
Income taxes, net of refunds |
|
$ |
76,072 |
|
$ |
20,272 |
|
$ |
27,322 |
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|
Dividends declared |
|
$ |
59,388 |
|
$ |
56,715 |
|
$ |
54,049 |
|
|
13. FAIR VALUE MEASUREMENTS
ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:
Level 1: Quoted prices for identical instruments in active markets;
Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and
Level 3: Prices or valuation techniques requiring inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).
The following table sets forth the Company's financial assets measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy.
|
|
At June 30, 2016 |
|
|||||||||||||
|
|
|
|
Fair Value |
|
|||||||||||
|
|
Carrying |
|
|||||||||||||
|
|
Total |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
|||||||
Assets (In thousands): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrants(1) |
|
$ |
2,438 |
|
$ |
2,438 |
|
$ |
— |
|
$ |
2,438 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
|
|
$ |
2,438 |
|
$ |
— |
|
$ |
2,438 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities (In thousands): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt(2) |
|
$ |
410,057 |
|
$ |
390,813 |
|
$ |
390,813 |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
|
$ |
390,813 |
|
$ |
390,813 |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Included in Other assets on the Company's consolidated balance sheets. |
(2) |
Included in the carrying amount is the equity component of our 2019 Notes in the amount of $77 million, which is included within Additional paid-in capital in the Company's consolidated balance sheets. |
The Company's debt classified within Level 1 of the fair value hierarchy is valued using quoted prices in an active market. The carrying value of the Company's revolving credit facility (Note 6) approximates fair value as of June 30, 2016. During the fiscal year ended June 30, 2016, the warrants issued by Golden Star (Note 3) were added to the Level 2 fair value hierarchy.
As of June 30, 2016, the Company also had assets that, under certain conditions, are subject to measurement at fair value on a non-recurring basis like those associated with stream and royalty interests, intangible assets and other long-lived assets. For these assets, measurement at fair value in periods subsequent to their initial recognition is applicable if any of these assets are determined to be impaired. If recognition of these assets at their fair value becomes necessary, such measurements will be determined utilizing Level 3 inputs. Refer to Note 4 for discussion of inputs used to develop fair value for those stream and royalty interests that were determined to be impaired during the twelve months ended June 30, 2016 and 2015.
|
14. MAJOR SOURCES OF REVENUE
Operators that contributed greater than 10% of the Company's total revenue for any of fiscal years 2016, 2015 or 2014 were as follows (revenue amounts in thousands):
|
|
Fiscal Year 2016 |
|
Fiscal Year 2015 |
|
Fiscal Year 2014 |
|
||||||||||||
Operator |
|
Revenue |
|
Percentage of |
|
Revenue |
|
Percentage of |
|
Revenue |
|
Percentage of |
|
||||||
Thompson Creek |
|
$ |
125,438 |
|
|
34.9 |
% |
$ |
94,104 |
|
|
33.8 |
% |
$ |
27,209 |
|
|
11.5 |
% |
Barrick |
|
|
49,683 |
|
|
13.8 |
% |
|
24,849 |
|
|
8.9 |
% |
|
19,456 |
|
|
8.2 |
% |
Teck |
|
|
49,243 |
|
|
13.7 |
% |
|
38,033 |
|
|
13.7 |
% |
|
48,777 |
|
|
20.6 |
% |
|
15. COMMITMENTS AND CONTINGENCIES
Rainy River Gold and Silver Stream Acquisition
As of June 30, 2016, the Company has a remaining commitment, subject to certain conditions, of $75.0 million as part of its Rainy River gold and silver stream acquisition in August 2015 (Note 3).
Wassa and Prestea Gold Stream Acquisition and Amendment
As of June 30, 2016, the Company has a remaining commitment, subject to certain conditions, of $50.0 million as part of its Wassa and Prestea gold stream acquisition (July 2015) and amendment (December 2015) as discussed further in Note 3.
Ilovica Gold Stream Acquisition
As of June 30, 2016, the Company has a remaining commitment, subject to certain conditions, of $163.75 million as part of its Ilovica gold stream acquisition in October 2014.
Voisey's Bay
The Company indirectly owns a royalty on the Voisey's Bay mine in Newfoundland and Labrador owned by Vale Newfoundland & Labrador Limited ("VNL"). The royalty is directly owned by the Labrador Nickel Royalty Limited Partnership ("LNRLP"), in which the Company's wholly-owned indirect subsidiary, Voisey's Bay Holding Corporation, is the general partner and 90% owner. The remaining 10% interest in LNRLP is owned by Altius Investments Limited, a company unrelated to Royal Gold.
On December 5, 2014, LNRLP filed amendments to its October 16, 2009 Statement of Claim in the Supreme Court of Newfoundland and Labrador Trial Division against Vale Inco Limited, now known as Vale Canada Limited ("Vale Canada") and its wholly-owned subsidiaries, Vale Inco Atlantic Sales Limited and VNL, related to calculation of the NSR on the sale of concentrates, including nickel concentrates, from the Voisey's Bay mine. LNRLP asserts that the defendants have incorrectly calculated the NSR since production at Voisey's Bay began in late 2005, have indicated an intention to calculate the NSR in a manner LNRLP believes will violate the royalty agreement as Voisey's Bay concentrates are processed at Vale's new Long Harbour processing facility, and have breached their contractual duties of good faith and honest performance in several ways. LNRLP requests an order in respect of the correct calculation of future payments, and unspecified damages for non-payment and underpayment of past royalties to the date of the claim, together with additional damages until the date of trial, interest, costs and other damages. The litigation is in the discovery phase.
|
16. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
The following is a summary of selected quarterly financial information (unaudited). Some amounts in the below table may not sum-up in total as a result of rounding.
|
|
Revenue |
|
Operating |
|
Net (loss) income |
|
Basic (loss) |
|
Diluted (loss) |
|
|||||
|
|
(Amounts in thousands except per share data) |
|
|||||||||||||
Fiscal year 2016 quarter-ended: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30 |
|
$ |
74,056 |
|
$ |
21,185 |
|
$ |
(45,046 |
) |
$ |
(0.69 |
) |
$ |
(0.69 |
) |
December 31 |
|
|
98,118 |
|
|
27,173 |
|
|
15,114 |
|
|
0.23 |
|
|
0.23 |
|
March 31 |
|
|
93,487 |
|
|
(72,058 |
) |
|
(67,656 |
) |
|
(1.04 |
) |
|
(1.04 |
) |
June 30 |
|
|
94,129 |
|
|
28,516 |
|
|
20,439 |
|
|
0.32 |
|
|
0.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
359,790 |
|
$ |
4,816 |
|
$ |
(77,149 |
) |
$ |
(1.18 |
) |
$ |
(1.18 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Fiscal year 2015 quarter-ended: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30 |
|
$ |
69,026 |
|
$ |
29,539 |
|
$ |
18,680 |
|
$ |
0.29 |
|
$ |
0.29 |
|
December 31 |
|
|
61,304 |
|
|
(2,022 |
) |
|
(6,548 |
) |
|
(0.10 |
) |
|
(0.10 |
) |
March 31 |
|
|
74,110 |
|
|
32,150 |
|
|
25,014 |
|
|
0.38 |
|
|
0.38 |
|
June 30 |
|
|
73,579 |
|
|
27,568 |
|
|
14,819 |
|
|
0.23 |
|
|
0.23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
278,019 |
|
$ |
87,235 |
|
$ |
51,965 |
|
$ |
0.80 |
|
$ |
0.80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17. SUBSEQUENT EVENTS
Mount Milligan Commitment Letter
On July 5, 2016, we entered into a binding commitment letter with Centerra Gold Inc. ("Centerra") setting forth the key terms and conditions of a future amendment to our Mount Milligan streaming agreement in connection with the proposed acquisition by Centerra of Thompson Creek Metals Company Inc. ("Thompson Creek") by Plan of Arrangement under the Arrangement Agreement executed between Centerra and Thompson Creek, as announced on July 5, 2016 (the "Centerra Acquisition"). Thompson Creek is the parent company of Terrane Metals Corp. ("Terrane"), which owns and operates the Mount Milligan copper-gold mine. Our obligation to amend the Mount Milligan streaming agreement is subject to the consummation of the Centerra Acquisition and other customary conditions set forth in the commitment letter.
Pursuant to the terms of the commitment letter, we and Centerra have agreed to amend the existing streaming agreement, whereby, among other things, the existing 52.25% gold streaming interest will be amended to 35.00% and we will obtain an 18.75% copper streaming interest at Mount Milligan at a price equal to 15% of the spot price for each metric tonne of copper delivered. The Centerra Acquisition is expected to close in our first or second quarter of fiscal 2017.
|
Use of Estimates
The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ significantly from those estimates.
Our most critical accounting estimates relate to our assumptions regarding future gold, silver, copper, nickel and other metal prices and the estimates of reserves, production and recoveries of third-party mine operators. We rely on reserve estimates reported by the operators on the properties in which we have stream and royalty interests. These estimates and the underlying assumptions affect the potential impairments of long-lived assets and the ability to realize income tax benefits associated with deferred tax assets. These estimates and assumptions also affect the rate at which we recognize revenue or charge depreciation, depletion and amortization to earnings. On an ongoing basis, management evaluates these estimates and assumptions; however, actual amounts could differ from these estimates and assumptions. Differences between estimates and actual amounts could differ significantly and are recorded in the period that the actual amounts are known.
Basis of Consolidation
The consolidated financial statements include the accounts of Royal Gold, Inc., its wholly-owned subsidiaries and an entity over which control is achieved through means other than voting right (see Note 3). The Company follows the Accounting Standards Codification ("ASC") guidance for identification and reporting for entities over which control is achieved through means other than voting rights. All intercompany accounts, transactions, income and expenses, and profits or losses have been eliminated on consolidation.
Cash and Equivalents
Cash and equivalents consist of all cash balances and highly liquid investments with an original maturity of three months or less. Cash and equivalents were primarily held in cash deposit accounts as of June 30, 2016 and 2015.
Stream and Royalty Interests
Stream and royalty interests include acquired stream and royalty interests in production, development and exploration stage properties. The costs of acquired stream and royalty interests are capitalized as tangible assets as such interests do not meet the definition of a financial asset under the Accounting Standards Codification ("ASC") guidance.
Acquisition costs of production stage stream and royalty interests are depleted using the units of production method over the life of the mineral property (as sales occur under stream interests or royalty payments are recognized), which are estimated using proven and probable reserves as provided by the operator. Acquisition costs of stream and royalty interests on development stage mineral properties, which are not yet in production, are not amortized until the property begins production. Acquisition costs of stream or royalty interests on exploration stage mineral properties, where there are no proven and probable reserves, are not amortized. At such time as the associated exploration stage mineral interests are converted to proven and probable reserves, the cost basis is amortized over the remaining life of the mineral property, using proven and probable reserves. The carrying values of exploration stage mineral interests are evaluated for impairment at such time as information becomes available indicating that the production will not occur in the future. Exploration costs are expensed when incurred.
Available-for-Sale Securities
Investments in securities that management does not have the intent to sell in the near term and that have readily determinable fair values are classified as available-for-sale securities. Unrealized gains and losses on these investments are recorded in accumulated other comprehensive (loss) income as a separate component of stockholders' equity, except that declines in market value judged to be other than temporary are recognized in determining net income. When investments are sold, the realized gains and losses on these investments, determined using the specific identification method, are included in determining net income.
The Company's policy for determining whether declines in fair value of available-for-sale securities are other than temporary includes a quarterly analysis of the investments and a review by management of all investments for which the cost exceeds the fair value. Any temporary declines in fair value are recorded as a charge to other comprehensive (loss) income. This evaluation considers a number of factors including, but not limited to, the length of time and extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer, and management's ability and intent to hold the securities until fair value recovers. If such impairment is determined by the Company to be other-than-temporary, the investment's cost basis is written down to fair value and recorded in net income during the period the Company determines such impairment to be other-than-temporary. The new cost basis is not changed for subsequent recoveries in fair value. Refer to Note 5 for further discussion on our available-for-sale securities.
Asset Impairment
We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts of an asset or group of assets may not be recoverable. The recoverability of the carrying value of stream and royalty interests in production and development stage mineral properties is evaluated based upon estimated future undiscounted net cash flows from each stream and royalty interest using estimates of proven and probable reserves and other relevant information received from the operators. We evaluate the recoverability of the carrying value of royalty interests in exploration stage mineral properties in the event of significant decreases in the price of gold, silver, copper, nickel and other metals, and whenever new information regarding the mineral properties is obtained from the operator indicating that production will not likely occur or may be reduced in the future, thus potentially affecting the future recoverability of our stream or royalty interests. Impairments in the carrying value of each property are measured and recorded to the extent that the carrying value in each property exceeds its estimated fair value, which is generally calculated using estimated future discounted cash flows.
Estimates of gold, silver, copper, nickel and other metal prices, operators' estimates of proven and probable reserves or mineralized material related to our stream or royalty properties, and operators' estimates of operating and capital costs are subject to certain risks and uncertainties which may affect the recoverability of our investment in these stream and royalty interests in mineral properties. It is possible that changes could occur to these estimates, which could adversely affect the net cash flows expected to be generated from these stream and royalty interests. Refer to Note 4 for discussion and the results of our impairment assessments for the fiscal years ended June 30, 2016 and 2015.
Revenue
Revenue is recognized pursuant to guidance in ASC 605 and based upon amounts contractually due pursuant to the underlying streaming or royalty agreement. Specifically, revenue is recognized in accordance with the terms of the underlying stream or royalty agreements subject to (i) the pervasive evidence of the existence of the arrangements; (ii) the risks and rewards having been transferred; (iii) the stream or royalty being fixed or determinable; and (iv) the collectability being reasonably assured. For our streaming agreements, we recognize revenue when the metal is sold.
Metal Sales
Gold and silver received under our metal streaming agreements is taken into inventory, and this is sold primarily using average spot rate gold and silver forward contracts. The sales price for our gold and silver sold in average spot rate forward contracts is determined by the average daily gold or silver spot prices under the term of the contract, typically over a consecutive number of trading days between 10 days and three months (depending on the frequency of deliveries under the respective streaming agreement and our sales policy in effect at the time) commencing shortly after receipt and purchase of the metal. Revenue from gold and silver sales is recognized on the date of the settlement, which is also the date that title to the gold or silver passes to the purchaser.
Cost of Sales
Cost of sales is specific to our stream agreements and is the result of our purchase of gold and silver for a cash payment. The cash payment at Mount Milligan is the lesser of $435 per ounce or the prevailing market price of gold when purchased, while the cash payment for our other streams is a set contractual percentage of the gold or silver spot price near the date of metal delivery.
Production taxes
Certain royalty payments are subject to production taxes (or mining proceeds taxes), which are recognized at the time of revenue recognition. Production taxes are not income taxes and are included within the costs and expenses section in the Company's consolidated statements of operations and comprehensive (loss) income.
Exploration Costs
Exploration costs are specific to the Peak Gold LLC ("Peak Gold") joint venture for exploration and advancement of the Tetlin gold project, as discussed further in Note 3. Exploration costs associated with Peak Gold for the exploration and advancement of the Tetlin gold project are expensed when incurred.
Stock-Based Compensation
The Company accounts for stock-based compensation in accordance with the guidance of ASC 718. The Company recognizes all share-based payments to employees, including grants of employee stock options, stock-settled stock appreciation rights ("SSARs"), restricted stock and performance shares, in its financial statements based upon their fair values.
Reportable Segments and Geographical Information
The Company manages its business under two reportable segments, consisting of the acquisition and management of stream interests and the acquisition and management of royalty interests. Royal Gold's long-lived assets (stream and royalty interests, net) as of June 30, 2016 and 2015 are geographically distributed as shown in the following table:
|
|
As of June 30, 2016 |
|
As of June 30, 2015 |
|
||||||||||||||
|
|
Stream |
|
Royalty |
|
Total stream |
|
Stream |
|
Royalty |
|
Total stream |
|
||||||
Canada |
|
$ |
809,692 |
|
$ |
228,566 |
|
$ |
1,038,258 |
|
$ |
823,091 |
|
$ |
251,688 |
|
$ |
1,074,779 |
|
Chile |
|
|
369,896 |
|
|
453,629 |
|
|
823,525 |
|
|
— |
|
|
653,019 |
|
|
653,019 |
|
Dominican Republic |
|
|
588,502 |
|
|
— |
|
|
588,502 |
|
|
— |
|
|
— |
|
|
— |
|
Mexico |
|
|
— |
|
|
118,899 |
|
|
118,899 |
|
|
— |
|
|
131,742 |
|
|
131,742 |
|
United States |
|
|
— |
|
|
102,385 |
|
|
102,385 |
|
|
— |
|
|
110,286 |
|
|
110,286 |
|
Africa |
|
|
88,596 |
|
|
697 |
|
|
89,293 |
|
|
— |
|
|
12,760 |
|
|
12,760 |
|
Australia |
|
|
— |
|
|
42,547 |
|
|
42,547 |
|
|
— |
|
|
50,119 |
|
|
50,119 |
|
Other |
|
|
12,029 |
|
|
32,649 |
|
|
44,678 |
|
|
8,183 |
|
|
42,720 |
|
|
50,903 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,868,715 |
|
$ |
979,372 |
|
$ |
2,848,087 |
|
$ |
831,274 |
|
$ |
1,252,334 |
|
$ |
2,083,608 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company's revenue, cost of sales and net revenue by reportable segment for our fiscal year's ended June 30, 2016, 2015 and 2014 is geographically distributed as show in the following table:
|
|
Fiscal Year Ended June 30, 2016 |
|
Fiscal Year Ended June 30, 2015 |
|
||||||||||||||
|
|
Revenue |
|
Cost of |
|
Net |
|
Revenue |
|
Cost of |
|
Net |
|
||||||
Streams: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
$ |
125,755 |
|
$ |
47,417 |
|
$ |
78,338 |
|
$ |
94,104 |
|
$ |
33,450 |
|
$ |
60,654 |
|
Chile |
|
|
49,243 |
|
|
7,280 |
|
|
41,963 |
|
|
— |
|
|
— |
|
|
— |
|
Dominican Republic |
|
|
39,684 |
|
|
11,625 |
|
|
28,059 |
|
|
— |
|
|
— |
|
|
— |
|
Africa |
|
|
23,346 |
|
|
4,657 |
|
|
18,689 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total streams |
|
$ |
238,028 |
|
$ |
70,979 |
|
$ |
167,049 |
|
$ |
94,104 |
|
$ |
33,450 |
|
$ |
60,654 |
|
Royalties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexico |
|
$ |
35,267 |
|
$ |
— |
|
$ |
35,267 |
|
$ |
43,008 |
|
$ |
— |
|
$ |
43,008 |
|
United States |
|
|
35,483 |
|
|
— |
|
|
35,483 |
|
|
42,675 |
|
|
— |
|
|
42,675 |
|
Canada |
|
|
30,676 |
|
|
— |
|
|
30,676 |
|
|
37,496 |
|
|
— |
|
|
37,496 |
|
Chile |
|
|
84 |
|
|
— |
|
|
84 |
|
|
39,508 |
|
|
— |
|
|
39,508 |
|
Australia |
|
|
10,462 |
|
|
— |
|
|
10,462 |
|
|
8,494 |
|
|
— |
|
|
8,494 |
|
Africa |
|
|
1,868 |
|
|
— |
|
|
1,868 |
|
|
3,075 |
|
|
— |
|
|
3,075 |
|
Other |
|
|
7,922 |
|
|
— |
|
|
7,922 |
|
|
9,659 |
|
|
— |
|
|
9,659 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties |
|
$ |
121,762 |
|
$ |
— |
|
$ |
121,762 |
|
$ |
183,915 |
|
$ |
— |
|
$ |
183,915 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties and streams |
|
$ |
359,790 |
|
$ |
70,979 |
|
$ |
288,811 |
|
$ |
278,019 |
|
$ |
33,450 |
|
$ |
244,569 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended June 30, 2015 |
|
Fiscal Year Ended June 30, 2014 |
|
||||||||||||||
|
|
Revenue |
|
Cost of |
|
Net |
|
Revenue |
|
Cost of |
|
Net |
|
||||||
Streams: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
$ |
94,104 |
|
$ |
33,450 |
|
$ |
60,654 |
|
$ |
27,209 |
|
$ |
9,158 |
|
$ |
18,051 |
|
Royalties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexico |
|
$ |
43,008 |
|
$ |
— |
|
$ |
43,008 |
|
$ |
43,093 |
|
$ |
— |
|
$ |
43,093 |
|
United States |
|
|
42,675 |
|
|
— |
|
|
42,675 |
|
|
34,671 |
|
|
— |
|
|
34,671 |
|
Chile |
|
|
39,508 |
|
|
— |
|
|
39,508 |
|
|
50,733 |
|
|
— |
|
|
50,733 |
|
Canada |
|
|
37,496 |
|
|
— |
|
|
37,496 |
|
|
54,277 |
|
|
— |
|
|
54,277 |
|
Australia |
|
|
8,494 |
|
|
— |
|
|
8,494 |
|
|
8,353 |
|
|
— |
|
|
8,353 |
|
Africa |
|
|
3,075 |
|
|
— |
|
|
3,075 |
|
|
7,943 |
|
|
— |
|
|
7,943 |
|
Other |
|
|
9,659 |
|
|
— |
|
|
9,659 |
|
|
10,883 |
|
|
— |
|
|
10,883 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties |
|
$ |
183,915 |
|
$ |
— |
|
$ |
183,915 |
|
$ |
209,953 |
|
$ |
— |
|
$ |
209,953 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties and streams |
|
$ |
278,019 |
|
$ |
33,450 |
|
$ |
244,569 |
|
$ |
237,162 |
|
$ |
9,158 |
|
$ |
228,004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Taxes
The Company accounts for income taxes in accordance with the guidance of ASC 740. The Company's annual tax rate is based on income, statutory tax rates in effect and tax planning opportunities available to us in the various jurisdictions in which the Company operates. Significant judgment is required in determining the annual tax expense, current tax assets and liabilities, deferred tax assets and liabilities, and our future taxable income, both as a whole and in various tax jurisdictions, for purposes of assessing our ability to realize future benefit from our deferred tax assets. Actual income taxes could vary from these estimates due to future changes in income tax law, significant changes in the jurisdictions in which we operate or unpredicted results from the final determination of each year's liability by taxing authorities.
The Company's deferred income taxes reflect the impact of temporary differences between the reported amounts of assets and liabilities for financial reporting purposes and such amounts measured by tax laws and regulations. In evaluating the realizability of the deferred tax assets, management considers both positive and negative evidence that may exist, such as earnings history, reversal of taxable temporary differences, forecasted operating earnings and available tax planning strategies in each tax jurisdiction. A valuation allowance may be established to reduce our deferred tax assets to the amount that is considered more likely than not to be realized through the generation of future taxable income and other tax planning strategies.
The Company has asserted the indefinite reinvestment of certain foreign subsidiary earnings as determined by management's judgment about and intentions concerning the future operations of the Company. As a result, the Company does not record a U.S. deferred tax liability for the excess of the book basis over the tax basis of its investments in foreign corporations to the extent that the basis difference results from earnings that meet the indefinite reversal criteria. Refer to Note 11 for further discussion on our assertion.
The Company's operations may involve dealing with uncertainties and judgments in the application of complex tax regulations in multiple jurisdictions. The final taxes paid are dependent upon many factors, including negotiations with taxing authorities in various jurisdictions and resolution of disputes arising from federal, state, and international tax audits. The Company recognizes potential liabilities and records tax liabilities for anticipated tax audit issues in the United States and other tax jurisdictions based on its estimate of whether, and the extent to which, additional taxes will be due. The Company adjusts these reserves in light of changing facts and circumstances, such as the progress of a tax audit; however, due to the complexity of some of these uncertainties, the ultimate resolution could result in a payment that is materially different from our current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense in the period which they are determined. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense.
Comprehensive (Loss) Income
In addition to net income, comprehensive (loss) income includes changes in equity during a period associated with cumulative unrealized changes in the fair value of marketable securities held for sale, net of tax effects.
Earnings per Share
Basic earnings per share is computed by dividing net income available to Royal Gold common stockholders by the weighted average number of outstanding common shares for the period, considering the effect of participating securities, and include the outstanding exchangeable shares. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts that may require issuance of common shares were converted. Diluted earnings per share is computed by dividing net income available to common stockholders by the diluted weighted average number of common shares outstanding, including outstanding exchangeable shares, during each fiscal year.
Reclassification
Certain amounts in the prior period financial statements have been reclassified for comparative purposes to conform with the presentation in the current period financial statements. Reclassified amounts were not material to the financial statements.
Recently Adopted Accounting Standards
In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") guidance related to debt issuance costs. This update simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the updated guidance. Early adoption is permitted and the Company elected to early adopt this guidance as of June 30, 2016, and the effects of the updated guidance were applied retrospectively to our fiscal year ended June 30, 2015. The effect of the change in accounting principle as of June 30, 2016 and 2015, was that $7.4 million and $8.2 million, respectively, of our debt issuance costs have been reclassified from Other assets to Debt on the Company's consolidated financial statements.
In February 2015, ASU guidance was issued related to consolidations. This update affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. This update makes some targeted changes to current consolidation guidance and impacts both the voting and the variable interest consolidation models. In particular, the update will change how companies determine whether limited partnerships or similar entities are variable interest entities ("VIEs"). The Company adopted the updated guidance as of June 30, 2016. The effects of the adoption had no impact on the Company's consolidated financial statements.
In November 2015, the FASB issued guidance on the presentation of deferred income taxes that requires deferred tax assets and liabilities, along with related valuation allowances, to be classified as non-current on the balance sheet. As a result, each tax jurisdiction will now only have one net non-current deferred tax asset or liability. The new guidance does not change the existing requirement that prohibits offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. The Company adopted the updated guidance as of June 30, 2016, on a prospective basis and it only resulted in a change of presentation of the deferred taxes on our consolidated balances sheet. The change in accounting principle was not retrospectively applied to prior period balances.
Recently Issued Accounting Standards
In March 2016, the FASB issued ASU guidance to simplify several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation with actual forfeitures as they occur, as well as certain classifications on the statement of cash flows. The new guidance is effective for the Company's fiscal year beginning July 1, 2017. Early adoption is permitted, as long as all of the amendments are adopted in the same period. We are currently evaluating the impact this guidance will have on our consolidated financial statements and footnote disclosures.
In February 2016, the FASB issued ASU guidance which changes the accounting for leases. The new guidance is effective for the Company's fiscal year beginning July 1, 2019, and early adoption is permitted. We are currently evaluating the impact, if any, this guidance will have on our consolidated financial statements and footnote disclosures.
In January 2016, the FASB issued ASU guidance on the recognition and measurement of financial instruments. The amended guidance requires, among other things that equity securities classified as available-for-sale be measured at fair value with changes in fair value recognized in net income rather than other comprehensive (loss) income as required under previous guidance. The new guidance is effective for the Company's fiscal year beginning July 1, 2018. We are currently evaluating the impact this guidance will have on our consolidated financial statements.
In May 2014, the FASB issued ASU guidance for the recognition of revenue from contracts with customers. Subsequent to the issuance of this ASU guidance, the FASB issued additional related ASU's on revenue recognition. The effective date and transition requirements for all of these ASU's are the same. Specifically, the guidance under these ASU's is to be applied using a full retrospective method or a modified retrospective method, as described in the guidance, and is effective for the Company's fiscal year beginning July 1, 2018. The Company is currently evaluating the level of effort needed to implement the guidance, evaluating the provisions of each new guidance, and assessing their impact on the Company's consolidated financial statements and disclosures, as well as which transitions method we intend to use.
|
|
|
As of June 30, 2016 |
|
As of June 30, 2015 |
|
||||||||||||||
|
|
Stream |
|
Royalty |
|
Total stream |
|
Stream |
|
Royalty |
|
Total stream |
|
||||||
Canada |
|
$ |
809,692 |
|
$ |
228,566 |
|
$ |
1,038,258 |
|
$ |
823,091 |
|
$ |
251,688 |
|
$ |
1,074,779 |
|
Chile |
|
|
369,896 |
|
|
453,629 |
|
|
823,525 |
|
|
— |
|
|
653,019 |
|
|
653,019 |
|
Dominican Republic |
|
|
588,502 |
|
|
— |
|
|
588,502 |
|
|
— |
|
|
— |
|
|
— |
|
Mexico |
|
|
— |
|
|
118,899 |
|
|
118,899 |
|
|
— |
|
|
131,742 |
|
|
131,742 |
|
United States |
|
|
— |
|
|
102,385 |
|
|
102,385 |
|
|
— |
|
|
110,286 |
|
|
110,286 |
|
Africa |
|
|
88,596 |
|
|
697 |
|
|
89,293 |
|
|
— |
|
|
12,760 |
|
|
12,760 |
|
Australia |
|
|
— |
|
|
42,547 |
|
|
42,547 |
|
|
— |
|
|
50,119 |
|
|
50,119 |
|
Other |
|
|
12,029 |
|
|
32,649 |
|
|
44,678 |
|
|
8,183 |
|
|
42,720 |
|
|
50,903 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,868,715 |
|
$ |
979,372 |
|
$ |
2,848,087 |
|
$ |
831,274 |
|
$ |
1,252,334 |
|
$ |
2,083,608 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended June 30, 2016 |
|
Fiscal Year Ended June 30, 2015 |
|
||||||||||||||
|
|
Revenue |
|
Cost of |
|
Net |
|
Revenue |
|
Cost of |
|
Net |
|
||||||
Streams: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
$ |
125,755 |
|
$ |
47,417 |
|
$ |
78,338 |
|
$ |
94,104 |
|
$ |
33,450 |
|
$ |
60,654 |
|
Chile |
|
|
49,243 |
|
|
7,280 |
|
|
41,963 |
|
|
— |
|
|
— |
|
|
— |
|
Dominican Republic |
|
|
39,684 |
|
|
11,625 |
|
|
28,059 |
|
|
— |
|
|
— |
|
|
— |
|
Africa |
|
|
23,346 |
|
|
4,657 |
|
|
18,689 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total streams |
|
$ |
238,028 |
|
$ |
70,979 |
|
$ |
167,049 |
|
$ |
94,104 |
|
$ |
33,450 |
|
$ |
60,654 |
|
Royalties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexico |
|
$ |
35,267 |
|
$ |
— |
|
$ |
35,267 |
|
$ |
43,008 |
|
$ |
— |
|
$ |
43,008 |
|
United States |
|
|
35,483 |
|
|
— |
|
|
35,483 |
|
|
42,675 |
|
|
— |
|
|
42,675 |
|
Canada |
|
|
30,676 |
|
|
— |
|
|
30,676 |
|
|
37,496 |
|
|
— |
|
|
37,496 |
|
Chile |
|
|
84 |
|
|
— |
|
|
84 |
|
|
39,508 |
|
|
— |
|
|
39,508 |
|
Australia |
|
|
10,462 |
|
|
— |
|
|
10,462 |
|
|
8,494 |
|
|
— |
|
|
8,494 |
|
Africa |
|
|
1,868 |
|
|
— |
|
|
1,868 |
|
|
3,075 |
|
|
— |
|
|
3,075 |
|
Other |
|
|
7,922 |
|
|
— |
|
|
7,922 |
|
|
9,659 |
|
|
— |
|
|
9,659 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties |
|
$ |
121,762 |
|
$ |
— |
|
$ |
121,762 |
|
$ |
183,915 |
|
$ |
— |
|
$ |
183,915 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties and streams |
|
$ |
359,790 |
|
$ |
70,979 |
|
$ |
288,811 |
|
$ |
278,019 |
|
$ |
33,450 |
|
$ |
244,569 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended June 30, 2015 |
|
Fiscal Year Ended June 30, 2014 |
|
||||||||||||||
|
|
Revenue |
|
Cost of |
|
Net |
|
Revenue |
|
Cost of |
|
Net |
|
||||||
Streams: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
$ |
94,104 |
|
$ |
33,450 |
|
$ |
60,654 |
|
$ |
27,209 |
|
$ |
9,158 |
|
$ |
18,051 |
|
Royalties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexico |
|
$ |
43,008 |
|
$ |
— |
|
$ |
43,008 |
|
$ |
43,093 |
|
$ |
— |
|
$ |
43,093 |
|
United States |
|
|
42,675 |
|
|
— |
|
|
42,675 |
|
|
34,671 |
|
|
— |
|
|
34,671 |
|
Chile |
|
|
39,508 |
|
|
— |
|
|
39,508 |
|
|
50,733 |
|
|
— |
|
|
50,733 |
|
Canada |
|
|
37,496 |
|
|
— |
|
|
37,496 |
|
|
54,277 |
|
|
— |
|
|
54,277 |
|
Australia |
|
|
8,494 |
|
|
— |
|
|
8,494 |
|
|
8,353 |
|
|
— |
|
|
8,353 |
|
Africa |
|
|
3,075 |
|
|
— |
|
|
3,075 |
|
|
7,943 |
|
|
— |
|
|
7,943 |
|
Other |
|
|
9,659 |
|
|
— |
|
|
9,659 |
|
|
10,883 |
|
|
— |
|
|
10,883 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties |
|
$ |
183,915 |
|
$ |
— |
|
$ |
183,915 |
|
$ |
209,953 |
|
$ |
— |
|
$ |
209,953 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total royalties and streams |
|
$ |
278,019 |
|
$ |
33,450 |
|
$ |
244,569 |
|
$ |
237,162 |
|
$ |
9,158 |
|
$ |
228,004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2016 (Amounts in thousands): |
|
Cost |
|
Accumulated |
|
Impairments |
|
Net |
|
||||
Production stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Mount Milligan |
|
$ |
783,046 |
|
$ |
(74,060 |
) |
$ |
— |
|
$ |
708,986 |
|
Pueblo Viejo |
|
|
610,404 |
|
|
(21,902 |
) |
|
— |
|
|
588,502 |
|
Andacollo |
|
|
388,182 |
|
|
(18,286 |
) |
|
— |
|
|
369,896 |
|
Wassa and Prestea |
|
|
96,413 |
|
|
(7,816 |
) |
|
— |
|
|
88,597 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total production stage stream interests |
|
|
1,878,045 |
|
|
(122,064 |
) |
|
— |
|
|
1,755,981 |
|
Production stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Voisey's Bay |
|
|
205,724 |
|
|
(85,671 |
) |
|
— |
|
|
120,053 |
|
Peñasquito |
|
|
99,172 |
|
|
(29,898 |
) |
|
— |
|
|
69,274 |
|
Holt |
|
|
34,612 |
|
|
(17,124 |
) |
|
— |
|
|
17,488 |
|
Cortez |
|
|
10,630 |
|
|
(10,000 |
) |
|
— |
|
|
630 |
|
Other |
|
|
531,735 |
|
|
(342,460 |
) |
|
(18,605 |
) |
|
170,670 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total production stage royalty interests |
|
|
881,873 |
|
|
(485,153 |
) |
|
(18,605 |
) |
|
378,115 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production stage stream and royalty interests |
|
|
2,759,918 |
|
|
(607,217 |
) |
|
(18,605 |
) |
|
2,134,096 |
|
Development stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rainy River |
|
|
100,706 |
|
|
— |
|
|
— |
|
|
100,706 |
|
Other |
|
|
87,883 |
|
|
(153 |
) |
|
(75,702 |
) |
|
12,028 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage stream interests |
|
|
188,589 |
|
|
(153 |
) |
|
(75,702 |
) |
|
112,734 |
|
Development stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pascua-Lama |
|
|
380,657 |
|
|
— |
|
|
— |
|
|
380,657 |
|
Other |
|
|
66,414 |
|
|
— |
|
|
— |
|
|
66,414 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage royalty interests |
|
|
447,071 |
|
|
— |
|
|
— |
|
|
447,071 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Development stage stream and royalty interests |
|
|
635,660 |
|
|
(153 |
) |
|
(75,702 |
) |
|
559,805 |
|
Exploration stage royalty interests |
|
|
155,997 |
|
|
— |
|
|
(1,811 |
) |
|
154,186 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stream and royalty interests |
|
$ |
3,551,575 |
|
$ |
(607,370 |
) |
$ |
(96,118 |
) |
$ |
2,848,087 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2015 (Amounts in thousands): |
|
Cost |
|
Accumulated |
|
Impairments |
|
Net |
|
||||
Production stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Mount Milligan |
|
$ |
783,046 |
|
$ |
(35,195 |
) |
$ |
— |
|
$ |
747,851 |
|
Production stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Andacollo |
|
|
272,998 |
|
|
(65,467 |
) |
|
— |
|
|
207,531 |
|
Voisey's Bay |
|
|
150,138 |
|
|
(76,141 |
) |
|
— |
|
|
73,997 |
|
Peñasquito |
|
|
99,172 |
|
|
(24,555 |
) |
|
— |
|
|
74,617 |
|
Mulatos |
|
|
48,092 |
|
|
(32,313 |
) |
|
|
|
|
15,779 |
|
Holt |
|
|
34,612 |
|
|
(13,950 |
) |
|
— |
|
|
20,662 |
|
Robinson |
|
|
17,825 |
|
|
(12,748 |
) |
|
|
|
|
5,077 |
|
Cortez |
|
|
10,630 |
|
|
(9,933 |
) |
|
— |
|
|
697 |
|
Other |
|
|
495,763 |
|
|
(265,727 |
) |
|
(27,586 |
) |
|
202,450 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total production stage royalty interests |
|
|
1,129,230 |
|
|
(500,834 |
) |
|
(27,586 |
) |
|
600,810 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production stage stream and royalty interests |
|
|
1,912,276 |
|
|
(536,029 |
) |
|
(27,586 |
) |
|
1,348,661 |
|
Development stage stream interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Phoenix Gold |
|
|
75,843 |
|
|
— |
|
|
— |
|
|
75,843 |
|
Other |
|
|
8,183 |
|
|
— |
|
|
(603 |
) |
|
7,580 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage stream interests |
|
|
84,026 |
|
|
— |
|
|
(603 |
) |
|
83,423 |
|
Development stage royalty interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pascua-Lama |
|
|
372,105 |
|
|
— |
|
|
— |
|
|
372,105 |
|
Other |
|
|
67,017 |
|
|
— |
|
|
— |
|
|
67,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total development stage royalty interests |
|
|
439,122 |
|
|
— |
|
|
— |
|
|
439,122 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Development stage stream and royalty interests |
|
|
523,148 |
|
|
— |
|
|
(603 |
) |
|
522,545 |
|
Exploration stage royalty interests |
|
|
212,552 |
|
|
|
|
|
(150 |
|
|
212,402 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stream and royalty interests |
|
$ |
2,647,976 |
|
$ |
(536,029 |
) |
$ |
(28,339 |
) |
$ |
2,083,608 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Phoenix Gold(1) |
|
$ |
75,702 |
|
$ |
— |
|
$ |
— |
|
Inata(2) |
|
|
11,982 |
|
|
— |
|
|
— |
|
Wolverine(2) |
|
|
5,307 |
|
|
25,967 |
|
|
— |
|
Other |
|
|
3,127 |
|
|
2,372 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
Total impairment of stream and royalty interests |
|
$ |
96,118 |
|
$ |
28,339 |
|
$ |
— |
|
Inata royalty receivable |
|
|
2,855 |
|
|
— |
|
|
— |
|
Wolverine royalty receivable |
|
|
(385 |
) |
|
2,996 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
Total impairment of stream and royalty interests and royalty receivables |
|
$ |
98,588 |
|
$ |
31,335 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Included in Other development stage stream interests in the above stream and royalty interests table. |
(2) |
Included in Other production stage royalty interests in the above stream and royalty interests table. |
|
|
|
As of June 30, 2016 |
|
||||||||||
|
|
(Amounts in thousands) |
|
||||||||||
|
|
|
|
Unrealized |
|
|
|
||||||
|
|
Cost Basis |
|
Fair Value |
|
||||||||
|
|
Gain |
|
Loss |
|
||||||||
Non-current: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Seabridge |
|
$ |
— |
|
|
— |
|
|
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2015 |
|
||||||||||
|
|
(Amounts in thousands) |
|
||||||||||
|
|
|
|
Unrealized |
|
|
|
||||||
|
|
Cost Basis |
|
Gain |
|
Loss |
|
Fair Value |
|
||||
Non-current: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Seabridge |
|
$ |
9,565 |
|
|
— |
|
|
(3,292 |
) |
$ |
6,273 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
9,565 |
|
$ |
— |
|
$ |
(3,292 |
) |
$ |
6,273 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2016 |
|
As of June 30, 2015 |
|
||||||||||||||||||||
|
|
Principal |
|
Unmortized |
|
Debt |
|
Total |
|
Principal |
|
Unmortized |
|
Debt |
|
Total |
|
||||||||
|
|
(Amounts in thousands) |
|
(Amounts in thousands) |
|
||||||||||||||||||||
Convertible notes due 2019 |
|
$ |
370,000 |
|
$ |
(36,943 |
) |
$ |
(3,934 |
) |
$ |
329,123 |
|
$ |
370,000 |
|
$ |
(47,890 |
) |
$ |
(5,180 |
) |
$ |
316,930 |
|
Revolving credit facility |
|
|
275,000 |
|
|
— |
|
|
(3,438 |
) |
|
271,562 |
|
|
— |
|
|
— |
|
|
(3,061 |
) |
|
(3,061 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total debt |
|
$ |
645,000 |
|
$ |
(36,943 |
) |
$ |
(7,372 |
) |
$ |
600,685 |
|
$ |
370,000 |
|
$ |
(47,890 |
) |
$ |
(8,241 |
) |
$ |
313,869 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Stream interests |
|
$ |
238,028 |
|
$ |
94,104 |
|
$ |
27,209 |
|
Royalty interests |
|
|
121,762 |
|
|
183,915 |
|
|
209,953 |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
$ |
359,790 |
|
$ |
278,019 |
|
$ |
237,162 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Fiscal Years Ended |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Stock options |
|
$ |
454 |
|
$ |
417 |
|
$ |
468 |
|
Stock appreciation rights |
|
|
1,687 |
|
|
1,422 |
|
|
1,305 |
|
Restricted stock |
|
|
3,686 |
|
|
2,511 |
|
|
3,110 |
|
Performance stock |
|
|
4,212 |
|
|
791 |
|
|
(2,303 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total stock-based compensation expense |
|
$ |
10,039 |
|
$ |
5,141 |
|
$ |
2,580 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock Options |
|
SSARs |
|
||||||||||||||
|
|
2016 |
|
2015 |
|
2014 |
|
2016 |
|
2015 |
|
2014 |
|
||||||
Weighted-average expected volatility |
|
|
36.9 |
% |
|
37.3 |
% |
|
43.6 |
% |
|
36.9 |
% |
|
36.6 |
% |
|
41.3 |
% |
Weighted-average expected life in years |
|
|
5.5 |
|
|
5.5 |
|
|
5.5 |
|
|
5.4 |
|
|
5.3 |
|
|
4.8 |
|
Weighted-average dividend yield |
|
|
1.06 |
% |
|
1.00 |
% |
|
1.00 |
% |
|
1.00 |
% |
|
1.00 |
% |
|
1.00 |
% |
Weighted-average risk free interest rate |
|
|
1.6 |
% |
|
1.7 |
% |
|
1.7 |
% |
|
1.6 |
% |
|
1.7 |
% |
|
1.5 |
% |
|
|
Number of |
|
Weighted- |
|
Weighted- |
|
Aggregate |
|
||||
Outstanding at July 1, 2015 |
|
|
96,155 |
|
$ |
59.28 |
|
|
|
|
|
|
|
Granted |
|
|
25,437 |
|
$ |
55.71 |
|
|
|
|
|
|
|
Exercised |
|
|
(2,500 |
) |
$ |
28.78 |
|
|
|
|
|
|
|
Forfeited |
|
|
(1,269 |
) |
$ |
69.94 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at June 30, 2016 |
|
|
117,823 |
|
$ |
59.04 |
|
|
6.4 |
|
$ |
1,632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at June 30, 2016 |
|
|
73,366 |
|
$ |
57.46 |
|
|
5.1 |
|
$ |
1,129 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
Weighted- |
|
Weighted- |
|
Aggregate |
|
||||
Outstanding at July 1, 2015 |
|
|
277,118 |
|
$ |
63.91 |
|
|
|
|
|
|
|
Granted |
|
|
97,817 |
|
$ |
56.54 |
|
|
|
|
|
|
|
Exercised |
|
|
(7,000 |
) |
$ |
30.96 |
|
|
|
|
|
|
|
Forfeited |
|
|
(130 |
) |
$ |
62.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at June 30, 2016 |
|
|
367,805 |
|
$ |
62.58 |
|
|
7.1 |
|
$ |
3,861 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at June 30, 2016 |
|
|
194,863 |
|
$ |
62.24 |
|
|
5.7 |
|
$ |
2,106 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
Weighted- |
|
||
Non-vested at July 1, 2015 |
|
|
200,325 |
|
$ |
66.52 |
|
Granted |
|
|
48,422 |
|
$ |
45.63 |
|
Vested |
|
|
(10,781 |
) |
$ |
75.06 |
|
Expired |
|
|
(23,750 |
) |
$ |
49.66 |
|
Forfeited |
|
|
(4,038 |
) |
$ |
35.15 |
|
|
|
|
|
|
|
|
|
Non-vested at June 30, 2016 |
|
|
210,178 |
|
$ |
63.78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
Weighted- |
|
||
Non-vested at July 1, 2015 |
|
|
154,807 |
|
$ |
66.23 |
|
Granted |
|
|
73,187 |
|
$ |
56.25 |
|
Vested |
|
|
(51,472 |
) |
$ |
61.54 |
|
Forfeited |
|
|
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
Non-vested at June 30, 2016 |
|
|
176,522 |
|
$ |
63.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(in thousands, except share data) |
|
|||||||
Net (loss) income available to Royal Gold common stockholders |
|
$ |
(77,149 |
) |
$ |
51,965 |
|
$ |
62,641 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares for basic EPS |
|
|
65,074,455 |
|
|
65,007,861 |
|
|
64,909,149 |
|
Effect of other dilutive securities |
|
|
— |
|
|
117,312 |
|
|
117,107 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares for diluted EPS |
|
|
65,074,455 |
|
|
65,125,173 |
|
|
65,026,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic (loss) earnings per share |
|
$ |
(1.18 |
) |
$ |
0.80 |
|
$ |
0.96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted (loss) earnings per share |
|
$ |
(1.18 |
) |
$ |
0.80 |
|
$ |
0.96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
United States |
|
$ |
(230 |
) |
$ |
17,569 |
|
$ |
17,033 |
|
Foreign |
|
|
(21,528 |
) |
|
44,675 |
|
|
65,894 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(21,758 |
) |
$ |
62,244 |
|
$ |
82,927 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Current: |
|
|
|
|
|
|
|
|
|
|
Federal |
|
$ |
45,878 |
|
$ |
22,418 |
|
$ |
(3,663 |
) |
State |
|
|
135 |
|
|
(36 |
) |
|
334 |
|
Foreign |
|
|
19,650 |
|
|
14,835 |
|
|
30,950 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
65,663 |
|
$ |
37,217 |
|
$ |
27,621 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred and others: |
|
|
|
|
|
|
|
|
|
|
Federal |
|
$ |
(6,986 |
) |
$ |
(5,506 |
) |
$ |
(4,122 |
) |
State |
|
|
(78 |
) |
|
(49 |
) |
|
(26 |
) |
Foreign |
|
|
2,081 |
|
|
(22,096 |
) |
|
(4,018 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(4,983 |
) |
$ |
(27,651 |
) |
$ |
(8,166 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total income tax expense |
|
$ |
60,680 |
|
$ |
9,566 |
|
$ |
19,455 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended June 30, |
|
|||||||
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Total expense computed by applying federal rates |
|
$ |
(7,615 |
) |
$ |
21,786 |
|
$ |
29,024 |
|
State and provincial income taxes, net of federal benefit |
|
|
(1 |
) |
|
25 |
|
|
334 |
|
Excess depletion |
|
|
(882 |
) |
|
(1,429 |
) |
|
(1,114 |
) |
Estimates for uncertain tax positions |
|
|
1,866 |
|
|
1,404 |
|
|
(7,386 |
) |
Statutory tax attributable to non-controlling interest |
|
|
1,838 |
|
|
(211 |
) |
|
(293 |
) |
Effect of foreign earnings |
|
|
61,576 |
|
|
6,536 |
|
|
1,141 |
|
Effect of foreign earnings indefinitely reinvested |
|
|
3,406 |
|
|
(7,601 |
) |
|
(1,700 |
) |
Canadian rate adjustment |
|
|
— |
|
|
4,070 |
|
|
— |
|
Chilean tax reform |
|
|
— |
|
|
(2,481 |
) |
|
— |
|
Unrealized foreign exchange gains |
|
|
(2,439 |
) |
|
(10,949 |
) |
|
(367 |
) |
Changes in estimates |
|
|
1,641 |
|
|
(359 |
) |
|
(594 |
) |
Other |
|
|
1,290 |
|
|
(1,225 |
) |
|
410 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
60,680 |
|
$ |
9,566 |
|
$ |
19,455 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016 |
|
2015 |
|
||
|
|
(Amounts in thousands) |
|
||||
Deferred tax assets: |
|
|
|
|
|
|
|
Stock-based compensation |
|
$ |
5,691 |
|
$ |
4,393 |
|
Net operating losses |
|
|
12,385 |
|
|
16,087 |
|
Other |
|
|
4,610 |
|
|
3,904 |
|
|
|
|
|
|
|
|
|
Total deferred tax assets |
|
|
22,686 |
|
|
24,384 |
|
Valuation allowance |
|
|
(2,100 |
) |
|
(4,262 |
) |
|
|
|
|
|
|
|
|
Net deferred tax assets |
|
$ |
20,586 |
|
$ |
20,122 |
|
|
|
|
|
|
|
|
|
Deferred tax liabilities: |
|
|
|
|
|
|
|
Mineral property basis |
|
$ |
(127,337 |
) |
$ |
(133,646 |
) |
Unrealized foreign exchange gains |
|
|
(1,273 |
) |
|
936 |
|
2019 Notes |
|
|
(12,639 |
) |
|
(16,384 |
) |
Other |
|
|
(124 |
) |
|
(1,658 |
) |
|
|
|
|
|
|
|
|
Total deferred tax liabilities |
|
|
(141,373 |
) |
|
(150,752 |
) |
|
|
|
|
|
|
|
|
Total net deferred taxes |
|
$ |
(120,787 |
) |
$ |
(130,630 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Total gross unrecognized tax benefits at beginning of year |
|
$ |
15,130 |
|
$ |
13,725 |
|
$ |
21,166 |
|
Additions / Reductions for tax positions of current year |
|
|
1,866 |
|
|
1,662 |
|
|
(1,052 |
) |
Reductions due to settlements with taxing authorities |
|
|
— |
|
|
(257 |
) |
|
(296 |
) |
Reductions due to lapse of statute of limitations |
|
|
— |
|
|
— |
|
|
(6,093 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total amount of gross unrecognized tax benefits at end of year |
|
$ |
16,996 |
|
$ |
15,130 |
|
$ |
13,725 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016 |
|
2015 |
|
2014 |
|
|||
|
|
(Amounts in thousands) |
|
|||||||
Cash paid during the period for: |
|
|
|
|
|
|
|
|
|
|
Interest |
|
$ |
17,691 |
|
$ |
10,638 |
|
$ |
10,638 |
|
Income taxes, net of refunds |
|
$ |
76,072 |
|
$ |
20,272 |
|
$ |
27,322 |
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|
Dividends declared |
|
$ |
59,388 |
|
$ |
56,715 |
|
$ |
54,049 |
|
|
|
|
At June 30, 2016 |
|
|||||||||||||
|
|
|
|
Fair Value |
|
|||||||||||
|
|
Carrying |
|
|||||||||||||
|
|
Total |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
|||||||
Assets (In thousands): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrants(1) |
|
$ |
2,438 |
|
$ |
2,438 |
|
$ |
— |
|
$ |
2,438 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
|
|
$ |
2,438 |
|
$ |
— |
|
$ |
2,438 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities (In thousands): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt(2) |
|
$ |
410,057 |
|
$ |
390,813 |
|
$ |
390,813 |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
|
$ |
390,813 |
|
$ |
390,813 |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Included in Other assets on the Company's consolidated balance sheets. |
(2) |
Included in the carrying amount is the equity component of our 2019 Notes in the amount of $77 million, which is included within Additional paid-in capital in the Company's consolidated balance sheets. |
|
Operators that contributed greater than 10% of the Company's total revenue for any of fiscal years 2016, 2015 or 2014 were as follows (revenue amounts in thousands):
|
|
Fiscal Year 2016 |
|
Fiscal Year 2015 |
|
Fiscal Year 2014 |
|
||||||||||||
Operator |
|
Revenue |
|
Percentage of |
|
Revenue |
|
Percentage of |
|
Revenue |
|
Percentage of |
|
||||||
Thompson Creek |
|
$ |
125,438 |
|
|
34.9 |
% |
$ |
94,104 |
|
|
33.8 |
% |
$ |
27,209 |
|
|
11.5 |
% |
Barrick |
|
|
49,683 |
|
|
13.8 |
% |
|
24,849 |
|
|
8.9 |
% |
|
19,456 |
|
|
8.2 |
% |
Teck |
|
|
49,243 |
|
|
13.7 |
% |
|
38,033 |
|
|
13.7 |
% |
|
48,777 |
|
|
20.6 |
% |
|
|
|
Revenue |
|
Operating |
|
Net (loss) income |
|
Basic (loss) |
|
Diluted (loss) |
|
|||||
|
|
(Amounts in thousands except per share data) |
|
|||||||||||||
Fiscal year 2016 quarter-ended: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30 |
|
$ |
74,056 |
|
$ |
21,185 |
|
$ |
(45,046 |
) |
$ |
(0.69 |
) |
$ |
(0.69 |
) |
December 31 |
|
|
98,118 |
|
|
27,173 |
|
|
15,114 |
|
|
0.23 |
|
|
0.23 |
|
March 31 |
|
|
93,487 |
|
|
(72,058 |
) |
|
(67,656 |
) |
|
(1.04 |
) |
|
(1.04 |
) |
June 30 |
|
|
94,129 |
|
|
28,516 |
|
|
20,439 |
|
|
0.32 |
|
|
0.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
359,790 |
|
$ |
4,816 |
|
$ |
(77,149 |
) |
$ |
(1.18 |
) |
$ |
(1.18 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Fiscal year 2015 quarter-ended: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30 |
|
$ |
69,026 |
|
$ |
29,539 |
|
$ |
18,680 |
|
$ |
0.29 |
|
$ |
0.29 |
|
December 31 |
|
|
61,304 |
|
|
(2,022 |
) |
|
(6,548 |
) |
|
(0.10 |
) |
|
(0.10 |
) |
March 31 |
|
|
74,110 |
|
|
32,150 |
|
|
25,014 |
|
|
0.38 |
|
|
0.38 |
|
June 30 |
|
|
73,579 |
|
|
27,568 |
|
|
14,819 |
|
|
0.23 |
|
|
0.23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
278,019 |
|
$ |
87,235 |
|
$ |
51,965 |
|
$ |
0.80 |
|
$ |
0.80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|