Latest news with #Sandstorm
Cision Canada
4 days ago
- Business
- Cision Canada
Sandstorm Gold Royalties Reports Record Operating Results in Second Quarter 2025
VANCOUVER, BC, Aug. 7, 2025 /CNW/ - Sandstorm Gold Ltd. ("Sandstorm Gold Royalties", "Sandstorm" or the "Company") (NYSE: SAND) (TSX: SSL) has released its financial results for the three months ended June 30, 2025 (figures in U.S. dollars unless otherwise indicated). The Company realized another consecutive quarter of record revenue and operating margins, driven by strong commodity prices. Subsequent to quarter-end, Sandstorm entered into a definitive arrangement agreement with Royal Gold, Inc. ("Royal Gold") pursuant to which Royal Gold will acquire all of the issued and outstanding common shares of Sandstorm in an all-share transaction with an implied value of approximately $3.5 billion (the "Sandstorm Transaction"). Second Quarter Financial Highlights Operating highlights include: Record revenue of $51.4 million (compared to $41.4 million for the comparable period in 2024); Production of 15,098 attributable gold equivalent ounces 1 (compared to 17,414 ounces for the comparable period in 2024); Cash flows from operating activities, excluding changes in non-cash working capital 1 of $37.7 million (compared to $32.6 million for the comparable period in 2024); Record cash operating margins 1 of $2,981 per attributable gold equivalent ounce (compared to $2,043 for the comparable period in 2024); and Net income of $16.9 million (compared to net income of $10.5 million for the comparable period in 2024). Royal Gold Offers to Acquire Sandstorm, Forming Industry-Leading Precious Metals Streaming and Royalty Company On July 6, 2025, Sandstorm entered into a definitive arrangement agreement with Royal Gold pursuant to which Royal Gold will acquire all of the issued and outstanding common shares of Sandstorm in an all-share transaction with an implied value of approximately $3.5 billion. Sandstorm shareholders will receive 0.0625 of a share of common stock of Royal Gold for each Sandstorm share held, and on a fully diluted basis, existing Royal Gold and Sandstorm shareholders will own approximately 77% and 23% of the combined company, respectively. Concurrently, Royal Gold entered into a definitive arrangement agreement with Horizon Copper Corp. ("Horizon Copper") pursuant to which Royal Gold will acquire all of the issued and outstanding common shares of Horizon Copper. Upon completion of both transactions, Royal Gold will hold a robust portfolio of 393 streams and royalties (including 80 cash-flowing assets), delivering industry-leading diversification and a compelling growth profile. The Sandstorm Transaction is poised to create significant value for Sandstorm shareholders by delivering multiple benefits: Maintains exposure to Sandstorm's gold-focused, high-quality, long-life royalty and streaming portfolio with significant built-in growth from its principal assets; Daylights intrinsic value of Sandstorm's portfolio, closing the valuation gap between Sandstorm and its mid-tier peers; Attractive premium to the 20-day volume-weighted average price of Sandstorm shares for the period ended July 3, 2025, which continue to trade near 10-year highs; Improves pro-forma portfolio maturity by reducing the relative concentration of development-stage assets through the integration of a larger, more diversified asset base; Enhanced access to institutional investors via an attractive, larger, diversified, gold-focused streaming and royalty company with strong trading liquidity; and Equity participation in a large-scale precious metals streaming and royalty company with significant re-rating potential and proven track record of capital returns. The combined portfolios under Royal Gold are expected to create the world's most diversified, large-scale precious metals streaming and royalty company, hosting a mature, Americas-focused portfolio, with no single asset expected to account for more than 12% of NAV 2. The gold-dominated portfolio is expected to have a 2025 revenue mix of approximately 87% precious metals (with 75% of total revenues from gold 3). Gold-focused growth assets, including MARA, Hod Maden, Great Bear, Platreef, and Warintza, are expected to add significant production growth over the long term. The pro-forma company will host robust cash flows and a strong balance sheet, providing financial strength to reinvest and compete for attractive deals, as demonstrated by Royal Gold's recently announced gold stream on the long-life Kansanshi mine acquired for $1 billion. The larger-scale and increased liquidity of the company is expected to attract a broader investor base, enhancing appeal to institutional investors as a leading North American precious metals streaming and royalty company, potentially driving a premium valuation. Upon satisfaction of customary shareholder, court, and regulatory approvals, the Sandstorm Transaction is expected to close in the fourth quarter of 2025. For more information, refer to the Company's press release dated July 7, 2025. Corporate and Development Asset Highlights Deleveraging Continues Sandstorm made $25 million in net debt repayments during the second quarter as part of the Company's deleveraging efforts. As of August 7, 2025, a balance of $315 million remains outstanding on the Company's revolving credit facility with an undrawn and available balance of $310 million. Platreef Mining Crews Enter Flatreef Orebody Ivanhoe Mines Ltd. ("Ivanhoe") announced in May that, after 30 years of efforts, mining crews at the Platreef mine in South Africa have driven underground development into the high-grade platinum, palladium, rhodium, nickel, gold, and copper Flatreef orebody. The milestone comes as Platreef advances toward commercial production, which Ivanhoe expects later in 2025. Since completing the sinking of Shaft #1 to a depth of 996 metres in 2021, Ivanhoe has completed 5.5 kilometres of tunnels on three levels. The Flatreef orebody was accessed on the 850-metre level and underground development on the 750-metre and 950-metre levels is expected to follow. Ore from the ongoing underground development will be stored at the surface ahead of the first feed of ore into the Phase 1 concentrator in the fourth quarter of 2025. Additionally, Ivanhoe reported that the construction of Shaft #2—Africa's largest hoisting shaft—is advancing well. The completion of Shaft #2 and Shaft #3 (which also continues to advance towards completion in early 2026), will increase total hoisting capacity from the Platreef mine to over 12 million tonnes per annum. Hod Maden Technical Work Continues Ahead of Construction Decision SSR Mining Inc. ("SSR Mining") continues to advance technical work at the Hod Maden gold project in Türkiye ahead of a formal construction decision. Over $40 million in year-to-date funding has been spent at Hod Maden, as the joint venture progresses engineering and initial site establishment efforts. As previously announced by SSR Mining, growth capital expenditures at Hod Maden are expected to total between $60–$100 million in 2025 (on a 100% basis), focused on the continued advancement of initial earthworks and site access activities, including the commencement of road and tunnel development. An initial exploration program is also planned in 2025, focused on potential extensions to the existing deposit and defining new targets. Based on the continued progress of these critical path early-works initiatives, Sandstorm maintains its forecast for first production at Hod Maden in 2028. RIGI Application Progress for MARA Glencore plc ("Glencore") continues to work closely with the Argentine government to progress the application for the MARA copper-gold project under Argentina's Promotional Regime for Large Investment ("RIGI"), which is expected to be submitted in the near term. RIGI aims to provide certainty and legal stability for long-term investments in Argentina by offering tax, customs, legal, and foreign exchange benefits. During the company's recent earnings call, Glencore indicated that the company could make a Formal Investment Decision at MARA as early as 2027, depending on various regulatory approvals, market conditions, and other factors. Production Outlook Based on the Company's existing streams and royalties, attributable gold equivalent ounces are forecasted to be between 65,000 and 80,000 ounces in 2025, which considers a range of commodity price scenarios. The Company's 2025 guidance is sensitive to changes in relative commodity prices, with a ±10% change in both the copper and silver prices relative to the gold price expected to impact attributable gold equivalent ounces by approximately ±1,500 ounces. Long-term, the Company forecasts production to be approximately 150,000 attributable gold equivalent ounces in 2030 when factoring the Company's existing streams and royalties plus the exercise of the Company's exclusive gold stream option on the MARA project in Argentina. Second Quarter Financial Results For the three months ended June 30, 2025, the Company realized record revenue of $51.4 million and sold 15,098 attributable gold equivalent ounces (compared to $41.4 million and 17,414 ounces, respectively, for the comparable period in 2024). Approximately 82% of the Company's gold equivalent production was attributable to precious metals, 11% from copper, and 7% from other commodities. Strong commodity prices continue to drive robust operating results in 2025, specifically from the Company's gold and silver assets. Conversely, the outperformance of gold prices relative to other commodities, particularly copper, contributed to a decrease in attributable gold equivalent ounces sold during the second quarter. Moreover, production at certain key assets within the Company's portfolio is expected to be second-half weighted, including the Chapada copper mine, where attributable production has been impacted by lower-grade stockpiles, and the Greenstone gold mine, which continues to ramp up capacity. Several developments within the Company's royalty portfolio positively impacted revenue during the second quarter, including increased mining activity on the Company's Houndé royalty, continued operational improvements and stronger throughput at Bonikro, and an increase in the Company's Gualcamayo royalty entitlement from 1.0% to 3.0% after the mine exceeded a pre-determined production threshold. Cash flows from operating activities, excluding changes in non-cash working capital were $37.7 million in the second quarter, supported by higher revenue and record cash operating margins of $2,981 per gold equivalent ounce sold. The Company had quarterly net income of $16.9 million, which benefited, in part, from a decrease in financing expense resulting from the continued repayment of the Company's revolving credit facility, which had an outstanding balance of $315 million at June 30, 2025. Stream & Royalty Portfolio Of the 15,098 gold equivalent ounces sold during the second quarter from the Company's diversified streaming and royalty portfolio, approximately 34% of production was attributable to mines located in North America, including 19% attributable to Canadian mines, 45% from South American mines, and 21% from operations in other countries. North America The Greenstone gold mine in Ontario continues to ramp up capacity after achieving commercial production in November 2024. Equinox Gold Corp. ("Equinox Gold") reported 95,723 ounces of gold produced at Greenstone in the first half of 2025 and is now estimating full-year production of between 220,000–260,000 ounces in 2025, which is consistent with Sandstorm's 2025 production guidance. Equinox Gold is implementing a comprehensive Greenstone improvement plan, commencing with the deployment of additional human capital and is expecting continued improvements through the second half of the year. Greenstone mining rates averaged 175,000 tonnes per day in May 2025, representing a 25% increase over first-quarter performance. In May, First Majestic Silver Corp. ("First Majestic") announced the newly identified Santo Niño vein, located approximately 900 metres south of the Santa Elena processing plant in Mexico. The discovery underscores the growing scale and potential of the Santa Elena district, which now hosts four major deposits, including Santa Elena and Santo Niño, which are both located within Sandstorm's stream area of interest. Exploration results from 14 drill intercepts at Santo Niño have returned significant gold and silver grades, and the structure remains open in multiple directions. Follow-up drilling is planned throughout 2025 to further delineate its extent and potential. South America Year-over-year production attributable to the Chapada copper mine in Brazil was impacted in the second quarter by lower recoveries as a result of increased processing of ore from lower-grade stockpiles. Lundin Mining Corporation ("Lundin Mining") is forecasting 2025 copper production of 40,000–45,000 tonnes at Chapada and anticipates production to be weighted to the second half of the year as mine sequencing forecasts the processing of less lower-grade stockpile and more fresh ore. At a recent investor day, Lundin Mining highlighted the Saúva deposit—located 15 kilometres north of the Chapada mine—as the most attractive near-term low capital intensity growth opportunity for the company. Lundin Mining anticipates a two-phase open-pit plan at Saúva with additional underground potential, with Phase 1 targeting an increase in copper production by 50% over four years. A pre-feasibility for Phase 1 is underway and is expected to be complete by the end of 2025. Royalty revenue attributable to the Aurizona mine in Brazil increased year-over-year following the implementation of a modified mine plan as a result of a geotechnical event in the first half of 2024. Equinox Gold is advancing permitting, exploration, and engineering studies related to an expansion at Aurizona that is expected to extend the mine life and increase annual gold production with the development of an underground mine and satellite open pit deposits that would operate concurrently with the existing open pit mine. Lundin Gold Inc. ("Lundin Gold") reported an increase in year-over-year production at the Fruta del Norte mine ("FDN") in Ecuador. Over 256,000 ounces of gold were produced in the first half of 2025, supported by elevated grades. Continued drilling success from the near-mine exploration program at FDN has uncovered two new copper-gold porphyry systems. Positive drill results from the recently discovered Trancaloma target and the newly discovered Sandia target, located approximately 4 kilometres north of Trancaloma. Lundin Gold has successfully confirmed the continuity of at-surface copper-gold mineralization at Trancaloma with further expansion potential. The Sandia discovery, which also hosts mineralization at surface, further defines an emerging and highly prospective porphyry corridor currently delineated as 5 kilometres long adjacent to FDN. In the first half of 2025, oxide production at the Gualcamayo mine in Argentina surpassed 396,000 ounces of gold, triggering an increase to Sandstorm's net smelter returns ("NSR") royalty from 1.0% to 3.0% per the Company's royalty agreements. The increase in royalty rate supported royalty revenues of approximately $1.3 million in the second quarter of 2025. In 2024, the operator of the Gualcamayo mine submitted a $1 billion investment plan to Argentina's Incentive Regime for Large Investment, which encompasses the development of the Gualcamayo Deep Carbonates Project ("DCP"). A Feasibility Study and detailed engineering work for the DCP are currently underway, with completion expected in 2025. In addition to the Company's 3.0% NSR royalty on oxide production at Gualcamayo, Sandstorm holds a 1.5% NSR on production from the DCP, plus a $30 million milestone payment due on commencement of commercial production at the DCP. Other Countries Increased mining activity on Sandstorm's area of interest at the Houndé gold mine in Burkina Faso positively impacted attributable royalty revenue in the second quarter. In the second half of 2025, Endeavour Mining plc ("Endeavour") anticipates ore to be sourced primarily from the Kari West pit, with supplemental ore sourced from the Vindaloo Main and Vindaloo North pits, all of which are located within Sandstorm's royalty. During the first quarter of 2025, Endeavour reported successful infill drilling at the Vindaloo Deeps deposit, where an exploration program continues to focus on delineating the deposit and a possible extension towards the south, with a target to define a large, high-grade maiden underground resource in the first half of 2026. Attributable production from the Bonikro gold mine in Côte d'Ivoire continues to be stronger on a year-over-year basis, driven by increased throughput and operational improvements. Allied Gold Corporation expects production stripping in the first half of 2025 to expose higher-grade material for the second half of 2025 and for the full years 2026 and 2027, leading to robust free cash flows in the coming years. Exploration activities continue at several targets located on Sandstorm's area of interest. Subsequent to quarter end, Sandstorm received its first silver deliveries from the Woodlawn mine in Australia. Develop Global Limited reported that site commissioning is proceeding to plan and ramp-up is in line with the project schedule. Approximately 164,000 tonnes of commissioning ore was treated in the second quarter, while the commissioning stabilization program is well advanced and metal recoveries are tracking in line with the operator's forecasts. Webcast & Conference Call Details A conference call will be held on Friday, August 8, 2025, starting at 8:30am PDT to further discuss the second quarter results. To participate in the conference call, use the following dial-in numbers and conference ID, or join the webcast using the link below: International: (+1) 437-900-0527 North American Toll-Free: (+1) 888-510-2154 Conference ID: 95114 Webcast URL: Notes 1) Sandstorm has included certain performance measures in this press release that do not have any standardized meaning prescribed by International Financial Reporting Standards Accounting Standards as issued by the International Accounting Standards Board ("IFRS Accounting Standards" or "IFRS") including, (i) total sales, royalties, and income from other interests, (ii) attributable gold equivalent ounce, (iii) average cash cost per attributable gold equivalent ounce, (iv) cash operating margin, and (v) cash flows from operating activities excluding changes in non-cash working capital. (i) Total sales, royalties and income from other interests is a non-IFRS financial measure and is calculated by taking total revenue which includes sales and royalty revenue, and adding contractual income relating to royalties, streams and other interests excluding gains and losses on dispositions. The Company presents total sales, royalties and income from other interests as it believes that certain investors use this information to evaluate the Company's performance and ability to generate cash flow in comparison to other streaming and royalty companies in the precious metals mining industry. (ii) Attributable gold equivalent ounce is a non-IFRS financial ratio that uses total sales, royalties, and income from other interests as a component. Attributable gold equivalent ounce is calculated by dividing the Company's total sales, royalties, and income from other interests, less revenue attributable to non-controlling shareholders for the period, by the average realized gold price per ounce from the Company's gold streams for the same respective period. The Company presents attributable gold equivalent ounces as it believes that certain investors use this information to evaluate the Company's performance in comparison to other streaming and royalty companies in the precious metals mining industry that present results on a similar basis. (iii) Average cash cost per attributable gold equivalent ounce is calculated by dividing the Company's cost of sales, excluding depletion by the number of attributable gold equivalent ounces. The Company presents average cash cost per attributable gold equivalent ounce as it believes that certain investors use this information to evaluate the Company's performance and ability to generate cash flow in comparison to other streaming and royalty companies in the precious metals mining industry who present results on a similar basis. (iv) Cash operating margin is calculated by subtracting the average cash cost per attributable gold equivalent ounce from the average realized gold price per ounce from the Company's gold streams. The Company presents cash operating margin as it believes that certain investors use this information to evaluate the Company's performance and ability to generate cash flow in comparison to other streaming and royalty companies in the precious metals mining industry that present results on a similar basis. (v) Cash flows from operating activities excluding changes in non-cash working capital is a non-IFRS financial measure that is calculated by adding back the decrease or subtracting the increase in changes in non-cash working capital to or from cash provided by (used in) operating activities. The Company presents cash flows from operating activities excluding changes in non-cash working capital as it believes that certain investors use this information to evaluate the Company's performance in comparison to other streaming and royalty companies in the precious metals mining industry that present results on a similar basis. Refer to pages 32–34 of the Company's MD&A for the quarter ended June 30, 2025, which is available on SEDAR+ at for a numerical reconciliation of the non-IFRS financial measures described above. The presentation of these non-IFRS financial measures is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate these non-IFRS financial measures differently. 2) Average of available consensus NAV estimates as of June 25, 2025. 3) Assumes a full year contribution in 2025 (excluding Kansanshi gold stream) and metal prices of $3,025 per ounce gold, $32.95 per ounce silver and $4.20 per pound copper. For more information about Sandstorm Gold Royalties, please visit our website at or email us at [email protected]. ABOUT SANDSTORM GOLD ROYALTIES Sandstorm is a precious metals-focused royalty company that provides upfront financing to mining companies and receives the right to a percentage of production from a mine, for the life of the mine. Sandstorm holds a portfolio of approximately 230 royalties, of which 40 of the underlying mines are producing. For more information visit: CAUTIONARY STATEMENTS TO U.S. SECURITYHOLDERS The financial information included or incorporated by reference in this press release or the documents referenced herein has been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, which differs from US generally accepted accounting principles ("US GAAP") in certain material respects, and thus are not directly comparable to financial statements prepared in accordance with US GAAP. This press release and the documents incorporated by reference herein, as applicable, have been prepared in accordance with Canadian standards for the reporting of mineral resource and mineral reserve estimates, which differ from the previous and current standards of the United States securities laws. In particular, and without limiting the generality of the foregoing, the terms "mineral reserve", "proven mineral reserve", "probable mineral reserve", "inferred mineral resources,", "indicated mineral resources," "measured mineral resources" and "mineral resources" used or referenced herein and the documents incorporated by reference herein, as applicable, are Canadian mineral disclosure terms as defined in accordance with Canadian National Instrument 43-101 — Standards of Disclosure for Mineral Projects ("NI 43-101") and the Canadian Institute of Mining, Metallurgy and Petroleum (the "CIM") — CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the "CIM Definition Standards"). For United States reporting purposes, the United States Securities and Exchange Commission (the "SEC") has adopted amendments to its disclosure rules (the "SEC Modernization Rules") to modernize the mining property disclosure requirements for issuers whose securities are registered with the SEC under the Exchange Act, which became effective February 25, 2019. The SEC Modernization Rules more closely align the SEC's disclosure requirements and policies for mining properties with current industry and global regulatory practices and standards, including NI 43-101, and replace the historical property disclosure requirements for mining registrants that were included in SEC Industry Guide 7. Issuers were required to comply with the SEC Modernization Rules in their first fiscal year beginning on or after January 1, 2021. As a foreign private issuer that is eligible to file reports with the SEC pursuant to the multi-jurisdictional disclosure system, the Corporation is not required to provide disclosure on its mineral properties under the SEC Modernization Rules and will continue to provide disclosure under NI 43-101 and the CIM Definition Standards. Accordingly, mineral reserve and mineral resource information contained or incorporated by reference herein may not be comparable to similar information disclosed by United States companies subject to the United States federal securities laws and the rules and regulations thereunder. As a result of the adoption of the SEC Modernization Rules, the SEC now recognizes estimates of "measured mineral resources", "indicated mineral resources" and "inferred mineral resources." In addition, the SEC has amended its definitions of "proven mineral reserves" and "probable mineral reserves" to be "substantially similar" to the corresponding CIM Definition Standards that are required under NI 43-101. While the SEC will now recognize "measured mineral resources", "indicated mineral resources" and "inferred mineral resources", U.S. investors should not assume that all or any part of the mineralization in these categories will be converted into a higher category of mineral resources or into mineral reserves without further work and analysis. Mineralization described using these terms has a greater amount of uncertainty as to its existence and feasibility than mineralization that has been characterized as reserves. Accordingly, U.S. investors are cautioned not to assume that all or any measured mineral resources, indicated mineral resources, or inferred mineral resources that the Company reports are or will be economically or legally mineable without further work and analysis. Further, "inferred mineral resources" have a greater amount of uncertainty and as to whether they can be mined legally or economically. Therefore, U.S. investors are also cautioned not to assume that all or any part of inferred mineral resources will be upgraded to a higher category without further work and analysis. Under Canadian securities laws, estimates of "inferred mineral resources" may not form the basis of feasibility or pre-feasibility studies, except in rare cases. While the above terms are "substantially similar" to CIM Definitions, there are differences in the definitions under the SEC Modernization Rules and the CIM Definition Standards. Accordingly, there is no assurance any mineral reserves or mineral resources that the Company may report as "proven mineral reserves", "probable mineral reserves", "measured mineral resources", "indicated mineral resources" and "inferred mineral resources" under NI 43-101 would be the same had the Company prepared the reserve or resource estimates under the standards adopted under the SEC Modernization Rules or under the prior standards of SEC Industry Guide 7. CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION This press release contains "forward-looking statements", within the meaning of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, the Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation, concerning the business, operations and financial performance and condition of Sandstorm Gold Royalties. Forward-looking statements include, but are not limited to, the completion of the Sandstorm Transaction and the timing thereof, the realization of synergies and expected premiums in connection with the Sandstorm Transaction, the identification of future accretive opportunities, permitting requirements and timelines, the future price of the Royal Gold Shares, the results of any preliminary economic assessment, Pre-Feasibility Study or Feasibility Study, the receipt of required approvals for the Sandstorm Transaction, the availability of the exemption under Section 3(a)(10) of the U.S. Securities Act to the securities issuable pursuant to the Sandstorm Transaction, the future price of gold, silver, copper, iron ore and other metals, the estimation of mineral reserves and resources, realization of mineral reserve estimates, the timing and amount of estimated future production, and the expectation and amount of common shares that the Company may purchase under its Normal Course Issuer Bid. Forward-looking statements can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans", or similar terminology. Forward-looking statements are made based upon certain assumptions and other important factors that, if untrue, could cause the actual results, performances or achievements of Sandstorm Gold Royalties to be materially different from future results, performances or achievements expressed or implied by such statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which Sandstorm Gold Royalties will operate in the future, including the receipt of all required approvals, the price of gold and copper and anticipated costs. Certain important factors that could cause actual results, performances or achievements to differ materially from those in the forward-looking statements include, amongst others, failure to receive necessary approvals, changes in business plans and strategies, market conditions, share price, best use of available cash, gold and other commodity price volatility, discrepancies between actual and estimated production, mineral reserves and resources and metallurgical recoveries, mining operational and development risks relating to the parties which produce the gold or other commodity the Company will purchase, regulatory restrictions, activities by governmental authorities (including changes in taxation), currency fluctuations, the global economic climate, dilution, share price volatility and competition. Forward-looking statements are subject to known and unknown risks, uncertainties and other important factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: the impact of general business and economic conditions, the absence of control over mining operations from which the Company will purchase gold, other commodities or receive royalties from, and risks related to those mining operations, including risks related to international operations, government and environmental regulation, actual results of current exploration activities, conclusions of economic evaluations and changes in project parameters as plans continue to be refined, risks in the marketability of minerals, fluctuations in the price of gold and other commodities, fluctuation in foreign exchange rates and interest rates, stock market volatility, as well as those factors discussed in the section entitled "Risks to Sandstorm" in the Company's annual report for the financial year ended December 31, 2024 and the section entitled "Risk Factors" contained in the Company's annual information form dated March 31, 2025 available at Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements that are contained or incorporated by reference, except in accordance with applicable securities laws.
Cision Canada
7 days ago
- Business
- Cision Canada
Sandstorm Gold Royalties Supports Royal Gold's Acquisition of Kansanshi Gold Stream
VANCOUVER, BC, Aug. 5, 2025 /CNW/ - Sandstorm Gold Ltd. ("Sandstorm Gold Royalties", "Sandstorm" or the "Company") (NYSE: SAND) (TSX: SSL) today acknowledges and supports Royal Gold Inc.'s ("Royal Gold") acquisition of a gold stream on the Kansanshi copper-gold mine for US$1 billion. Royal Gold announced earlier today that the company has entered into a precious metals purchase agreement for gold deliveries referenced to copper production from the Kansanshi copper-gold mine in the North Western Province of Zambia, operated and 80% owned by a subsidiary of First Quantum Minerals Ltd. Royal Gold will fund the gold stream with available cash and the company's revolving credit facility without issuing new shares. For full details, refer to Royal Gold's press release dated August 5, 2025. "Sandstorm is pleased to support Royal Gold's acquisition of the Kansanshi gold stream," commented Nolan Watson, President and CEO of Sandstorm. "Our acquisition agreement with Royal Gold specifically contemplated the potential for a large stream acquisition before closing the Royal Gold/Sandstorm transaction, and we are pleased with today's announcement. Being part of a larger and well-capitalized entity creates the opportunity for Sandstorm shareholders to benefit from exposure to larger acquisitions. The Kansanshi transaction is an excellent example of a cash-flowing stream on a large, long-life mine with current reserves supporting a 20-year mine life from a first-tier operator. The gold stream is expected to add approximately 35,000 to 40,000 ounces per year over the next 10 years, further enhancing the combined portfolio." On July 6, 2025, Sandstorm entered into a definitive arrangement agreement with Royal Gold pursuant to which Royal Gold will acquire all of the issued and outstanding common shares of Sandstorm in an all-share transaction. For more information regarding the proposed acquisition, refer to the Company's press release dated July 7, 2025. ABOUT SANDSTORM GOLD ROYALTIES Sandstorm is a precious metals-focused royalty company that provides upfront financing to mining companies and receives the right to a percentage of production from a mine, for the life of the mine. Sandstorm holds a portfolio of approximately 230 royalties, of which 40 of the underlying mines are producing. Sandstorm plans to grow and diversify its low-cost production profile through the acquisition of additional gold royalties. For more information visit: CAUTIONARY STATEMENTS TO U.S. SECURITYHOLDERS The financial information included or incorporated by reference in this press release or the documents referenced herein has been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, which differs from US generally accepted accounting principles ("US GAAP") in certain material respects, and thus are not directly comparable to financial statements prepared in accordance with US GAAP. This press release and the documents incorporated by reference herein, as applicable, have been prepared in accordance with Canadian standards for the reporting of mineral resource and mineral reserve estimates, which differ from the previous and current standards of the United States securities laws. In particular, and without limiting the generality of the foregoing, the terms "mineral reserve", "proven mineral reserve", "probable mineral reserve", "inferred mineral resources,", "indicated mineral resources," "measured mineral resources" and "mineral resources" used or referenced herein and the documents incorporated by reference herein, as applicable, are Canadian mineral disclosure terms as defined in accordance with Canadian National Instrument 43-101 — Standards of Disclosure for Mineral Projects ("NI 43-101") and the Canadian Institute of Mining, Metallurgy and Petroleum (the "CIM") — CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the "CIM Definition Standards"). For United States reporting purposes, the United States Securities and Exchange Commission (the "SEC") has adopted amendments to its disclosure rules (the "SEC Modernization Rules") to modernize the mining property disclosure requirements for issuers whose securities are registered with the SEC under the Exchange Act, which became effective February 25, 2019. The SEC Modernization Rules more closely align the SEC's disclosure requirements and policies for mining properties with current industry and global regulatory practices and standards, including NI 43-101, and replace the historical property disclosure requirements for mining registrants that were included in SEC Industry Guide 7. Issuers were required to comply with the SEC Modernization Rules in their first fiscal year beginning on or after January 1, 2021. As a foreign private issuer that is eligible to file reports with the SEC pursuant to the multi-jurisdictional disclosure system, the Corporation is not required to provide disclosure on its mineral properties under the SEC Modernization Rules and will continue to provide disclosure under NI 43-101 and the CIM Definition Standards. Accordingly, mineral reserve and mineral resource information contained or incorporated by reference herein may not be comparable to similar information disclosed by United States companies subject to the United States federal securities laws and the rules and regulations thereunder. As a result of the adoption of the SEC Modernization Rules, the SEC now recognizes estimates of "measured mineral resources", "indicated mineral resources" and "inferred mineral resources." In addition, the SEC has amended its definitions of "proven mineral reserves" and "probable mineral reserves" to be "substantially similar" to the corresponding CIM Definition Standards that are required under NI 43-101. While the SEC will now recognize "measured mineral resources", "indicated mineral resources" and "inferred mineral resources", U.S. investors should not assume that all or any part of the mineralization in these categories will be converted into a higher category of mineral resources or into mineral reserves without further work and analysis. Mineralization described using these terms has a greater amount of uncertainty as to its existence and feasibility than mineralization that has been characterized as reserves. Accordingly, U.S. investors are cautioned not to assume that all or any measured mineral resources, indicated mineral resources, or inferred mineral resources that the Company reports are or will be economically or legally mineable without further work and analysis. Further, "inferred mineral resources" have a greater amount of uncertainty and as to whether they can be mined legally or economically. Therefore, U.S. investors are also cautioned not to assume that all or any part of inferred mineral resources will be upgraded to a higher category without further work and analysis. Under Canadian securities laws, estimates of "inferred mineral resources" may not form the basis of feasibility or pre-feasibility studies, except in rare cases. While the above terms are "substantially similar" to CIM Definitions, there are differences in the definitions under the SEC Modernization Rules and the CIM Definition Standards. Accordingly, there is no assurance any mineral reserves or mineral resources that the Company may report as "proven mineral reserves", "probable mineral reserves", "measured mineral resources", "indicated mineral resources" and "inferred mineral resources" under NI 43-101 would be the same had the Company prepared the reserve or resource estimates under the standards adopted under the SEC Modernization Rules or under the prior standards of SEC Industry Guide 7. CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION This press release contains "forward-looking statements", within the meaning of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, the Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation, concerning the business, operations and financial performance and condition of Sandstorm Gold Royalties. Forward-looking statements include, but are not limited to, the completion of the Sandstorm transaction with Royal Gold (the "Sandstorm Transaction") and the timing thereof, the realization of synergies and expected premiums in connection with the Sandstorm Transaction, the identification of future accretive opportunities, permitting requirements and timelines, the future price of the Royal Gold Shares, the results of any preliminary economic assessment, Pre-Feasibility Study or Feasibility Study, the receipt of required approvals for the Sandstorm Transaction, the availability of the exemption under Section 3(a)(10) of the U.S. Securities Act to the securities issuable pursuant to the Sandstorm Transaction, the expected average production and mine life of the Kansanshi gold stream, the future price of gold, silver, copper, iron ore and other metals, the estimation of mineral reserves and resources, realization of mineral reserve estimates, the timing and amount of estimated future production, and the expectation and amount of common shares that the Company may purchase under its Normal Course Issuer Bid. Forward-looking statements can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans", or similar terminology. Forward-looking statements are made based upon certain assumptions and other important factors that, if untrue, could cause the actual results, performances or achievements of Sandstorm Gold Royalties to be materially different from future results, performances or achievements expressed or implied by such statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which Sandstorm Gold Royalties will operate in the future, including the receipt of all required approvals, the price of gold and copper and anticipated costs. Certain important factors that could cause actual results, performances or achievements to differ materially from those in the forward-looking statements include, amongst others, failure to receive necessary approvals, changes in business plans and strategies, market conditions, share price, best use of available cash, gold and other commodity price volatility, discrepancies between actual and estimated production, mineral reserves and resources and metallurgical recoveries, mining operational and development risks relating to the parties which produce the gold or other commodity the Company will purchase, regulatory restrictions, activities by governmental authorities (including changes in taxation), currency fluctuations, the global economic climate, dilution, share price volatility and competition. Forward-looking statements are subject to known and unknown risks, uncertainties and other important factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: the impact of general business and economic conditions, the absence of control over mining operations from which the Company will purchase gold, other commodities or receive royalties from, and risks related to those mining operations, including risks related to international operations, government and environmental regulation, actual results of current exploration activities, conclusions of economic evaluations and changes in project parameters as plans continue to be refined, risks in the marketability of minerals, fluctuations in the price of gold and other commodities, fluctuation in foreign exchange rates and interest rates, stock market volatility, as well as those factors discussed in the section entitled "Risks to Sandstorm" in the Company's annual report for the financial year ended December 31, 2024 and the section entitled "Risk Factors" contained in the Company's annual information form dated March 31, 2025 available at Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements that are contained or incorporated by reference, except in accordance with applicable securities laws. SOURCE Sandstorm Gold Ltd.
Yahoo
08-07-2025
- Business
- Yahoo
Sandstorm Set to be Acquired by Royal Gold in $3.5 Billion Deal
Sandstorm Gold Ltd. SAND has announced that it will enter into an agreement with Royal Gold, Inc. RGLD under which the latter will acquire all of the former's issued and outstanding common shares at an implied value of approximately $3.5 billion. The agreement entered into was a twin one with Horizon Copper Corp., which is also set to be acquired by Royal Gold through an all-cash transaction valued at approximately $196 million. The transaction is aligned with Sandstorm's focus on delivering consistent growth and value to its shareholders. For each of Sandstorm's shares, its shareholders will receive 0.0625 of a share of Royal Gold's common stock. It implies an immediate premium of 21% to Sandstorm's 20-day volume-weighted average price for the period ended July 3, 2025. Additionally, this transaction will enable shareholders' participation in the world's most diversified, large-scale precious metals streaming and royalty company. Improvement in pro-forma portfolio maturity will also benefit its equity owners with more diversification and reduced concentration of development assets. Sandstorm will get further access to institutional investors. Through a larger, diversified, gold-focused streaming and royalty company with strong liquidity, Royal Gold is also set to derive advantage from SAND's high-quality and long-life precious metals assets in mining-friendly jurisdictions. Subject to requisite approvals, the transaction is expected to close in the fourth quarter of 2025 with the exit of Sandstorm stock and Horizon stock from the TSX, NYSE and TSX-V. SAND stock has gained 85.3% over the past year compared with the industry's 49.5% growth. Image Source: Zacks Investment Research SAND currently carries a Zacks Rank #3 (Hold). Some better-ranked stocks in the Basic Materials space are Alamos Gold (AGI) and Newmont Corporation NEM. While AGI currently sports a Zacks Rank #1 (Strong Buy), NEM carries a Zacks Rank #2 (Buy). You can see the complete list of today's Zacks #1 Rank stocks here. The Zacks Consensus Estimate for AGI's 2025 earnings is pegged at $1.4 per share, indicating a rise of 75% from year-ago levels. The company's earnings beat the consensus estimate in two of the trailing four quarters while missing the rest. Its shares have gained 66.7% in the past year. The Zacks Consensus Estimate for NEM's current-year earnings is pegged at $4.33 per share, indicating a 24.43% year-over-year earnings beat the Zacks Consensus Estimate in three of the trailing four quarters and missed once, with an average surprise of 32.41%. NEM's shares have gained 40% in the past year. Want the latest recommendations from Zacks Investment Research? Today, you can download 7 Best Stocks for the Next 30 Days. Click to get this free report Newmont Corporation (NEM) : Free Stock Analysis Report Sandstorm Gold Ltd (SAND) : Free Stock Analysis Report Royal Gold, Inc. (RGLD) : Free Stock Analysis Report Alamos Gold Inc. (AGI) : Free Stock Analysis Report This article originally published on Zacks Investment Research ( Zacks Investment Research
Winnipeg Free Press
07-07-2025
- Business
- Winnipeg Free Press
Royal Gold to acquire Sandstorm Gold and Horizon Copper in a pair of deals
VANCOUVER – Royal Gold Inc. announced friendly agreements to acquire Sandstorm Gold Ltd. and Horizon Copper Corp. in a pair of deals worth a total of over $5 billion. The Denver-based company says the acquisitions will help reinforce its position as a North American gold-focused streaming and royalty company. Royal Gold chief executive Bill Heissenbuttel says the deals will create a global portfolio of precious metals interests that is unmatched in terms of asset diversification, development and organic growth potential. Under the deal with Vancouver-based Sandstorm, Royal Gold will issue 0.0625 of a Royal Gold share for each Sandstorm share. The company says the offer worth about $4.8 billion represents a 17 per cent premium to the closing price for Sandstorm shares on the New York Stock Exchange on July 3. The deal for Vancouver-based Horizon will see Royal Gold pay $2 per share in cash for the Horizon shares, representing a 72 per cent premium to the closing price of the Horizon shares on the TSX Venture Exchange on July 4. This report by The Canadian Press was first published July 7, 2025. Companies in this story: (TSX:SSL, TSXV:HCU)
National Post
07-07-2025
- Business
- National Post
Royal Gold to Acquire Sandstorm Gold and Horizon Copper and Reinforce its Position as a Leading North American Gold-Focused Streaming and Royalty Company
Article content Transactions increase Royal Gold's scale, diversification and potential for organic growth, and the strong balance sheet and cash flow of the pro forma company will position Royal Gold to grow and reinvest in precious metals Article content DENVER — Royal Gold, Inc. (NASDAQ: RGLD) (together with its subsidiaries, 'Royal Gold' or the 'Company,' 'we' or 'our') announced today its entry into agreements to acquire each of Sandstorm Gold Ltd. (TSX: SSL; NYSE: SAND) ('Sandstorm') and Horizon Copper Corp. (TSXV: HCU; OTCQB: HNCUF) ('Horizon'). Under the terms of the agreement with Sandstorm, Royal Gold will acquire 100% of the issued share capital of Sandstorm in exchange for Royal Gold shares at an exchange ratio of 0.0625 common shares of Royal Gold for each common share of Sandstorm (the 'Sandstorm Transaction'). The exchange ratio implies a premium of 21% based on the 20-day volume-weighted average price ('VWAP') and 17% based on the closing price of Sandstorm shares on the New York Stock Exchange ('NYSE') on July 3, 2025, and reflects a transaction equity value of approximately $3.5 billion. Under the terms of the agreement with Horizon, Royal Gold will acquire 100% of the issued share capital of Horizon in exchange for cash of C$2.00/share (the 'Horizon Transaction' and together with the Sandstorm Transaction, the 'Transactions'). The price per Horizon share implies a premium of 85% to the 20-day VWAP and 72% to the closing price of Horizon shares on the TSX-V on July 4, 2025, and reflects a transaction equity value of approximately $196 million. The Transactions are expected to add significantly to Royal Gold's world-class diversified portfolio of precious metal stream and royalty interests. Article content Royal Gold believes the acquisitions will provide the following benefits: Article content Immediate and meaningful revenue growth: The Transactions will contribute 40 additional producing assets to Royal Gold's portfolio, which are expected to account for between 65,000 and 80,000 gold equivalent ounces 1,2 ('GEOs') in 2025. Based on the midpoints of full year 2025 guidance from each of Royal Gold and Sandstorm, and assuming a full year of contribution at these levels, these transactions would increase 2025 GEO production by approximately 26%. Gold-dominant revenue mix: Pro forma revenue mix of approximately 87% from precious metals, with gold contributing approximately 75% of total revenue 3. Significantly diversified portfolio with limited asset concentration: The pro forma company will have the most diversified portfolio of mining assets in the streaming and royalty sector, including 80 revenue-producing assets, with no single asset expected to account for more than 13% of net asset value ('NAV') 4. Attractive long-term growth potential from a large portfolio of stream and royalty interests on development, evaluation and exploration assets: The pro forma portfolio will have 47 development assets, including the addition of high quality near-term development assets such as Platreef (Ivanhoe Mines, in construction), MARA (Glencore, in development) and Hod Maden (SSR Mining, pre-construction) and a further 266 assets in the evaluation and exploration stages, creating the potential for organic growth and significant optionality as these assets are advanced by their operators. Assets located in safe and mining-friendly jurisdictions: The distribution of the pro forma portfolio NAV is weighted towards stable and mining-friendly jurisdictions with approximately 41% from Canada and the U.S., and the remainder from countries where mining is a welcome and well-established contributor to local economies. Strong balance sheet and robust cash flow provide liquidity to reinvest and compete for the best opportunities in a competitive sector: Royal Gold expects to have a low outstanding debt balance and modest debt to EBITDA at closing. This financial strength will position Royal Gold to continue to grow and compete for the largest transactions in the sector. Increased size and liquidity provide appeal to a broader investor base: Increased scale is anticipated to enhance the attractiveness of Royal Gold to institutional investors as a leading North American precious metals streaming and royalty company. Attractive transactions provide benefits to all shareholders: Upon completion of the Transactions, Royal Gold shareholders will own approximately 77% and Sandstorm shareholders will own approximately 23% of the combined company. The Transactions provide immediate NAV per share accretion to Royal Gold shareholders; a material premium, near-term cash flow per share accretion and ownership in a larger and more liquid company to Sandstorm shareholders; and a material cash premium and liquidity for Horizon shareholders. Value creation through simplification of inter-company structure: The combination of Sandstorm and Horizon will convert a greater proportion of stream and royalty earnings into equity free cash flow, foregoing the need for more complex counterparty structures, particularity for the Hod Maden and Antamina interests. Article content 'I am pleased to announce these acquisitions, which fit our strategic goal of acquiring high-quality and long-life precious metals assets in mining-friendly jurisdictions,' Article content commented Bill Heissenbuttel, President and CEO of Royal Gold. Article content 'Upon completion of these transactions, Royal Gold will remain firmly positioned as a leading North American precious metal streaming and royalty company. Royal Gold has a 40+ year history of consistently executing a strategy of disciplined growth in gold, and the addition of the Sandstorm and Horizon assets will create a global portfolio of precious metals interests that is unmatched in terms of asset diversification, development and organic growth potential, and exploration optionality. These characteristics will position Royal Gold as the go-to vehicle for investors seeking precious metals exposure in the U.S. marketplace, and we welcome Sandstorm shareholders to participate in the formation of the premier growth company in our sector.' Article content President & CEO of Sandstorm, Nolan Watson, commented, 'Today is a significant milestone for Sandstorm and its shareholders, marking the beginning of an exciting new chapter. Over the past 15 years, we've built a company that has not only delivered consistent growth and value but has helped shape the royalty sector through innovation. This transaction rewards Sandstorm shareholders in the near term while also offering a compelling opportunity to own a large-scale, world-class streaming and royalty company with continued upside potential. Joining forces with Royal Gold will amplify the strengths of Sandstorm's portfolio and unlock new opportunities for our shareholders as we create a truly extraordinary royalty company.' Erfan Kazemi, President & CEO of Horizon, commented, 'Since its creation in 2022, Horizon's unique position as a junior company holding a world-class copper portfolio has offered shareholders a remarkable investment opportunity. Backed by strong cash flows from our interest in Antamina and the continued progress made by our operating partners at Hod Maden and Oyu Tolgoi, Horizon has been one of the best-performing junior copper stocks over the last 12 months. The significant cash premium to Horizon's valuation is indicative of the incredible value that underlies Horizon's asset base.' 1 Gold equivalent ounces, or GEOs, is calculated by the Company as revenue for a period divided by the average gold price for that same period. 2 Based on Sandstorm's guidance provided in a press release dated May 6, 2025; excludes incremental contribution from Horizon due to lack of internal guidance or available third-party estimates. 3 Assuming a full year contribution in 2025 and metal prices of $3,025/ounce for gold, $32.95 per ounce for silver and $4.20 per pound of copper. 4 Average of available consensus NAV estimates as of June 25, 2025. Overview of Pro Forma Portfolio Upon completion of the transactions, Royal Gold will be an industry-leading precious metals streaming and royalty company with enhanced scale and liquidity, while remaining nimble enough to compete across the streaming and royalty industry in accretive ways. Royal Gold's portfolio will comprise 393 streams and royalties, largely focused on the Americas, with 80 cash-flowing assets and 47 in development. The company will remain precious metals focused, with its 2025 revenue mix expected to be approximately 87% precious metals, and gold contributing approximately 75% of total revenue. Longer-term, Royal Gold is expected to maintain or exceed this concentration of precious metals revenue. The company will be well capitalized, generating significant free cash flow, and the combined portfolio is well-positioned for cash flow growth from its robust development pipeline. Article content Royal Gold will host one of the most diversified streaming and royalty portfolios in the world while benefiting from built-in optionality from high-quality assets. Below are details of the top 10 assets by NAV within the pro forma portfolio. For more details of the pro forma portfolio, including full stream and royalty terms, refer to and Article content Mount Milligan is a large-scale, open-pit copper and gold mine located in north-central British Columbia operated by an indirect subsidiary of Centerra Gold Inc. In production since 2014, the project has a 60,000 tonne per day flotation processing plant and a reserve life through to 2036, with a pre-feasibility study underway to define the long-term outlook of the mine. The operator's 2025 production guidance is 165,000–185,000 ounces of gold and 50–60 million pounds of copper. Royal Gold holds the right to purchase 35% of the payable gold for ongoing payments of $435 per ounce and 18.75% of the payable copper for ongoing payments equal to 15% of the copper spot price, subject to a cost support agreement that will provide additional cash purchase prices for gold and copper deliveries in three periods, which are defined by gold and copper deliveries. Royal Gold also holds a 5% free cash flow royalty interest on Mount Milligan that will become payable after the earlier of reaching certain gold and copper delivery thresholds or January 1, 2036, potentially increasing to 10% after reaching additional gold and copper delivery thresholds. Article content Pueblo Viejo Article content Located in the central part of the Dominican Republic, Pueblo Viejo is an open-pit gold mine owned by a joint venture between Barrick Gold Corporation and Newmont Corporation. In production since 2013, the mine completed construction of a plant expansion in 2024, which is currently ramping up to target throughput levels. Royal Gold holds the right to purchase 7.5% of Barrick's interest in payable gold produced until 990,000 ounces have been delivered, and 3.75% thereafter. Royal Gold also holds the right to purchase 75% of Barrick's interest in payable silver from Pueblo Viejo until 50 million ounces are delivered, and 37.5% thereafter. Royal Gold currently makes ongoing payments of 30% of both the spot price of gold and silver per ounce delivered, which will increase to 60% after reaching certain gold and silver delivery thresholds. Barrick's 2025 production guidance is 370,000–410,000 ounces of gold for its interest in Pueblo Viejo (silver production guidance is not provided), and Barrick expects production to average of 800,000 ounces of gold per year (100% basis) to the mid-2040's. Article content Cortez Article content The Cortez Complex, operated by Barrick Gold Corporation and held within the Nevada Gold Mines joint venture, is a series of large, open-pit and underground mines with oxide milling and heap leach processing facilities situated on the Cortez-Battle Mountain trend of Nevada. The operator's 2025 production guidance is 680,000–765,000 ounces of gold with a longer-term outlook of between 750,000–1.1 million ounces annually over the next five years. Royal Gold owns various royalty interests on the Cortez Complex across producing operations, development projects, and several exploration targets on a large land package. Several of these royalty interests overlap in certain areas, creating multiple effective royalty rates across the Cortez Complex. Royal Gold will hold an additional sliding scale net smelter returns ('NSR') royalty of 2.25% at current metal prices on the Robertson development project acquired through the Sandstorm Transaction. Article content Andacollo is an open-pit copper mine and milling operation located in central Chile, operated by Compañía Minera Teck Carmen de Andacollo, a 90% owned subsidiary of Teck Resources Lt. Gold is produced as a by-product of copper production. Teck expects Andacollo to produce 35,000–39,000 ounces of gold in 2025, with the mine plan to transition to higher-grade ore and copper production through to 2027. Gold and copper grades have been relatively positively correlated at Andacollo. Royal Gold holds the right to purchase 100% of payable gold (at a fixed payability factor of 89%) from Andacollo until 900,000 ounces have been delivered, and 50% thereafter, for ongoing payments equal to 15% of the monthly average gold price. Article content Khoemac au Article content Khoemac au is a copper-silver mine located in the Kalahari copper belt in northwestern Botswana, owned and operated by a subsidiary of MMG Limited. The Khoemac au operation consists of mechanized underground mines producing from the Zone 5 orebody and a sulfide ore flotation plant producing a copper-silver concentrate product at Boseto. Royal Gold holds the right to purchase 100% of the payable silver produced from an area of interest that includes the Zone 5 mines and the Mango NE deposits until the delivery of 40 million ounces, and 50% thereafter, for ongoing payments of 20% of the spot price of silver. MMG expects Zone 5 silver production of 1.3 to 1.5 million ounces in 2025, and is expecting long-term annual average silver production of 1.8 to 2.0 million ounces over a 20+ year mine life. MMG is currently advancing a feasibility study for expansion of the Khoemac au mine, which may increase production from the Zone 5 mines and new production from the Mango NE deposits. Article content Wassa is an underground gold mine operated by Chifeng Jilong Gold Mining Co. ('Chifeng') and located in the Western Region of Ghana. The mine started as an open pit operation in 1998, and the underground operation began in 2017. Chifeng expects 2025 production of approximately 200,000 ounces of gold, with most ore mined from underground sources. The mine has a reserve life through 2028, and Chifeng is currently advancing work to upgrade inferred resources for inclusion in a mine plan that could extend the mine life into the 2040's. Royal Gold owns the right to purchase 10.5% of the payable gold produced from Wassa for an ongoing payment of 20% of the spot gold price until the delivery of 240,000 ounces, after which the stream rate will drop to 5.5% of payable gold for an ongoing payment of 30% of the spot gold price. Article content Antamina Article content Antamina is an open-pit copper mine located in the Andes mountain range of Peru and is considered the world's fourth-largest copper mine on a copper equivalent basis 5. Antamina is operated by Compañia Minera Antamina, an entity jointly owned by Glencore plc, BHP Billiton plc, Teck Resources Limited, and Mitsubishi Corporation. The mine has been in consistent production since 2001, and for 2025, annual production is expected to be 335,000–400,000 tonnes of copper (on a 100% basis). In 2024, According to Teck, Antamina received approval for the Modification of Environmental Impact Assessment ('MEIA') allowing for an investment of approximately $2 billion to extend operations at Antamina through to 2036. The MEIA contemplates an increase in processing capacity to up to 208,000 tonnes per day, which is approximately a 40% increase from current levels. Antamina mineral resources are expected to support a multi-decade mine life producing high-grade copper. Through the Transactions, Royal Gold will hold a 1.66% net profits interest in the Antamina mine. Article content MARA Article content MARA is a brownfields copper-gold project located in Argentina that ranks as one of the lowest capital-intensive copper projects in the world, owing to the existing Alumbrera processing plant and associated infrastructure located nearby. Owner and operator, Glencore plc, estimates MARA will produce approximately 200,000 tonnes of copper equivalent per year with a mine life exceeding 20 years. Once operational, MARA is expected to be in the top 25 global copper producers. Through the Sandstorm Transaction, Royal Gold will hold an option to convert an existing 0.25% NSR royalty to a 20% gold stream for ongoing payments equal to 30% of the spot price of gold for a maximum payment of $225 million, which would be paid in tranches over the course of project construction. Article content Hod Maden Article content Hod Maden is a high-grade gold-copper project located in northeastern Turkey. According to the operator, SSR Mining Inc., the project's critical path items—principally, road and tunnel construction—are advancing as they work towards a formal investment decision. Based on a 2021 feasibility study, the project is expected to produce an average of 195,000 gold equivalent ounces per year for an initial 13-year mine life. Through the Transactions, Royal Gold will hold a 2.0% NSR royalty and a 30% non-operating interest in the Hod Maden project, and Royal Gold will be required to fund its 30% share of project costs. Article content Platreef Article content Platreef is a multi-phase development project in South Africa, currently under construction by Ivanhoe Mines Ltd. According to Ivanhoe, Phase 1 is expected to commence production in late 2025 and, once all three phases are complete, Platreef is expected to be the world's largest platinum group metals mine with total possessing capacity of approximately 10.7 million tonnes per year. Through the Sandstorm Transaction, Royal Gold will hold the right to purchase 37.5% of payable gold from Platreef until 131,250 ounces are delivered, and then 30% of payable gold until 256,980 cumulative ounces are delivered for ongoing payments of $100 per ounce. Article content Board of Directors and Special Committee Recommendations Article content The Boards of Directors of Royal Gold and Sandstorm and a special committee comprised solely of independent directors of Sandstorm (the 'Sandstorm Special Committee'), after receiving external legal and financial advice, have determined that the Sandstorm Transaction is in the best interests of Royal Gold and Sandstorm, respectively. Article content Additionally, the Boards of Directors of Royal Gold and Horizon and a special committee comprised solely of independent directors of Horizon (the 'Horizon Special Committee'), after receiving external legal and financial advice, have determined that the Horizon Transaction is in the best interests of Royal Gold and Horizon, respectively. Article content Accordingly, the Boards of Directors of Royal Gold, Sandstorm, and Horizon recommend that shareholders vote in favor of the Transactions. Article content The Sandstorm Transaction will be effected by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia) (the 'Sandstorm Arrangement Agreement'). Under the terms of the Sandstorm Arrangement Agreement, Sandstorm shareholders will receive 0.0625 common shares of Royal Gold for each Sandstorm share held, implying a 21% premium based on the 20-day VWAP of the Sandstorm Shares, and a 17% premium based on the closing price of Sandstorm Shares on the NYSE on July 3, 2025. Article content At closing of the Sandstorm Transaction, Royal Gold expects to issue an aggregate of approximately 19 million common shares to Sandstorm shareholders, and following completion of the Sandstorm Transaction, existing Sandstorm shareholders will own approximately 23% of the issued and outstanding common shares of Royal Gold on a fully diluted basis. Article content The Sandstorm Transaction will be subject to the approval of 66 2/3% of the votes cast by shareholders of Sandstorm at a special meeting (the 'Sandstorm Meeting') and the approval of a simple majority of the votes cast by shareholders of Sandstorm at the Sandstorm Meeting excluding votes cast by senior officers and directors, as required under Multilateral Instrument 61-101. In addition, Royal Gold will require approval by a simple majority of the votes cast by Royal Gold shareholders at a special meeting (the 'Royal Gold Meeting'). The full details of the Sandstorm Transaction will be described in Sandstorm's management information circular and Royal Gold's proxy statement to be prepared in accordance with applicable securities laws. Article content The completion of the Sandstorm Transaction is subject to customary closing conditions, as well as the approvals by Royal Gold and Sandstorm's shareholders described above, the approval of the Supreme Court of British Columbia, completion of the Horizon Transaction (which can be waived by Royal Gold in its sole discretion), the listing of shares of Royal Gold's stock to be issued in the transaction on Nasdaq, and regulatory clearances or approvals. Article content Summary of Horizon Transaction Article content The Horizon Transaction will be effected by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia) (the 'Horizon Arrangement Agreement'). Under the terms of the Horizon Arrangement Agreement, Horizon shareholders will receive C$2.00 for each Horizon Share held, implying a 85% premium to the 20-day VWAP of the Horizon Shares, and a 72% premium to the closing price of Horizon Shares on the TSX-V on July 4, 2025. Article content The Horizon Transaction will be subject to the approval of 66 2/3% of the votes cast by shareholders of Horizon at a special meeting (the 'Horizon Meeting'). Sandstorm, as well as the senior officers and directors of Horizon and certain additional Horizon shareholders, which collectively control 54% of the total basic common shares of Horizon, have entered into voting support agreements pursuant to which they have agreed to vote their shares in favor of the Horizon Transaction, subject to certain conditions. Additionally, the Horizon Transaction will be subject to the approval of a simple majority of the votes cast by shareholders of Horizon at the Horizon Meeting excluding votes cast by Sandstorm, senior officers, and directors as required under Multilateral Instrument 61-101. The full details of the Horizon Transaction will be described in Horizon's management information circular to be prepared in accordance with applicable securities laws. Article content The completion of the Horizon Transaction is subject to customary closing conditions, as well as the approval by Horizon's shareholders described above, the approval of the Supreme Court of British Columbia, completion of the Sandstorm Transaction (which can be waived by Royal Gold in its sole discretion), and regulatory clearances or approvals. Article content The Transactions are expected to close in the fourth quarter of 2025. Article content Advisors Article content Scotiabank is serving as lead financial advisor and McCarthy Tétrault LLP, Skadden, Arps, Slate, Meagher & Flom LLP and Richards, Layton & Finger, P.A. are serving as legal advisors to Royal Gold. Raymond James Ltd is also acting as financial advisor to Royal Gold. Article content BMO Capital Markets is serving as lead financial advisor and Cassels Brock & Blackwell LLP and Crowell & Moring LLP are serving as legal advisors to Sandstorm and its Board of Directors. National Bank of Canada is serving as lead financial advisor and Fasken Martineau DuMoulin LLP is serving as legal advisor to the Sandstorm Special Committee. CIBC World Markets Inc. is also acting as financial advisor to the Sandstorm Special Committee. Article content Fort Capital Partners is serving as lead financial advisor and Gowlings WLG is serving as legal advisor to Horizon and its Board of Directors. Cormark Securities Inc. is also acting as financial advisor to Horizon. Article content Royal Gold is a high margin, mid-capitalization company that generates strong cash flows from a large and well-diversified portfolio of precious metal streams, royalties and similar production-based interests located in mining-friendly jurisdictions. Royal Gold shares trade under the symbol 'RGLD' and provide growth, value and income investors with exposure to the metals and mining industry. The Company's website is located at Article content Note: Article content A joint conference call with management of Royal Gold and Sandstorm to review the proposed transactions will be held on Monday, July 7, 2025, at 10:00 am Eastern Time (8:00 am Mountain Time, 7:00 am Pacific Time). The call will be webcast and archived on the Company's website for a limited time. Article content Forward-Looking Statements: Article content This press release includes 'forward-looking statements' and 'forward-looking information' within the meaning of applicable securities laws. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements are not guarantees of future performance, and actual results may differ materially from these statements. Forward-looking statements are often identified by words like 'will,' 'may,' 'could,' 'should,' 'would,' 'believe,' 'estimate,' 'expect,' 'anticipate,' 'plan,' 'forecast,' 'potential,' 'intend,' 'continue,' 'project,' or negatives of these words or similar expressions. Forward-looking statements include, among others, statements regarding the following: plans and expectations with respect to the Transactions; the results, effects, benefits and synergies of the Transactions; the expected timetable for completing the Transactions; future growth and opportunities for the combined company; the anticipated impact of the Transactions on the combined company's results of operations, financial position, growth opportunities and competitive position; guidance, projections and any other statements regarding Royal Gold's, Sandstorm's or Horizon's future expectations, beliefs, plans, objectives, or assumptions; operators' expected operating and financial performance and other anticipated developments relating to their properties and operations, including production, deliveries, environmental and feasibility studies, technical reports, mine plans, capital requirements, liquidity and capital expenditures; anticipated liquidity, capital resources, financing, and stockholder returns; borrowings and repayments under Royal Gold's revolving credit facility; and prices for gold, silver, copper and other metals. Article content Factors that could cause actual results to differ materially from these forward-looking statements include, among others, the following: the possibility that shareholders of Royal Gold may not approve the issuance of new shares of Royal Gold common stock in the Sandstorm Transaction or that security holders of Sandstorm or Horizon may not approve the Transactions; the risks that a condition to closing of the Transactions may not be satisfied, that a party may terminate an arrangement agreement or that the closing of the Transactions might be delayed or not occur at all; delays or adverse decisions regarding regulatory approval of the Transactions; potential adverse reactions or changes to business or employee relationships of Royal Gold, Sandstorm or Horizon, including those resulting from the announcement or completion of the Transactions; the diversion of management time on Transaction-related issues; the ultimate timing, outcome and results of integrating the operations of Royal Gold, Sandstorm and Horizon; the ability of the combined company to realize anticipated synergies in the timeframe expected or at all; changes in capital markets and the ability of the combined company to finance operations in the manner expected; changes in the price of gold, silver, copper or other metals; operating activities or financial performance of properties on which the Royal Gold, Sandstorm or Horizon hold stream or royalty interests, including variations between actual and forecasted performance, operators' ability to complete projects on schedule and as planned, operators' changes to mine plans and mineral reserves and mineral resources (including updated mineral reserve and mineral resource information), liquidity needs, mining and environmental hazards, labor disputes, distribution and supply chain disruptions, permitting and licensing issues, other adverse government or court actions, or operational disruptions; changes of control of properties or operators; contractual issues involving stream or royalty agreements; the timing of deliveries of metals from operators and subsequent sales of metal; risks associated with doing business in foreign countries; increased competition for stream and royalty interests; environmental risks, including those caused by climate change; potential cyber-attacks, including ransomware; adverse economic and market conditions; effects of health epidemics and pandemics; changes in laws or regulations governing Royal Gold, Sandstorm, Horizon, operators or operating properties; changes in management and key employees; and other factors described in Royal Gold's reports filed with the U.S. Securities and Exchange Commission (the 'SEC'), including Item 1A, Risk Factors of Royal Gold's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, and in the reports filed by Sandstorm and Horizon with the SEC and on SEDAR+, as applicable. Most of these factors are beyond the parties' ability to predict or control. Other unpredictable or unknown factors not discussed in this press release could also have material adverse effects on forward-looking statements. Article content Forward-looking statements speak only as of the date on which they are made. Each of Royal Gold, Sandstorm and Horizon disclaims any obligation to update any forward-looking statements, except as required by law. Readers are cautioned not to put undue reliance on forward-looking statements. Article content Statement Regarding Third-Party Information: Article content Certain information provided in this press release, including information about historical production, production estimates, property descriptions, and property developments, was provided to us by the operators of the relevant properties or is publicly available information filed by these operators with applicable securities regulatory bodies, including the Securities and Exchange Commission. Royal Gold has not verified, and is not in a position to verify, and expressly disclaims any responsibility for the accuracy, completeness or fairness of any such third-party information and refers the reader to the public reports filed by the operators for information regarding those properties. Article content No Offer or Solicitation: Article content Communications in this press release do not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any securities or a solicitation of any vote or approval with respect to the proposed Transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Article content Important Additional Information and Where to Find It: Article content In connection with the proposed Transactions, Royal Gold, Sandstorm and Horizon intend to file materials with the SEC and on SEDAR+, as applicable. Royal Gold plans to file proxy materials with the SEC in connection with the solicitation of proxies for Royal Gold's special meeting of shareholders (the 'Royal Gold Special Meeting'). Prior to the Royal Gold Special Meeting, Royal Gold will file a definitive proxy statement (the 'Royal Gold Proxy Statement'), together with a proxy card. Sandstorm intends to file a management information circular (the 'Sandstorm Circular') on SEDAR+ in connection with the solicitation of proxies to obtain Sandstorm shareholder approval of the Sandstorm Transaction. Horizon intends to file a management information circular (the 'Horizon Circular') on SEDAR+ in connection with the solicitation of proxies to obtain Horizon shareholder approval of the Horizon Transaction. This press release is not a substitute for the Royal Gold Proxy Statement, the Sandstorm Circular, the Horizon Circular, or for any other document that Royal Gold, Sandstorm or Horizon may file with the SEC or on SEDAR+ and/or send to their respective security holders in connection with the proposed Transactions. INVESTORS AND SECURITYHOLDERS OF ROYAL GOLD, SANDSTORM AND HORIZON ARE URGED TO CAREFULLY AND THOROUGHLY READ THE ROYAL GOLD PROXY STATEMENT, THE SANDSTORM CIRCULAR, AND THE HORIZON CIRCULAR, RESPECTIVELY, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS FILED BY ROYAL GOLD, SANDSTORM, AND/OR HORIZON WITH THE SEC OR ON SEDAR+ WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ROYAL GOLD, SANDSTORM, HORIZON, THE PROPOSED TRANSACTIONS, THE RISKS RELATED THERETO, AND RELATED MATTERS. Article content Securityholders of Royal Gold, Sandstorm, and Horizon will be able to obtain, free of charge, copies of the Royal Gold Proxy Statement, Sandstorm Circular, and Horizon Circular, as each may be amended from time to time, and other relevant documents filed by Royal Gold, Sandstorm, and/or Horizon with the SEC or on SEDAR+ (when they become available) through the website maintained by the SEC at or at as applicable. Copies of documents filed with the SEC by Royal Gold will be available, free of charge, from Royal Gold's website at under the 'Investor Resources' tab or by contacting Royal Gold at (303) 573-1660 or InvestorRelations@ Copies of documents filed on SEDAR+ by Sandstorm will be available free of charge from Sandstorm's website at under the 'Investors' tab or by contacting Sandstorm at (844) 628-1164 or info@ Copies of documents filed on SEDAR+ by Horizon will be available free of charge from Horizon's website at under the 'Investors' tab or by contacting Horizon at (604) 336-8189 or info@ Article content Certain Information Regarding Participants: Article content Royal Gold, Sandstorm, Horizon and their respective directors and certain of their executive officers and other members of management and employees may be deemed, under SEC rules, to be 'participants' (as defined in Section 14(a) of the Securities Exchange Act of 1934, as amended) in the solicitation of proxies from Royal Gold shareholders in connection with the Royal Gold Special Meeting. Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Royal Gold Proxy Statement and other materials to be filed with the SEC in connection with the Royal Gold Special Meeting. Information relating to the foregoing can also be found in Royal Gold's Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on February 13, 2025, and Royal Gold's definitive proxy statement for its 2025 annual meeting of stockholders filed with the SEC on April 4, 2025. To the extent the holdings of Royal Gold's directors and executive officers in Royal Gold's securities have changed since the amounts described in the April 4, 2025 proxy statement, such changes have been reflected in the following Initial Statements of Beneficial Ownership of Securities on Form 3 and Statements of Change in Ownership on Form 4 filed with the SEC with respect to the Company: Form 4, filed by William Heissenbuttel on April 22, 2025; Form 3, filed by Mark Isto on May 27, 2025; and Form 4, filed by Paul Libner on June 10, 2025. These filings can be found at the SEC's website at Article content Article content . Information regarding the executive officers and directors of Sandstorm and Horizon is included in their respective management information circulars for their 2025 shareholder meetings filed on SEDAR+ on April 22, 2025 and May 1, 2025, respectively. More detailed and updated information regarding the identity of participants in the solicitation and their direct or indirect interests (by security holdings or otherwise), will be set forth in the Royal Gold Proxy Statement and other materials to be filed with the SEC or on SEDAR+. These documents can be obtained free of charge from the sources indicated above. Article content Article content Article content Article content Article content Article content
