UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 2024
Commission File Number: 001-37814
Osisko Gold Royalties Ltd
(Translation of registrant's name into English)
1100 Avenue des Canadiens-de-Montréal, Suite 300, Montréal, QC H3B 2S2
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ ] Form 40-F [ X ]
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | Osisko Gold Royalties Ltd |
| | (Registrant) |
| | |
| | |
Date: September 30, 2024 | By: | /s/ JASON ATTEW |
| | JASON ATTEW |
| Title: | PRESIDENT AND CEO |
| | |
EXHIBIT
99.1
Osisko
Announces Agreement to Purchase Royalties on Spartan Resources’ Dalgaranga Gold Project
in Western Australia
MONTREAL, Sept. 30, 2024 (GLOBE NEWSWIRE) -- Osisko Gold Royalties Ltd (the “Company”
or “Osisko”) (OR: TSX & NYSE) is pleased to announce that it has entered into a binding agreement to acquire
a 1.8% gross revenue royalty (“GRR”) on the Dalgaranga Gold project (the “Dalgaranga Royalty”
and the “Project”) operated by Spartan Resources Limited (“Spartan”) in Western Australia. In
addition, Osisko shall also acquire a 1.35% GRR (the “Exploration Royalty”) on additional regional exploration licenses
in proximity to Dalgaranga. The considerations to be paid by Osisko to the seller, Tembo Capital Mining Fund III (“Tembo”),
for the Dalgaranga Royalty and the Exploration Royalty, respectively, total US$44 million and US$6 million (collectively the “Transaction”).
Closing of the Transaction is subject to approval from Australia’s Foreign Investment Review Board which is expected in the coming
weeks.
TRANSACTION
HIGHLIGHTS
Exposure
to a Premium Gold Development Project in a Top-Tier Mining Jurisdiction
- Dalgaranga
is one of the best gold development and production re-start projects globally. The Project
is located in Western Australia, one of the most prolific and well-established mining jurisdictions;
and
- Dalgaranga,
a recently mined open pit operation, has been rejuvenated by very impressive new high-grade
discoveries, most notably the Never Never and Pepper deposits, which have shifted the focus
towards ore extraction via underground mining methods.
Near-Term
Cash Flow Potential
- The
Dalgaranga mill is fully-permitted and approvals for future underground mining are in progress,
providing a clear path to near-term production. The Project is on the verge of re-starting
as one of Western Australia’s next significant high-grade gold mines with first production
from underground likely re-commencing within the next 2 years.
Significant
Geological Potential
- High-grade
discoveries at the Project continue to drive ongoing underground mineral inventory growth;
- Spartan
expects to complete a Mineral Reserve Estimate update and Feasibility Study both within the
first half of 2025; the new underground mine plan will serve as the basis for Spartan’s
Final Investment Decision (“FID”) to re-start operations at Dalgaranga;
and,
- In
addition to the evolving exploration story at Dalgaranga, the Exploration Royalty provides
exposure to a large prospective land package covering mineralization within trucking distance
to various mills located in the Murchison Gold District.
Jason
Attew, President and CEO of Osisko commented: “Osisko’s ability to uncover and
execute accretive near-term cash flow precious metals transactions in Tier-1 mining jurisdictions
is synonymous with our strategy. We believe that Dalgaranga is one of the most attractive
gold development and re-start projects globally given its high-grade underground nature,
and its location in the Murchison Gold District in Western Australia. What the Spartan team
has been able to accomplish in terms of resource discovery and definition at Dalgaranga over
the past two years is impressive. We believe that Spartan will move forward with an FID at
the Project before the end of 2025 and that its team will continue to expand the high-grade
resource at Dalgaranga. We’re extremely pleased to be associated with one of Australia’s
most exciting gold development and re-start opportunities, and with an asset that boasts
such exciting exploration upside potential. We look forward to our partnership with the Spartan
team going forward.”
DALGARANGA
ROYALTY - ASSET HIGHLIGHTS
Fully-Permitted
Processing Plant in a Tier-11 Mining Jurisdiction
- With
most material approvals already in place, the Project is in a position to be advanced quickly
into development and construction upon FID and final project financing; and,
- Significant
infrastructure has already been established on site, including a 2.5 million tonnes per annum
sulphide processing mill (gravity and CIL) commissioned in May 2018 and operated until November
2022, and associated tailings, water, power and camp facilities to support the operations
(all currently on care & maintenance). Spartan has also commenced construction of twin
exploration declines, which is also likely to also be used for near-term production purposes.
High-Grade,
Long Life, and Low-Cost Future Gold Mine
- Spartan’s
Dalgaranga licenses cover an area of approximately 509 square kilometers (“km2”)
in the prospective Murchison Gold District of Western Australia;
- As
of June 30th, 2024 the global Mineral Resource Estimate (“MRE”)
at Dalgaranga consisted of 8.70 million tonnes (“Mt”) grading 4.98 g/t
gold (“Au”) for 1.393 million ounces (“Moz”) in the
Indicated category, in addition to 7.44Mt grading 4.56 g/t Au for 1.089 Moz in the Inferred
category;
- The
Project’s “high-grade core,” which is spread across the Never Never and
Pepper deposits, consists of 3.88Mt grading 8.74 g/t Au for 1.09 Moz in the Indicated category,
and 2.86Mt grading 8.52g/t Au for 0.78 Moz in the Inferred category and currently contains
75% of the identified gold to date; as such, this area remains a key target for future MRE
expansions;
- Spartan
is also focused on delineating higher grade underground Mineral Resources for the Four Pillars
and West Winds gold prospects, situated under the historic Gilbey’s open pit;
- Based
on the above MRE, Osisko currently expects a mine life of 12+ years at Dalgaranga; and,
- Due
to the high-grade nature of the deposit, Osisko expects Dalgaranga to be in the lowest quartile
on the global gold cost curve, once back in production.
Spartan
is a Mid-Sized and Experienced Australian Underground Miner
- Spartan
is a mid-sized and well-capitalized miner (~A$90 million in cash at June 30, 2024), led by
a management team with a history of exploration success, mine development and operational
expertise;
- Spartan
has access to Western Australia’s renowned, highly-skilled and trained local mining
workforce; and,
- Spartan’s
key shareholders include Ramelius Resources Limited (18%) and Tembo (10%).
Additional
Information
- Spartan
has the ability to buy back up to 20% of the Dalgaranga Royalty, as well as 20% of the Exploration
Royalty for a total of A$3.15 million until February 2027.
___________________________
1
“Tier-1 Mining Jurisdiction” defined as Australia, Canada, or USA
EXPLORATION
ROYALTY HIGHLIGHTS
Large
Land Packages and Highly Prospective Exploration Licenses
- The
Exploration Royalty covers the 685 km2 Yalgoo Licenses, in addition to ~1000 km2
of other prospective licenses (including the advanced Glenburgh and Mt Egerton exploration
properties, which have the potential to be a second production hub);
- Yalgoo
is approximately 110 kilometers (“km”) Southwest via road from Dalgaranga
and hosts the Melville gold deposit which consists of an open pit MRE which contains 3.35
Mt grading 1.49 g/t Au for 160 thousand ounces (“koz”) in the Indicated
category, and 1.88Mt grading 1.37 g/t Au for 83koz in the Inferred category, within a granted
Mining Lease;
- Spartan
is progressing with permitting of Yalgoo, which is expected to provide feed to supplement
the high-grade ore from Never Never and Pepper;
- Glenburgh
is a 768 km2 land package, approximately 300km North of Dalgaranga, and contains
13.5Mt grading 1.0 g/t Au for 431koz in the Indicated category, and 2.80Mt grading 0.90 g/t
Au for 79koz in the Inferred category, spread across 11 separate near-surface deposits, 10
of which are on a granted Mining Lease; and,
- Mt
Egerton is a 237 km2 land package, approximately 300km North of Dalgaranga, and
contains 0.23Mt grading 3.40 g/t Au for 25koz in the Indicated category, spread across two
existing deposits (Hibernian and Gaffney’s Find), both of which are located within
granted Mining Leases.
For
more information, please refer to https://spartanresources.com.au/.
Qualified
Person
The
scientific and technical content of this news release has been reviewed and approved by Guy
Desharnais, Ph.D., P.Geo., Vice President, Project Evaluation at Osisko Gold Royalties Ltd,
who is a “qualified person” as defined by National Instrument 43-101 –
Standards of Disclosure for Mineral Projects (“NI 43-101”).
About
Osisko Gold Royalties Ltd.
Osisko
Gold Royalties Ltd is an intermediate precious metal royalty company which holds a North
American focused portfolio of over 185 royalties, streams and precious metal offtakes,
including 20 producing assets. Osisko’s portfolio is anchored by its cornerstone asset,
a 5% net smelter return royalty on the Canadian Malartic Complex, one of Canada’s largest
gold mines.
Osisko’s
head office is located at 1100 Avenue des Canadiens-de-Montréal, Suite 300, Montréal,
Québec, H3B 2S2.
For
further information, please contact Osisko Gold Royalties Ltd:
Grant
Moenting Vice President, Capital Markets Tel: (514) 940-0670 #116 Mobile :
(365) 275-1954 Email: gmoenting@osiskogr.com | Heather
Taylor Vice President, Sustainability & Communications Tel: (514) 940-0670 #105 Email:
htaylor@osiskogr.com |
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain
statements contained in this press release may be deemed “forward-looking statements”
within the meaning of the United States Private Securities Litigation Reform Act of 1995
and “forward-looking information” within the meaning of applicable Canadian securities
legislation. Forward-looking statements are statements other than statements of historical
fact, that address, without limitation, future events, the obtaining of the required approval
to close the Transaction, that the Project, including the Never Never and Pepper deposits
will continue to be developed and will achieve near-term production re-start within 2 years,
that exploration will be successful and that high-grade discovery will continue to drive
growth of mineral inventories, that a Mining Reserve Estimate update and Feasibility Study
will be delivered by the first half of 2025, that exploration potential on land covered by
the Exploration Royalty will materialize, that a FID to re-start operations will be made
by Spartan before the end of 2025 and that final project financing will be achieved, that
delineation of higher grade underground Mineral Resources for the Four Pillars and West Winds
gold prospects will be achieved, that Osisko’s expectation of a mine life of 12+ years
at Dalgaranga at the lowest quartile on the global cost curve will be accurate, that Spartan
will continue to be well capitalized and have access to highly-skilled workforce, that Spartan
may exercise its right to buy back 20% of the Dalgaranga Royalty as well as 20% of the Exploration
Royalty, production estimates of Osisko’s assets (including increase of production),
timely developments of mining properties over which Osisko has royalties, streams, offtakes
and investments, management’s expectations regarding Osisko’s growth, results
of operations, estimated future revenues, production costs, carrying value of assets, ability
to continue to pay dividend, requirements for additional capital, business prospects and
opportunities future demand for and fluctuation of prices of commodities (including outlook
on gold, silver, diamonds, other commodities) currency, markets and general market conditions.
In addition, statements and estimates (including data in tables) relating to mineral reserves
and resources and gold equivalent ounces are forward-looking statements, as they involve
implied assessment, based on certain estimates and assumptions, and no assurance can be given
that the estimates will be realized. Forward-looking statements are statements that are not
historical facts and are generally, but not always, identified by the words “expects”,
“plans”, “anticipates”, “believes”, “intends”,
“estimates”, “projects”, “potential”, “scheduled”
and similar expressions or variations (including negative variations), or that events or
conditions “will”, “would”, “may”, “could”
or “should” occur. Forward-looking statements are subject to known and unknown
risks, uncertainties and other factors, most of which are beyond the control of Osisko, and
actual results may accordingly differ materially from those in forward-looking statements.
Such risk factors include, without limitation, (i) with respect to properties in which Osisko
holds a royalty, stream or other interest; risks related to: (a) the operators of the properties,
(b) timely development, permitting, construction, commencement of production, ramp-up (including
operating and technical challenges), (c) differences in rate and timing of production from
resource estimates or production forecasts by operators, (d) differences in conversion rate
from resources to reserves and ability to replace resources, (e) the unfavorable outcome
of any challenges or litigation relating title, permit or license, (f) hazards and uncertainty
associated with the business of exploring, development and mining including, but not limited
to unusual or unexpected geological and metallurgical conditions, slope failures or cave-ins,
flooding and other natural disasters or civil unrest or other uninsured risks, (g) that development
of the Project will be pursued diligently and in a timely manner, (ii) with respect to other
external factors: (a) fluctuations in the prices of the commodities that drive royalties,
streams, offtakes and investments held by Osisko, (b) fluctuations in the value of the Canadian
dollar relative to the U.S. dollar, (c) regulatory changes by national and local governments,
including permitting and licensing regimes and taxation policies, regulations and political
or economic developments in any of the countries where properties in which Osisko holds a
royalty, stream or other interest are located or through which they are held, (d) continued
availability of capital and financing and general economic, market or business conditions,
and (e) responses of relevant governments to infectious diseases outbreaks and the effectiveness
of such response and the potential impact of such outbreaks on Osisko’s business, operations
and financial condition, (f) that conditions will be met to allow Osisko to exercise to exercise
certain additional rights granted by Savannah; (iii) with respect to internal factors: (a)
business opportunities that may or not become available to, or are pursued by Osisko, (b)
the integration of acquired assets or (c) the determination of Osisko’s PFIC status.
The forward-looking statements contained in this press release are based upon assumptions
management believes to be reasonable, including, without limitation: that Spartan will maintain
development of the Dalgaranga Project in a manner consistent with past activities; that public
disclosure concerning the Project remains accurate; that no adverse development occurs in
respect of the Project; and the absence of any other factors that could cause actions, events
or results to differ from those anticipated, estimated or intended and the absence of significant
change in the Corporation’s ongoing income and assets relating to determination of
its PFIC status; the absence of any other factors that could cause actions, events or results
to differ from those anticipated, estimated or intended and, with respect to properties in
which Osisko holds a royalty, stream or other interest, (i) the ongoing operation of the
properties by the owners or operators of such properties in a manner consistent with past
practice and with public disclosure (including forecast of production), (ii) the accuracy
of public statements and disclosures made by the owners or operators of such underlying properties
(including expectations for the development of underlying properties that are not yet in
production), (iii) no adverse development in respect of any significant property, (iv) that
statements and estimates relating to mineral reserves and resources by owners and operators
are accurate and (v) the implementation of an adequate plan for integration of acquired assets.
For
additional information on risks, uncertainties and assumptions, please refer to the most
recent Annual Information Form of Osisko filed on SEDAR+ at www.sedarplus.ca and EDGAR at
www.sec.gov which also provides additional general assumptions in connection with these statements.
Osisko cautions that the foregoing list of risk and uncertainties is not exhaustive. Investors
and others should carefully consider the above factors as well as the uncertainties they
represent and the risk they entail. Osisko believes that the assumptions reflected in those
forward-looking statements are reasonable, but no assurance can be given that these expectations
will prove to be accurate as actual results, and prospective events could materially differ
from those anticipated such the forward-looking statements and such forward-looking statements
included in this press release are not guarantee of future performance and should not be
unduly relied upon. In this press release, Osisko relies on information publicly disclosed
by a third party pertaining to its assets and, therefore, assumes no liability for such third-party
public disclosure. These statements speak only as of the date of this press release.
Osisko undertakes no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise, other than as required
by applicable law.
Photos
accompanying this announcement are available at:
https://www.globenewswire.com/NewsRoom/AttachmentNg/dd586297-5251-4166-889c-4db2ec30320a
https://www.globenewswire.com/NewsRoom/AttachmentNg/29587cfa-087b-4f17-a6f0-b07ee364d483
Osisko Gold Royalties (NYSE:OR)
Graphique Historique de l'Action
De Nov 2024 à Déc 2024
Osisko Gold Royalties (NYSE:OR)
Graphique Historique de l'Action
De Déc 2023 à Déc 2024