UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 2023
Commission File Number 001-40099
GOLD ROYALTY CORP.
(Translation of registrant’s name into English)
1188 West Georgia Street, Suite 1830
Vancouver, BC, V6E 4A2
(604) 396-3066
(Address of principal executive offices)
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 ☐
INCORPORATION BY REFERENCE
EXHIBIT 99.1 INCLUDED WITH THIS REPORT, IS HEREBY INCORPORATED BY REFERENCE AS AN EXHIBIT TO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3, AS AMENDED AND SUPPLEMENTED (FILE NOS. 333-265581, 333-267633, 333-270682) AND FORM S-8 (FILE NO. 333-267421), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
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.
GOLD ROYALTY CORP. | ||
Date: September 5, 2023 | By: | /s/ Andrew Gubbels |
Name: | Andrew Gubbels | |
Title: | Chief Financial Officer |
EXHIBIT INDEX
Exhibit | Description of Exhibit | |
99.1 | Material Change Report dated September 1, 2023 |
Exhibit 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
1. Name and Address of Company:
GOLD
ROYALTY CORP.
1830-1188 West Georgia Street
Vancouver, British Columbia V6E 4A2
2. Date of Material Change:
The material change described in this report occurred on August 30, 2023.
3. News Release:
On August 30, 2023, Gold Royalty Corp. (the “Company” or “GRC”) issued a news release (the “News Release”) through the facilities of Canada Newswire, a copy of which has been filed on SEDAR+.
4. Summary of Material Change:
On August 30, 2023, the Company completed the indirect acquisition of a 1.0% net smelter return (“NSR”) royalty (the “Royalty”) on portions of the Cozamin Copper-Silver Mine from Endeavour Silver Corp. and its subsidiary (“Endeavour”).
5. Full Description of Material Change:
On August 30, 2023, the Company completed the indirect acquisition of the Royalty on portions of the Cozamin Copper-Silver Mine, located in Zacatecas, Mexico, from Endeavour. Pursuant to the transaction, the Company indirectly acquired the Royalty for US$7.5 million in cash consideration and received the option to acquire a 1% NSR royalty on five additional concessions if such royalties are granted to Endeavour in the future. Pursuant to such option, the Company may acquire such additional royalties, subject to existing rights of first refusal, in exchange for US$300,000, in the case of the Mise concession and US$50,000 in the case of each other concession. Such option consideration may be satisfied, at the option of the Company, through the issuance of common shares of the Company.
In connection with the completion of the Cozamin royalty acquisition, the Company’s board of directors suspended dividends under its dividend program in order to focus capital on executing its strategic priority of growing cash flow and net asset value per share through accretive acquisitions.
6. Reliance on Subsection 7.1(2) of National Instrument 51-102
Not applicable.
7. Omitted Information:
Not applicable.
8. Executive Officer:
The following executive officer of the Company is knowledgeable about the material change and this report and may be contacted respecting the material change and this report:
Andrew Gubbels
Chief Financial Officer Telephone: (604) 396-3066
9. Date of Report:
September 1, 2023