RGLD 10-K Annual Report June 30, 2018 | Alphaminr
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RGLD 10-K Fiscal year ended June 30, 2018

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ROYAL GOLD INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosure About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Restated Certificate of Incorporation, as amended (filed as Exhibit3.1 to the Companys Quarterly Report on Form 10-Q filed on May 3, 2018 and incorporated herein by reference) 3.2 Amended and Restated Bylaws, as amended on August28, 2014 (filed as Exhibit3.1 to the Companys Current Report on Form8K on September4, 2014 and incorporated herein by reference) 3.3 Amended and Restated Certificate of Designations of SeriesA Junior Participating Preferred Stock of Royal Gold,Inc. (filed as Exhibit3.1 to the Companys Current Report on Form8K on September10, 2007 and incorporated herein by reference) 3.4 Certificate of Designations, Preferences and Rights of the Special Voting Preferred Stock of Royal Gold,Inc. (filed as Exhibit4.1 to the Companys Current Report on Form8K on February23, 2010 and incorporated herein by reference) 4.1 AppendixI to ScheduleB of the Amended and Restated Arrangement Agreement, dated January15, 2010, among Royal Gold,Inc., RG ExchangecoInc. (formerly, 7296355 CanadaLtd.) and International Royalty Corporation (filed as Exhibit2.1 to the Companys Current Report on Form8K on January22, 2010 and incorporated herein by reference) 4.2 Indenture among Royal Gold,Inc., Wells Fargo Bank, National Association and Computershare Trust Company of Canada, dated June20, 2012 (filed as Exhibit4.1 to the Companys Current Report on Form8K on June20, 2012 and incorporated herein by reference) 4.3 Supplemental Indenture among Royal Gold,Inc., Wells Fargo Bank, National Association and Computershare Trust Company of Canada, dated June20, 2012 (filed as Exhibit4.2 to the Companys Current Report on Form8K on June20, 2012 and incorporated herein by reference) 4.4 Form of common stock certificate (filed as Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q on May 3, 2018 and incorporated herein by reference) 10.1 2004 Omnibus LongTerm Incentive Plan, as amended (filed as Exhibit10.1 to Royal Golds Current Report on Form 8-K filed on September 3, 2013 and incorporated herein by reference) 10.2 2015 Omnibus LongTerm Incentive Plan (filed as Exhibit10.1 to Royal Golds Current Report on Form8K filed on November16, 2015 and incorporated herein by reference) 10.3 2015 Omnibus LongTerm Incentive Plan, as amended (filed as Exhibit4.2 to Royal Golds Registration Statement on Form S-8 filed on July 20, 2017 and incorporated herein by reference) 10.4 Royal Gold Deferred Compensation Plan for Non-Employee Directors (filed as Exhibit 4.1 to Royal Golds Registration Statement on Form S-8 filed on July 20, 2017 and incorporated herein by reference) 10.5 Formof Employment Agreement by and between Royal Gold,Inc. and Tony Jensen (filed as Exhibit10.1 to Royal Golds Current Report on Form8K filed on July 8, 2016 and incorporated herein by reference) 10.6 Formof Employment Agreement by and between Royal Gold,Inc. and each of the following: Karli Anderson, William Heissenbuttel, Mark Isto, Bruce Kirchhoff and Stefan Wenger (filed as Exhibit10.2 to Royal Golds Current Report on Form8K filed on July 8, 2016 and incorporated herein by reference) 10.7 Form of First Amendment to Employment Agreement by and between Royal Gold, Inc. and each of the following:Karli Anderson, William Heissenbuttel, Mark Isto, Tony Jensen, Bruce Kirchhoff and Stefan Wenger (filed as Exhibit10.1 to Royal Golds Quarterly Report on Form10Q filed on February 8, 2018 and incorporated herein by reference) 10.8 Formof Amended and Restated Indemnification Agreement (filed as Exhibit10.1 to the Companys Current Report on Form8K on September4, 2014 and incorporated herein by reference) 10.9 Form of Restricted Stock Unit Agreement under Royal Golds 2015 Omnibus Long-Term Incentive Plan (filed as Exhibit 10.58 to the Companys Annual Report on Form 10-K on August 10, 2017 and incorporated herein by reference) 10.10 Form of Director Restricted Stock Unit Agreement under Royal Golds 2015 Omnibus Long-Term Incentive Plan (filed as Exhibit 10.59 to the Companys Annual Report on Form 10-K on August 10, 2017 and incorporated herein by reference) 10.11 Formof Amendment to Equity Award Agreements under Royal Golds's 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.2 to Royal Golds Quarterly Report on Form10-Q filed on April 27, 2016 and incorporated herein by reference) 10.12 Formof Incentive Stock Option Agreement under Royal Golds 2015 Omnibus LongTerm Incentive Plan (filed as Exhibit 10.57 to the Companys Annual Report on Form 10-K on August 10, 2016 and incorporated herein by reference) 10.13 Formof Restricted Stock Agreement under Royal Gold 2015 Omnibus LongTerm Incentive Plan (filed as Exhibit 10.58 to the Companys Annual Report on Form 10-K on August 10, 2016 and incorporated herein by reference) 10.14 Formof Director Restricted Stock Agreement under Royal Golds 2015 Omnibus LongTerm Incentive Plan (filed as Exhibit 10.59 to the Companys Annual Report on Form 10-K on August 10, 2016 and incorporated herein by reference) 10.15 Formof Performance Share Agreement under Royal Golds 2015 Omnibus LongTerm Incentive Plan (filed as Exhibit 10.60 to the Companys Annual Report on Form 10-K on August 10, 2016 and incorporated herein by reference) 10.16 Formof Stock Appreciation Rights Agreement under Royal Golds 2015 Omnibus LongTerm Incentive Plan (filed as Exhibit 10.61 to the Companys Annual Report on Form 10-K on August 10, 2016 and incorporated herein by reference) 10.17 Formof Incentive Stock Option Agreement (Officer) under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.2 to Royal Golds Current Report on Form8K filed on September3, 2013 and incorporated herein by reference) 10.18 Formof Restricted Stock Agreement (Officer) under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.4 to Royal Golds Current Report on Form8K filed on September3, 2013 and incorporated herein by reference) 10.19 Formof Performance Share Agreement (Officer) under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.5 to Royal Golds Current Report on Form8K filed on September3, 2013 and incorporated herein by reference) 10.20 Formof Stock Appreciation Rights AgreementStock Settled (Officer) under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.6 to Royal Golds Current Report on Form8K filed on September3, 2013 and incorporated herein by reference) 10.21 Formof Incentive Stock Option Agreement under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.2 to Royal Golds Current Report on Form8K filed on November7, 2008 and incorporated herein by reference) 10.22 Formof Nonqualified Stock Option Agreement under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.3 to Royal Golds Current Report on Form8K filed on November7, 2008 and incorporated herein by reference) 10.23 Formof Stock Appreciation Rights Agreement under Royal Golds 2004 Omnibus LongTerm Incentive Plan (filed as Exhibit10.6 to Royal Golds Current Report on Form8K filed on November7, 2008 and incorporated herein by reference) 10.27 Formof Agreement for Assignment of Partnership Interest in Crescent Valley Partners,L.P. (filed as Exhibit10.1 to the Companys Current Report on Form8K on January8, 2014 and incorporated herein by reference) 10.28 Purchase and Sale Agreement for Peasquito and Other Royalties among Minera KennecottS.A. DE C.V., Kennecott Exploration Company and Royal Gold,Inc., dated December28, 2006 (filed as Exhibit10.2 to the Companys Quarterly Report on Form10Q on February9, 2007 and incorporated herein by reference) 10.29 Contract for Assignment of Rights Granted, by Minera Kennecott,S.A. de C.V. Represented in this Agreement by Mr.Dave F. Simpson, and Minera Peasquito,S.A.deC.V., Represented in this Agreement by Attorney, Jose Maria Gallardo Tamayo (filed as Exhibit10.4 to the Companys Quarterly Report on Form10Q on February9, 2007 and incorporated herein by reference) 10.30 Amended and Restated Purchase and Sale Agreement by and among Royal Gold,Inc., RGL Gold AG, Thompson Creek Metals CompanyInc. and Terrane Metals Corp. dated as of December14, 2011 (filed as Exhibit10.1 to the Companys Current Report on Form8K on December15, 2011 and incorporated herein by reference) 10.31 First Amendment to Amended and Restated Purchase and Sale Agreement by and among Royal Gold,Inc., RGLD Gold AG, Thompson Creek Metals CompanyInc. and Terrane Metals Corp. dated as of August8, 2012 (filed as Exhibit10.1 to the Companys Current Report on Form8K on August9, 2012 and incorporated herein by reference) 10.32 Second Amendment to Amended and Restated Purchase and Sale Agreement by and among Royal Gold,Inc., RGLD Gold AG, Thompson Creek Metals CompanyInc. and Terrane Metals Corp. dated as of December11, 2014 (filed as Exhibit10.1 to the Companys Quarterly Report on Form10Q on January29, 2015 and incorporated herein by reference). 10.33 Third Amendment to Amended and Restated Purchase and Sale Agreement, dated October 20, 2016, among RGLD Gold AG, Thompson Creek Metals Company Inc. and Royal Gold, Inc. (filed as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q on November 3, 2016 and incorporated herein by reference) 10.34 Long Term Offtake Agreement, dated July 9 2015, between Compania Minera Teck Carmen de Andacollo and RGLD Gold AG (filed as Exhibit 10.1 to Royal Golds Quarterly Report on Form 10-Q filed on November 5, 2015) 10.35 Precious Metals Purchase and Sale Agreement, dated August 5, 2015, among RGLD Gold AG, BGC Holdings Ltd. and Barrick Gold Corporation (filed as Exhibit 10.3 to Royal Golds Quarterly Report on Form 10-Q filed on November 5, 2015) 10.36 Intercreditor Agreement, dated October 20, 2016, among The Bank of Nova Scotia for the Senior Debt Secured Parties identified therein, RGLD Gold AG and Thompson Creek Metals Company Inc. (filed as Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q on November 3, 2016 and incorporated herein by reference) 10.37 Revolving Facility Credit Agreement, dated June 2, 2017, among Royal Gold, Inc., RG Mexico, Inc., the lenders from time to time party thereto, and HSBC Bank USA, National Association, as administrative agent for the lenders (filed as Exhibit 10.1 to the Companys Current Report on Form 8-K on June 6, 2017 and incorporated herein by reference) 10.38* Revolving Facility Credit Agreement Amendment dated May 15, 2018, among Royal Gold, Inc., RG Royalties (f/k/a RG Mexico, Inc.), Royal Gold International Holdings, Inc., the lenders from time to time party thereto, and the Bank of Nova Scotia, as administrative agent for the lenders 10.39 Pledge Agreement by Royal Gold, Inc. in favor of The Bank of Nova Scotia, dated June 2, 2017 (filed as Exhibit 10.2 to the Companys Current Report on Form 8-K on June 6, 2017 and incorporated herein by reference) 10.40 Pledge Agreement by Royal Gold, Inc. in favor of The Bank of Nova Scotia, dated June 2, 2017 (filed as Exhibit 10.3 to the Companys Current Report on Form 8-K on June 6, 2017 and incorporated herein by reference) 10.41 Share Pledge Agreement by Royal Gold, Inc. in favor of The Bank of Nova Scotia, dated June 2, 2017 (filed as Exhibit 10.4 to the Companys Current Report on Form 8-K on June 6, 2017 and incorporated herein by reference) 10.42* Separation Agreement and Release of Claims dated June 11, 2018 by and between Royal Gold, Inc. and Stefan Wenger 21.1* Royal Gold and Its Subsidiaries 23.1* Consent of Independent Registered Public Accounting Firm 31.1* Certification of President and Chief Executive Officer required by Section302 of the SarbanesOxley Act of 2002 31.2* Certification of Chief Financial Officer required by Section302 of the SarbanesOxley Act of 2002 32.1* Written Statement of the President and Chief Executive Officer pursuant to Section906 of the SarbanesOxley Act of 2002 32.2* Written Statement of the Chief Financial Officer pursuant to Section906 of the SarbanesOxley Act of 2002