Royal Gold to Acquire Great Bear Royalties Corp.

July 11, 2022

Royal Gold, Inc. announced a definitive agreement to acquire all of the issued and outstanding common shares of Great Bear Royalties Corp. (GBR) for cash consideration of C$6.65 per common share which values the company at approximately C$199.5 million (US$153 million).

Great Bear Royaltie's sole material asset is a 2 percent net smelter return royalty that covers the entirety of the Great Bear Project in the Red Lake district of Ontario, Canada, indirectly owned and operated by Kinross Gold Corp.. Royal Gold agreed to amend certain terms of the royalty agreement upon closing of the acquisition, including providing an option to Kinross to purchase a 25 percent interest in the Royalty for an amount equal to 25 percent of Royal Golds’ purchase price of GBR, adjusted for inflation, at any time from the transaction closing date until the earlier of a construction decision for the Great Bear Project and 10 years after the transaction closing date.

“I am pleased to announce this friendly transaction with Great Bear Royalties Corp., which provides Royal Gold exposure to Canada’s newest major gold discovery, the Great Bear Project,” Bill Heissenbuttel, President and CEO of Royal Gold said in a statement. “The Royalty represents one of the few royalty interests that meets all the characteristics we seek in our investments, namely the high quality of management, project and jurisdiction. Our unique approach to the transaction allowed us to work closely with Kinross to understand the technical aspects of the Great Bear Project and their vision for the development of what I believe will be a top tier asset in terms of production and mine life, and one that will provide significant value to Royal Gold shareholders over the long term.”

Calum Morrison, President and Chief Executive Officer of Great Bear Royalties said, "Our board is very pleased with this attractive premium and unanimously recommends that GBR shareholders approve the acquisition. We look forward to working with Royal Gold to complete the transaction.”

The acquisition of life of mine royalty provides Royal Gold shareholders with full participation in project upside: The Royalty covers the entire 9,140 hectare project area without stepdowns or caps, and funding of the acquisition using available cash provides Royal Gold shareholders with full exposure to exploration and production success without equity dilution.

The Great Bear Project is Canada’s newest major gold discovery. Kinross has stated that it currently envisions a high-grade openpit followed by a sizeable bulk-tonnage underground operation at the LP Fault Zone, with the potential for further underground operations in areas of higher-grade Red Lake-style mineralization.

The Great Bear Project land package is contiguous and hosts multiple zones of high-grade mineralization that remain open on strike and at depth. The LP Fault Zone hosts high-grade mineralization within a lower-grade mineralized halo over a 10.8 km strike length and is open along strike and at depth, and several additional targets with vein-hosted high-grade gold mineralization have been identified by Kinross.

The Great Bear Project is located approximately 25 km from the town of Red Lake, Ontario, an established mining center with skilled labor and excellent power and transportation infrastructure.



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