UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 3, 2007
ROYAL GOLD, INC.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-13357
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84-0835164 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 1660 Wynkoop Street, Suite 1000, Denver, CO
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80202-1132 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code 303-573-1660
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
On April 3, 2007, Royal Gold, Inc. (“Royal Gold”) entered into an underwriting
agreement (the “Underwriting Agreement”) with HSBC Securities (USA) Inc. and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as representatives of the underwriters identified therein (the
“Underwriters”). The Underwriting Agreement relates to the issuance and sale by Royal Gold of
4,000,000 shares (the “Shares”) of common stock, par value $0.01 per share (“Common Stock”), plus
an option exercisable by the Underwriters for an additional 600,000 shares of Common Stock to cover
over-allotments, if any. The price per Share to the Underwriters is
$27.86 per Share, and the
Underwriters will initially offer the Shares to the public at $29.25 per Share. The offering of
the Shares was made under Royal Gold’s shelf registration statement on Form S-3 (Registration No
333-111490) (the “Registration Statement”), including a prospectus dated July 14, 2004, as
supplemented by a prospectus
supplement dated April 3, 2007, which prospectus supplement was filed with the Securities and
Exchange Commission on April 4, 2007. The Shares are expected to be delivered to the Underwriters
on April 9, 2007. The Underwriting Agreement contains customary representations, warranties and
covenants by Royal Gold, conditions to closing and indemnification provisions. This summary of the
Underwriting Agreement is qualified in its entirely by reference to the Underwriting Agreement
filed herewith as Exhibit 1.1 and incorporated into this Item 1.01 by reference.
Item 8.01 Other Events
On
Tuesday, April 3, 2007, Royal Gold announced the pricing of the underwritten public
offering of the Shares pursuant to the Registration Statement. A copy of the press release making
the announcement is filed herewith as Exhibit 99.1 and incorporated into this Item 8.01 by
reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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1.1
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Underwriting Agreement, dated April 3, 2007, among Royal Gold, Inc., HSBC Securities (USA)
Inc. and Merrill Lynch, Piece, Fenner & Smith Incorporated, as representatives of the
underwriters identified therein. |
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99.1
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Press Release dated April 3, 2007 |
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