Form 6-K Osisko Gold Royalties For: Mar 31

May 12, 2021 6:06 AM EDT

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 May 2021

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 offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

[   ] Form 20-F      [X] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [   ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [   ]


SUBMITTED HEREWITH

Exhibits

Exhibit   Description
     
99.1   Unaudited Condensed Interim Consolidated Financial Statements for the period ended March 31, 2021
     
99.2   Management's Discussion and Analysis for the period ended March 31, 2021
     
99.3  

Form 52-109F2 Certification of Interim Filings Full Certificate - CEO

     
99.4   Form 52-109F2 Certification of Interim Filings Full Certificate - CFO
     
99.5   Press Release of Dividends
     
99.6   Press Release of Q1 2021 results


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: May 11, 2021 By: /s/ André Le Bel
    André Le Bel
  Title: Vice President, Legal Affairs and Corporate Secretary



 

 

OSISKO GOLD ROYALTIES LTD

 

. . . . . . . . . . . . . . . . . .

Unaudited Condensed Interim

Consolidated Financial Statements

 

For the three months

ended

March 31, 2021


Osisko Gold Royalties Ltd
Consolidated Balance Sheets
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars)

      March 31,     December 31,  
                      2021                     2020  
  Notes   $     $  
               
Assets              
               
Current assets              
               
Cash 3   320,630     302,524  
Short-term investments     3,458     3,501  
Amounts receivable     16,035     12,894  
Inventories 4   18,386     10,025  
Other assets     5,028     6,244  
      363,537     335,188  
               
Non-current assets              
               
Investments in associates 5   125,615     119,219  
Other investments 6   142,872     157,514  
Royalty, stream and other interests 7   1,100,335     1,116,128  
Mining interests and plant and equipment 8   524,524     489,512  
Exploration and evaluation     42,627     42,519  
Goodwill     111,204     111,204  
Other assets 4   25,147     25,820  
      2,435,861     2,397,104  
               
Liabilities              
               
Current liabilities              
               
Accounts payable and accrued liabilities     41,730     46,889  
Dividends payable     8,364     8,358  
Current portion of long-term debt 10   -     49,867  
Provisions and other liabilities 9   12,567     4,431  
      62,661     109,545  
               
Non-current liabilities              
               
Provisions and other liabilities 9   41,345     41,536  
Long-term debt 10   401,266     350,562  
Deferred income taxes     54,860     54,429  
      560,132     556,072  
               
Equity              
               
Share capital 11   1,783,707     1,776,629  
Warrants 11   18,072     18,072  
Contributed surplus     45,387     41,570  
Equity component of convertible debentures     14,510     17,601  
Accumulated other comprehensive income     58,361     48,951  
Deficit     (224,902 )   (174,458 )
Equity attributable to Osisko Gold Royalties Ltd's shareholders     1,695,135     1,728,365  
Non-controlling interests     180,594     112,667  
Total equity     1,875,729     1,841,032  
      2,435,861     2,397,104  

 Additional information per operating segment is provided in Notes 3 and 17.

The notes are an integral part of these unaudited condensed interim consolidated financial statements.


Osisko Gold Royalties Ltd
Consolidated Statements of Income (Loss)
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars)

         
      2021     2020  
  Notes   $     $  
               
Revenues 13   66,923     52,605  
               
Cost of sales 13   (20,397 )   (17,283 )
Depletion of royalty, stream and other interests     (11,927 )   (13,700 )
Gross profit     34,599     21,622  
               
Other operating expenses              
General and administrative     (9,906 )   (6,284 )
Business development     (987 )   (1,138 )
Exploration and evaluation     (337 )   (42 )
Impairment of a royalty interest     (2,288 )   (26,300 )
Operating income (loss)     21,081     (12,142 )
Interest income     1,310     1,121  
Finance costs     (6,143 )   (6,862 )
Foreign exchange (loss) gain     (1,129 )   2,326  
Share of loss of associates     (32 )   (1,716 )
Other (losses) gains, net 13   (1,910 )   629  
Earnings (loss) before income taxes     13,177     (16,644 )
Income tax (expense) recovery     (3,414 )   3,326  
Net earnings (loss)     9,763     (13,318 )
               
Net earnings (loss) attributable to:              
Osisko Gold Royalties Ltd's shareholders     10,557     (13,318 )
Non-controlling interests     (794 )   -  
               
Net earnings (loss) per share attributable to Osisko Gold Royalties Ltd's shareholders              
Basic and diluted 14   0.06     (0.09 )

Additional information per operating segment is provided in Notes 3 and 17.

The notes are an integral part of these unaudited condensed interim consolidated financial statements.


Osisko Gold Royalties Ltd
Consolidated Statements of Comprehensive Income
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars)

    2021     2020  
    $     $  
             
Net earnings (loss)   9,763     (13,318 )
             
Other comprehensive income (loss)            
             
Items that will not be reclassified to the consolidated statement of income (loss)            
             
Changes in fair value of financial assets at fair value through comprehensive income   484     (23,333 )
Income tax effect   2,705     1,301  
             
Items that may be reclassified to the consolidated statement of income (loss)            
             
Currency translation adjustments   (7,051 )   44,068  
Other comprehensive (loss) income   (3,862 )   22,036  
Comprehensive income   5,901     8,718  
             
Comprehensive income (loss) attributable to:            
Osisko Gold Royalties Ltd's shareholders   6,695     8,718  
Non-controlling interests   (794 )   -  

The notes are an integral part of these unaudited condensed interim consolidated financial statements.


Osisko Gold Royalties Ltd
Consolidated Statements of Cash Flows
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars)

      2021     2020  
  Notes   $     $  
Operating activities              
Net earnings (loss)     9,763     (13,318 )
Adjustments for:              
Share-based compensation     3,300     2,683  
Depletion and amortization     12,261     14,132  
Impairment of assets     4,400     26,300  
Finance costs     1,839     2,624  
Share of loss of associates     32     1,716  
Net gain on acquisition of investments     (438 )   (2,845 )
Change in fair value of financial assets at fair value through profit and loss     1,908     1,310  
Net gain on dilution of investments in associates     (1,391 )   -  
Foreign exchange gain     773     (2,101 )
Deferred income tax expense (recovery)     3,350     (3,515 )
Other     455     948  
Net cash flows provided by operating activities before changes in non-cash working capital items     36,252     27,934  
Changes in non-cash working capital items 15   (14,928 )   (4,134 )
Net cash flows provided by operating activities     21,324     23,800  
               
Investing activities              
Net disposal of short-term investments     -     (1,069 )
Acquisition of investments     (9,811 )   (15,587 )
Proceeds on disposal of investments     19,771     322  
Acquisition of royalty and stream interests     (3,792 )   (7,500 )
Mining assets and plant and equipment     (35,812 )   (14,854 )
Exploration and evaluation expenses, net of tax credits     (135 )   (116 )
Other     -     156  
Net cash flows used in investing activities     (29,779 )   (38,648 )
               
Financing activities              
Increase in long-term debt 10   50,000     71,660  
Repayment of long-term debt 10   (50,000 )   -  
Investments from minority shareholders 11   38,841     -  
Share issue expenses from investments from minority shareholders 11   (2,581 )   -  
Exercise of share options and shares issued under the share purchase plan     4,978     360  
Normal course issuer bid purchase of common shares     (4,464 )   (2,956 )
Dividends paid     (7,782 )   (7,542 )
Other     (890 )   (1,155 )
Net cash flows provided by financing activities     28,102     60,367  
               
Increase in cash before effects of exchange rate changes on cash     19,647     45,519  
Effects of exchange rate changes on cash     (1,541 )   4,583  
Increase in cash     18,106     50,102  
Cash - beginning of period     302,524     108,223  
Cash - end of period     320,630     158,325  

Additional information per operating segment is provided in Notes 3 and 17.

Additional information on the consolidated statements of cash flows is presented in Note 15.

The notes are an integral part of these unaudited condensed interim consolidated financial statements.


Osisko Gold Royalties Ltd
Consolidated Statement of Changes in Equity
For the three months ended March 31, 2021

(tabular amounts expressed in thousands of Canadian dollars)

          Equity attributed to Osisko Gold Royalties Ltd's shareholders          
      Number of               Equity   Accumulated                  
      common       Warrants       component of   other   Retained       Non-      
      shares   Share   Contributed   convertible   comprehensive   earnings       controlling      
  Notes   outstanding   capital   surplus   debentures   income(i)   (deficit)   Total   interests   Total  
          $   $   $   $   $   $   $   $   $  
Balance - January 1, 2021     166,647,932   1,776,629   18,072   41,570   17,601   48,951   (174,458 ) 1,728,365   112,667   1,841,032  
                                             
Net earnings (loss)     -   -   -   -   -   -   10,557   10,557   (794 ) 9,763  
Other comprehensive loss     -   -   -   -   -   (3,862 ) -   (3,862 ) -   (3,862 )
Comprehensive (loss) income     -   -   -   -   -   (3,862 ) 10,557   6,695   (794 ) 5,901  
                                             
Net investments from minority shareholders 11   -   -   -   -   -   -   -   -   29,529   29,529  
Effect of changes in ownership of a subsidiary on non-
    controlling interest
    -   -   -   -   -   -   (38,580 ) (38,580 ) 38,580   -  
Dividends declared 11   -   -   -   -   -   -   (8,364 ) (8,364 ) -   (8,364 )
Shares issued - Dividends reinvestment plan 11   37,545   575   -   -   -   -   -   575   -   575  
Shares issued - Employee share purchase plan     6,454   103   -   -   -   -   -   103   -   103  
Share options - Shared-based compensation     -   -   -   1,021   -   -   -   1,021   377   1,398  
Share options exercised     367,300   6,340   -   (1,427 ) -   -   -   4,913   -   4,913  
Restricted share units to be settled in common shares:                                            
  Share-based compensation     -   -   -   1,505   -   -   -   1,505   235   1,740  
  Settlement     39,079   150   -   (177 ) -   -   (11 ) (38 ) -   (38 )
  Income tax impact     -   -   -   (334 ) -   -   -   (334 ) -   (334 )
Deferred share units to be settled in common shares:                                            
  Share-based compensation     -   -   -   354   -   -   -   354   -   354  
  Income tax impact     -   -   -   (216 ) -   -   -   (216 ) -   (216 )
Normal course issuer bid purchase of common shares 11   (347,400 ) (3,690 ) -   -   -   -   (774 ) (4,464 ) -   (4,464 )
Deemed issuance of Osisko shares 5   305,356   3,600   -   -   -   -   -   3,600   -   3,600  
Equity component of convertible debenture 10   -   -   -   3,091   (3,091 ) -   -   -   -   -  
Transfer of realized loss on financial assets at fair
  value through other comprehensive income, net of
  income taxes
    -   -   -   -   -   13,272   (13,272 ) -   -   -  
Balance - March 31, 2021 (ii)     167,056,266   1,783,707   18,072   45,387   14,510   58,361   (224,902 ) 1,695,135   180,594   1,875,729  

(i)  As at March 31, 2021, accumulated other comprehensive income comprises items that will not be recycled to the consolidated statement of income (loss) amounting to $37.3 million and items that may be recycled to the consolidated statement of income (loss) amounting to $21.1 million.

(ii) As at March 31, 2021, there are 167,268,319 common shares issued, of which 212,053 are deemed to have been repurchased given that one of the Company's associates owns some of the Company's common shares (Note 5).

 

The notes are an integral part of these unaudited condensed interim consolidated financial statements.


Osisko Gold Royalties Ltd
Consolidated Statements of Changes in Equity
For the three months ended March 31, 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars)

    Number of                       Equity     Accumulated              
    common           Warrants           component of     other              
    shares     Share     Contributed     convertible     comprehensive              
    outstanding     capital     surplus     debentures     income(i)     Deficit     Total  
          $     $     $     $     $     $     $  
Balance - January 1, 2020   156,951,952     1,656,350     18,072     37,642     17,601     13,469     (249,688 )   1,493,446  
                                                 
Net loss   -     -     -     -     -     -     (13,318 )   (13,318 )
Other comprehensive income   -     -     -     -     -     22,036     -     22,036  
Comprehensive income   -     -     -     -     -     22,036     (13,318 )   8,718  
                                                 
Dividends declared   -     -     -     -     -     -     (7,880 )   (7,880 )
Shares issued - Dividends reinvestment plan   28,351     333     -     -     -     -     -     333  
Shares issued - Employee share purchase plan   8,951     112     -     -     -     -     -     112  
Share options - Shared-based compensation   -     -     -     428     -     -     -     428  
Replacement share options exercised   24,990     369     -     (79 )   -     -     -     290  
Restricted share units to be settled in common shares:                                                
  Share-based compensation   -     -     -     2,031     -     -     -     2,031  
  Settlement   67,344     915     -     (1,942 )   -     -     68     (959 )
  Income tax impact   -     -     -     (279 )   -     -     -     (279 )
Deferred share units to be settled in common shares:                                                
  Share-based compensation   -     -     -     224     -     -     -     224  
  Income tax impact   -     -     -     (185 )   -     -     -     (185 )
Normal course issuer bid purchase of common shares   (429,722 )   (3,933 )   -     -     -     -     -     (3,933 )
Transfer of realized loss on financial assets at fair value through other comprehensive income   -     -     -     -     -     690     (690 )   -  
Balance - March 31, 2020 (ii)   156,651,866     1,654,146     18,072     37,840     17,601     36,195     (271,508 )   1,492,346  

(i)  As at March 31, 2020, accumulated other comprehensive income comprises items that will not be recycled to the consolidated statement of income (loss) amounting to ($40.5 million) and items that may be recycled to the consolidated statement of income (loss) amounting to $76.7 million.

(ii) As at March 31, 2020, there are 157,169,275 common shares issued, of which 517,409 are deemed to have been repurchased given that one of the Company's associates owns some of the Company's common shares (Note 5).

The notes are an integral part of these unaudited condensed interim consolidated financial statements.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

1. Nature of activities

Osisko Gold Royalties Ltd and its subsidiaries (together "Osisko" or the "Company") are engaged in the business of acquiring and managing precious metal and other high-quality royalties, streams and similar interests in Canada and worldwide. Osisko is a public company traded on the Toronto Stock Exchange and the New York Stock Exchange constituted under the Business Corporations Act (Québec) and is domiciled in the Province of Québec, Canada. The address of its registered office is 1100, avenue des Canadiens-de-Montréal, Suite 300, Montréal, Québec. The Company owns a portfolio of royalties, streams, offtakes, options on royalty/stream financings and exclusive rights to participate in future royalty/stream financings on various projects. The Company's cornerstone asset is a 5% net smelter return ("NSR") royalty on the Canadian Malartic mine, located in Canada.

On March 31, 2021, Osisko held an interest of 75.1% in Osisko Development Corp. ("Osisko Development"), a mining exploration, evaluation and development company and, as a result, the assets, liabilities, results of operations and cash flows of the Company consolidate the activities of Osisko Development and its subsidiaries. Osisko Development's main asset is the Cariboo gold project in Canada.

2. Basis of presentation

These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2020, which have been prepared in accordance with IFRS as issued by the IASB. The accounting policies, methods of computation and presentation applied in these unaudited condensed interim consolidated financial statements are consistent with those of the previous financial year. The Board of Directors approved the interim condensed consolidated financial statements on May 11, 2021.

Uncertainty due to COVID-19

The duration and full financial effect of the COVID-19 pandemic is unknown at this time, as are the measures taken by governments, companies and others to attempt to reduce the spread of COVID-19. Any estimate of the length and severity of these developments is therefore subject to significant uncertainty, and accordingly estimates of the extent to which the COVID-19 may materially and adversely affect the Company's operations, financial results and condition in future periods are also subject to significant uncertainty. In the current environment, the assumptions and judgements made by the Company are subject to greater variability than normal, which could in the future significantly affect judgments, estimates and assumptions made by management as they relate to the potential impact of COVID-19 and could lead to a material adjustment to the carrying value of the assets or liabilities affected. The impact of current uncertainty on judgments, estimates and assumptions extends, but is not limited to, the Company's valuation of its long-term assets, including the assessment for impairment and impairment reversal. Actual results may differ materially from these estimates.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

3. Cash

As at March 31, 2021 and December 31, 2020, the consolidated cash position was as follows:

    Osisko Gold Royalties (i)     Osisko Development (ii)     Total  
    2021     2020     2021     2020     2021     2020  
    $     $     $     $     $     $  
                                     
Cash held in Canadian dollars   43,634     29,714     144,526     137,374     188,160     167,088  
                                     
Cash held in U.S. dollars   60,450     59,208     44,894     47,167     105,344     106,375  
Cash held in U.S. dollars (Canadian equivalent)   76,016     75,383     56,454     60,053     132,470     135,436  
Total cash   119,650     105,097     200,980     197,427     320,630     302,524  

(i) Excluding Osisko Development and its subsidiaries.

(ii) Osisko Development and its subsidiaries.

4. Inventories

    March 31,     December 31,  
    2021     2020  
    $     $  
Current            
             
Ore in stockpiles (i), (ii)   15,483     8,426  
Supplies and other (i)   2,903     1,599  
    18,386     10,025  
             
Non-current            
             
Ore in stockpiles (i), (ii)   16,598     17,279  

(i) Inventories are held by subsidiaries of Osisko Development and are related to the Bonanza Ledge Phase II and San Antonio projects.

(ii) The inventory balance associated with the ore that is not expected to be processed within 12 months is classified as non-current and is recorded in the other assets line item on the consolidated balance sheets.

5. Investments in associates

      Three months ended     Year ended  
      March 31,
2021
    December 31,
2020
 
      $     $  
Balance - Beginning of period   119,219     103,640  
  Acquisitions   -     14,954  
  Exercise of warrants   1,437     36  
  Share of loss   (32 )   (7,657 )
  Share of comprehensive income   -     1,506  
  Net gain on ownership dilution   1,391     10,381  
  Gain (loss) on deemed disposals   -     5,357  
  Transfers to other investments   -     (8,998 )
  Deemed issuance of Osisko common shares held by an associate (i)   3,600     -  
Balance - End of period   125,615     119,219  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

5. Investments in associates (continued)

(i) Osisko Mining Inc. ("Osisko Mining"), an associate of Osisko, held common shares of Barkerville Gold Mines Limited ("Barkerville") prior to its acquisition by Osisko in 2019. Following the acquisition of Barkerville, Osisko Mining received common shares of Osisko, which resulted in a deemed repurchase of common shares by the Company and a related reduction in the net investment in Osisko Mining, based on the ownership interest held in Osisko Mining. During the first quarter of 2021, Osisko Mining disposed of shares of Osisko, which resulted in a deemed issuance of common shares by the Company and an increase in the net investment in Osisko Mining.

6. Other investments

    Three months ended     Year ended  
    March 31,
2021
    December 31,
2020
 
    $     $  
Fair value through profit or loss (warrants and convertible instruments)            
   Balance - Beginning of period   25,063     1,700  
     Acquisitions   -     4,782  
     Exercise   (766 )   (347 )
     Change in fair value   (1,909 )   2,387  
     Amendment of a note receivable   -     16,541  
   Balance - End of period   22,388     25,063  
             
Fair value through other comprehensive income (shares)            
             
   Balance - Beginning of period   115,590     57,409  
     Acquisitions   5,189     18,602  
     Exercise of warrants   -     452  
     Transfer from associates   -     8,998  
     Change in fair value   484     40,993  
     Disposals   (19,772 )   (10,864 )
   Balance - End of period   101,491     115,590  
             
Amortized cost (notes)            
   Balance - Beginning of period   16,861     8,777  
     Acquisitions   4,389     7,998  
     Transfer from short-term investments   -     8,467  
     Impairments   (2,112 )   (7,998 )
     Foreign exchange revaluation impact   (145 )   (383 )
   Balance - End of period   18,993     16,861  
             
Total   142,872     157,514  

Other investments comprise common shares, warrants, convertible and non-convertible notes receivable, mostly from Canadian publicly traded companies as well as loan receivables from two private companies, owning the Renard diamond mine and the Amulsar gold project (the loans related to the Amulsar gold project were written-off).


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

7. Royalty, stream and other interests

          Three months ended
March 31, 2021
 
    Royalty
interests
    Stream
interests
    Offtake
interests
    Total  
    $     $     $     $  
Balance - Beginning of period   656,661     440,941     18,526     1,116,128  
Acquisitions   3,587     205     -     3,792  
Depletion   (6,989 )   (4,749 )   (189 )   (11,927 )
Impairment   (2,288 )   -     -     (2,288 )
Translation adjustments   (1,072 )   (4,070 )   (228 )   (5,370 )
                         
Balance - End of period   649,899     432,327     18,109     1,100,335  
                         
Producing                        
  Cost   621,130     508,603     18,195     1,147,928  
   Accumulated depletion and impairment   (373,955 )   (192,468 )   (13,631 )   (580,054 )
   Net book value - End of period   247,175     316,135     4,564     567,874  
                         
Development                        
   Cost   184,950     167,003     30,867     382,820  
   Accumulated depletion and impairment   (501 )   (50,811 )   (26,209 )   (77,521 )
   Net book value - End of period   184,449     116,192     4,658     305,299  
                         
Exploration and evaluation                        
   Cost   219,098     -     8,887     227,985  
   Accumulated depletion   (823 )   -     -     (823 )
   Net book value - End of period   218,275     -     8,887     227,162  
                         
Total net book value - End of period   649,899     432,327     18,109     1,100,335  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

7. Royalty, stream and other interests (continued)

          Year ended
December 31, 2020
 
    Royalty
interests
    Stream
interests
    Offtake
interests
    Total  
    $     $     $     $  
Balance - January 1   627,567     483,164     19,781     1,130,512  
Additions   54,276     11,917     -     66,193  
Disposal   (357 )   -     -     (357 )
Depletion   (23,159 )   (21,532 )   (914 )   (45,605 )
Impairment   -     (26,300 )   -     (26,300 )
Translation adjustments   (1,666 )   (6,308 )   (341 )   (8,315 )
                         
Balance - December 31   656,661     440,941     18,526     1,116,128  
                         
Producing                        
   Cost   621,503     512,019     18,422     1,151,944  
   Accumulated depletion and impairment   (367,232 )   (188,281 )   (13,609 )   (569,122 )
   Net book value - December 31   254,271     323,738     4,813     582,822  
                         
Development                        
   Cost   185,170     168,648     31,252     385,070  
   Accumulated depletion and impairment   (501 )   (51,445 )   (26,537 )   (78,483 )
   Net book value - December 31   184,669     117,203     4,715     306,587  
                         
Exploration and evaluation                        
   Cost   218,395     -     8,998     227,393  
   Accumulated depletion   (674 )   -     -     (674 )
                         
   Net book value - December 31   217,721     -     8,998     226,719  
                         
Total net book value - December 31   656,661     440,941     18,526     1,116,128  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

8. Mining interests and plant and equipment

    Three months ended March 31, 2021    
Year ended December 31, 2020
 
    Mining
interests
    Plant and
equipment
(i)
    Total     Mining
interests
    Plant and
equipment
(i)
    Total  
    $     $     $     $     $     $  
                                     
Net book value - Beginning of period   459,303     30,209     489,512     320,008     23,685     343,693  
   Acquisition of the San Antonio gold project   -     -     -     57,038     1,330     58,368  
   Additions   24,764     14,938     39,702     75,437     10,915     86,352  
   Mining exploration tax credits   (1,728 )   -     (1,728 )   (4,608 )   -     (4,608 )
   Changes in the environmental   
      rehabilitation assets
  (267 )   -     (267 )   3,414     -     3,414  
   Depreciation   -     (1,065 )   (1,065 )   -     (5,340 )   (5,340 )
   Depreciation capitalized   684     -     684     4,019     -     4,019  
   Share-based compensation capitalized   240     -     240     688     -     688  
   Disposals and write-offs   -     (32 )   (32 )   -     (388 )   (388 )
   Currency translation adjustments   (2,409 )   (113 )   (2,522 )   3,307     7     3,314  
Net book value - End of period   480,587     43,937     524,524     459,303     30,209     489,512  
                                     
Closing balance                                    
   Cost   480,587     51,812     532,399     459,303     37,545     496,848  
   Accumulated depreciation   -     (7,875 )   (7,875 )   -     (7,336 )   (7,336 )
                                     
Net book value   480,587     43,937     524,524     459,303     30,209     489,512  

(i) Plant and equipment includes right-of-use assets of $12.6 million as at March 31, 2021 ($10.8 million as at December 31, 2020).


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

9. Provisions and other liabilities

    Three months ended
March 31, 2021
    Year ended
December 31, 2020
 
    Environmental
rehabilitation(i)
    Lease
liabilities(ii)
    Deferred
premium on
flow-through
shares
(iii)
    Total     Environmental
Rehabilitation(i)
    Lease
liabilities(ii)
    Total  
    $     $     $     $     $     $     $  
                                           
Balance - Beginning of period   34,601     11,366     -     45,967     20,527     10,127     30,654  
                                           
Acquisition of the San
    Antonio gold project   
  -     -     -     -     9,301     -     9,301  
New liabilities   -     1,865     -     1,865     4,176     2,394     6,570  
Revision of estimates   (379 )   -     -     (379 )   (310 )   -     (310 )
Accretion   272     -     -     272     820     -     820  
Settlement/payments of
  liabilities
  (46 )   (809 )   -     (855 )   (500 )   (1,155 )   (1,655 )
Issuance of flow-through shares   -     -     7,885     7,885     -     -     -  
Recognition of deferred premium
  on flow-through shares
  -     -     (469 )   (469 )                  
Currency translation
  adjustments
  (374 )   -     -     (374 )   587     -     587  
Balance - End of period   34,074     12,422     7,416     53,912     34,601     11,366     45,967  
Current portion   2,854     2,297     7,416     12,567     3,019     1,412     4,431  
Non-current portion   31,220     10,125     -     41,345     31,582     9,954     41,536  
    34,074     12,422     7,416     53,912     34,601     11,366     45,967  

(i) The environmental rehabilitation provision represents the legal and contractual obligations associated with the eventual closure of the Company's mining interests, plant and equipment and exploration and evaluation assets (mostly for the Cariboo property, Bonanza Ledge Phase II and San Antonio projects). As at March 31, 2021, the estimated inflation-adjusted undiscounted cash flows required to settle the environmental rehabilitation amounts to $39.6 million. The weighted average actualization rate used is 3.4% and the disbursements are expected to be made from 2021 to 2030 as per the current closure plans.

(ii) The lease liabilities are mainly related to leases for office space and mining equipment.

(iii) The flow-through shares issuance by Osisko Development is described in Note 11.

10. Long-term debt

The movements in the long-term debt are as follows:

    Three months ended     Year ended  
    March 31,
2021
    December 31,
2020
 
    $     $  
Balance - Beginning of period   400,429     349,042  
   Increase in revolving credit facility   50,000     71,660  
   Decrease in revolving credit facility   -     (19,205 )
   Repayment of convertible debenture   (50,000 )   -  
   Amortization of transaction costs   555     2,238  
   Accretion expense   1,066     4,972  
   Foreign exchange revaluation impact   (784 )   (8,278 )
Balance - End of period   401,266     400,429  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

10. Long-term debt (continued)

The summary of the long-term debt is as follows:

    March 31,     December 31,  
    2021     2020  
    $     $  
             
Convertible debentures(i),(ii)   300,000     350,000  
Revolving credit facility(iii)   112,875     63,659  
Long-term debt   412,875     413,659  
Unamortized debt issuance costs   (3,940 )   (4,495 )
Unamortized accretion on convertible debentures   (7,669 )   (8,735 )
Long-term debt, net of issuance costs   401,266     400,429  
Current portion   -     49,867  
Non-current portion   401,266     350,562  
    401,266     400,429  

(i) Convertible debenture (2016)

In February 2016, the Company issued a senior non-guaranteed convertible debenture of $50.0 million to Investissement Québec, which was repaid in full on February 12, 2021.

(ii) Convertible debentures (2017)

In November 2017, the Company closed a bought-deal offering of convertible senior unsecured debentures (the "Debentures") in an aggregate principal amount of $300.0 million (the "Offering"). The Offering was comprised of a public offering, by way of a short form prospectus, of $184.0 million aggregate principal amount of Debentures and a private placement offering of $116.0 million aggregate principal amount of Debentures.

The Debentures bear interest at a rate of 4.0% per annum, payable semi-annually on June 30 and December 31 of each year, commencing on June 30, 2018. The Debentures are convertible at the holder's option into common shares of the Company at a conversion price equal to $22.89 per common share. The Debentures will mature on December 31, 2022 and may be redeemed by Osisko, in certain circumstances, on or after December 31, 2020. The Debentures are listed for trading on the TSX under the symbol "OR.DB".

(iii) Revolving credit facility

An amount of $400.0 million is available under the credit facility, with an additional uncommitted accordion of up to $100.0 million (for a total availability of up to $500.0 million). The credit facility has a maturity date of November 14, 2023.

The uncommitted accordion is subject to standard due diligence procedures and acceptance of the lenders. The credit facility is to be used for general corporate purposes and investments in the mineral industry, including the acquisition of royalty, stream and other interests. The credit facility is secured by the Company's assets from the royalty, stream and other interests segment.

The Facility is subject to standby fees. Funds drawn bear interest based on the base rate, prime rate, London Inter-Bank Offer Rate ("LIBOR") or a comparable or successor rate in the event that LIBOR ceases to be available, plus an applicable margin depending on the Company's leverage ratio. In February 2021, the Company drew $50.0 million to repay the Investissement Québec convertible debenture. As at March 31, 2021, the Facility was drawn for a total of $112.9 million ($50.0 million and US$50.0 million ($62.9 million)) and the effective interest rate was 2.7%, including the applicable margin. The Facility includes covenants that require the Company to maintain certain financial ratios, including the Company's leverage ratios and meet certain non-financial requirements.  As at March 31, 2021, all such ratios and requirements were met.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

11. Share capital and warrants

Shares

Osisko Development Corp. - Non-brokered private placement

In January 2021, Osisko Development completed the first tranche of a non-brokered private placement through the issuance of 9,346,464 units of Osisko Development at a price of $7.50 per unit for aggregate gross proceeds of $68.6 million. Each unit consists of one common share of Osisko Development and one-half of one common share purchase warrant of Osisko Development, which each whole warrant entitling the holder to acquire one common share of Osisko Development at a price of $10.00 per share on or prior to December 1, 2023.

In February 2021, Osisko Development completed the second and final tranche of a non-brokered private placement through the issuance of 1,515,731 units of Osisko Development at a price of $7.50 per unit for aggregate gross proceeds of $11.2 million. Each unit consists of one common share of Osisko Development and one-half of one common share purchase warrant of Osisko Development, which each whole warrant entitling the holder to acquire one common share of Osisko Development at a price of $10.00 per share on or prior to December 1, 2023.

An amount of $73.9 million from the non-brokered private placement was received in 2020. The share issue expenses related to the first and second tranches of the private placement amounted to $1.1 million ($0.8 million, net of income taxes).

Osisko Development Corp. - Brokered private placement of flow-through shares

In March 2021, Osisko Development completed a "bought deal" brokered private placement of 2,055,742 flow-through shares at a price of $9.05 per flow-through share and 1,334,500 charity flow-through shares at a price of $11.24 per charity flow-through share, for aggregate gross proceeds of $33.6 million. Share issue expenses related to this private placement amounted to $1.5 million ($1.1 million, net of income taxes). The shares were issued at a premium to the market price, which was recognized as a current liability under provisions and other liabilities for $7.9 million (net of share issue costs attributed of $0.5 million). The liability will be reversed and recognized to the consolidated statements of income (loss) as flow-through premium income as the required expenditures are incurred. Osisko Development is committed to spending the proceeds on exploration and evaluation activities by December 31, 2022. As at March 31, 2021, the balance remaining to be spent amounted to $31.6 million.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

11. Share capital and warrants (continued)

Normal course issuer bid

In December 2020, Osisko renewed its normal course issuer bid ("NCIB") program. Under the terms of the 2021 NCIB program, Osisko may acquire up to 14,610,718 of its common shares from time to time in accordance with the normal course issuer bid procedures of the TSX. Repurchases under the 2021 NCIB program are authorized until December 11, 2021. Daily purchases will be limited to 138,366 common shares, other than block purchase exemptions, representing 25% of the average daily trading volume of the common shares on the TSX for the six-month period ending November 30, 2020, being 553,464 Common Shares.

During the three months ended March 31, 2021, the Company purchased for cancellation a total of 347,400 common shares for $4.5 million (average acquisition price per share of $12.85).

Dividends

On January 15, 2021, the Company issued 37,545 common shares under the Dividend Reinvestment Plan ("DRIP"), at a discount rate of 3%.

On February 24, 2021, the Board of Directors declared a quarterly dividend of $0.05 per common share payable on April 15, 2021 to shareholders of record as of the close of business on March 31, 2021.  As at March 31, 2021, the holders of 8,989,709 common shares had elected to participate in the DRIP, representing dividends payable of $0.4 million. Therefore, 30,643 common shares were issued on April 15, 2021 at a discount rate of 3%.

Warrants

As at March 31, 2021 and December 31, 2020, 5,480,000 warrants were outstanding and entitles the holder to purchase one common share of Osisko at a price of $36.50 until March 5, 2022.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

12. Share-based compensation

Share options

The Company and its subsidiary, Osisko Development, offer a share option plan to their respective directors, officers, management, employees and consultants.

Osisko Gold Royalties Ltd

The following table summarizes information about the movement of the share options outstanding under the Osisko's plan:

    Three months ended
March 31, 2021
    Year ended
December 31, 2020
 
          Weighted           Weighted  
    Number of     average     Number of     average  
    options     exercise price     options     exercise price  
          $           $  
Balance - Beginning of period   4,240,869     14.22     4,939,344     14.40  
   Granted(i)   658,300     12.70     1,201,100     13.51  
   Exercised   (367,300 )   13.38     (673,470 )   11.27  
   Forfeited   -     -     (341,300 )   13.61  
   Expired   (158,220 )   15.98     (884,805 )   16.56  
Balance - End of period   4,373,649     14.00     4,240,869     14.22  
Options exercisable - End of period   1,707,151     15.17     2,208,070     14.96  

(i) Options were granted to officers, management, employees and/or consultants.

The weighted average share price when share options were exercised during the three months ended March 31, 2021 was $14.86 ($14.83 for the year ended December 31, 2020).

The following table summarizes the Osisko's share options outstanding as at March 31, 2021:

            Options outstanding     Options exercisable  
                  Weighted              
                  average              
            Weighted     remaining           Weighted  
Exercise           average     contractual           average  
price range     Number     exercise price     life (years)     Number     exercise price  
$           $                 $  
9.83 - 12.97     1,542,047     12.70     3.9     504,180     12.65  
13.10 - 14.78     2,019,679     13.54     3.5     421,048     13.51  
15.97 - 18.07     744,093     16.78     1.3     714,093     16.81  
24.72 - 27.77     67,830     26.97     1.1     67,830     26.97  
      4,373,649     14.00     3.2     1,707,151     15.17  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

12. Share-based compensation (continued)

Share options (continued)

Osisko Gold Royalties Ltd (continued)

The options, when granted, are accounted for at their fair value determined by the Black-Scholes option pricing model based on the vesting period and on the following weighted average assumptions:

  Three months ended
March 31, 2021
  Year ended
December 31, 2020
 
Dividend per share 2%   1%  
Expected volatility 40%   39%  
Risk-free interest rate 0.7%   0.3%  
Expected life 46 months   46 months  
Weighted average share price $12.70   $13.51  
Weighted average fair value of options granted $3.49   $3.56  

The expected volatility was estimated using Osisko's historical data from the date of grant and for a period corresponding to the expected life of the options. Share options are exercisable at the closing market price of the common shares of the Company on the day prior to their grant.

The fair value of the share options is recognized as compensation expense over the vesting period. During the three months ended March 31, 2021, the total share-based compensation related to share options granted under the Osisko's plan amounted to $1.0 million ($0.4 million during the three months ended March 31, 2020), including $0.1 million capitalized to mining assets and plant and equipment (nil during the three months ended March 31, 2020).

Osisko Development Corp.

The following table summarizes information about the movement of the share options outstanding under the Osisko Development's plan:

    Three months ended
March 31, 2021
    Year ended
December 31, 2020
 
          Weighted           Weighted  
    Number of     average     Number of     average  
    options     exercise price     options     exercise price  
          $           $  
Balance - Beginning of period   1,199,100     7.62     -     -  
Granted(i)   31,600     8.10     1,199,100     7.62  
Forfeited   (66,900 )   7.62     -     -  
Balance - End of period   1,163,800     7.63     1,199,100     7.62  
Options exercisable - End of period   -     -     -     -  

(i) Options were granted to officers, management, employees and/or consultants.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

12. Share-based compensation (continued)

Share options (continued)

Osisko Development Corp. (continued)

The following table summarizes the Osisko Development's share options outstanding as at March 31, 2021:

            Options outstanding     Options exercisable  
                  Weighted              
                  average              
                  remaining           Weighted  
Grant           Exercise     contractual           average  
Date     Number     price     life (years)     Number     exercise price  
$           $                 $  
December 23, 2020     1,132,200     7.62     3.7     -     -  
February 4, 2021     31,600     8.10     3.9     -     -  
      1,163,800     7.63     3.7     -     -  

 

The options, when granted, are accounted for at their fair value determined by the Black-Scholes option pricing model based on the vesting period and on the following weighted average assumptions:

 

Three months ended
March 31, 2021

 

Year ended
December 31, 2020

Dividend per share

-

 

-

Expected volatility

63%

 

63%

Risk-free interest rate

0.4%

 

0.4%

Expected life

48 months

 

48 months

Weighted average share price

$8.10

 

$7.62

Weighted average fair value of options granted

$3.96

 

$3.64

The expected volatility was estimated by benchmarking with companies having businesses similar to Osisko Development. The historical volatility of the common share price of these companies was used for benchmarking back from the date of grant and for a period corresponding to the expected life of the options.

The fair value of the share options is recognized as compensation expense over the vesting period. During the three months ended March 31, 2021, the total share-based compensation related to share options granted under the Osisko Development's plan amounted to $0.4 million (nil for the three months ended March 31, 2020), including $0.1 million capitalized to mining assets and plant and equipment (nil for the three months ended March 31, 2020).


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

12. Share-based compensation (continued)

Deferred and restricted share units

The Company and its subsidiary, Osisko Development, offer a DSU plan and a RSU plan, which allow DSU and RSU to be granted to directors, officers and employees as part of their long-term compensation package.


Osisko Gold Royalties Ltd

The following table summarizes information about the DSU and RSU movements:

    Three months ended
March 31, 2021
  Year ended
December 31, 2020
 
    DSU(i)
(equity)
    RSU(ii)
(equity)
  DSU(i)
(equity)
  RSU(ii)
(equity)
 
                     
Balance - Beginning of period   408,564     1,242,902   325,207   1,190,038  
   Granted   15,800     255,200   97,995   504,560  
   Reinvested dividends   1,325     4,020   5,558   17,143  
   Settled   -     (18,050 ) (20,196 ) (365,399 )
   Forfeited   -     (6,327 ) -   (103,440 )
Balance - End of period   425,689     1,477,745   408,564   1,242,902  
Balance - Vested   310,865     -   309,862   -  

(i) Unless otherwise decided by the board of directors of the Company, the DSU vest the day prior to the next annual general meeting and are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company, to each director when he or she leaves the board or is not re-elected. The value of the payout is determined by multiplying the number of DSU expected to be vested at the payout date by the closing price of the Company's shares on the day prior to the grant date. The fair value is recognized over the vesting period. On the settlement date, one common share will be issued for each DSU, after deducting any income taxes payable on the benefit earned by the director that must be remitted by the Company to the tax authorities.

(ii) On December 31, 2019, 150,000 RSU were granted to an officer (with a value of $12.70 per RSU) and vest and are payable in equal tranches over a three-year period (1/3 per year), in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company.  The remaining RSU vest and are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company, three years after the grant date, one half of which depends on the achievement of certain performance measures.

The value of the payout is determined by multiplying the number of RSU expected to be vested at the payout date by the closing price of the Company's shares on the day prior to the grant date. The fair value is recognized over the vesting period and is adjusted in function of the applicable terms for the performance based components, when applicable. On the settlement date, one common share is issued for each RSU, after deducting any income taxes payable on the benefit earned by the employee that must be remitted by the Company to the tax authorities.

The total share-based compensation related to the Osisko's DSU and RSU plans for the three months ended March 31, 2021 amounted to $1.9 million ($2.3 million for the three months ended March 31, 2020).

Based on the closing price of the common shares at March 31, 2021 ($13.84), and considering a marginal income tax rate of 53.3%, the estimated amount that Osisko is expected to transfer to the tax authorities to settle the employees' tax obligations related to the vested RSU and DSU to be settled in equity amounts to $2.3 million ($2.7 million as at December 31, 2020) and to $14.0 million based on all RSU and DSU outstanding ($14.2 million as at December 31, 2020).


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

 

12. Share-based compensation (continued)

Deferred and restricted share units

Osisko Development Corp.

In December 2020, 170,620 DSU were granted under the Osisko Development's plan. The DSU granted will vest the day prior to the annual general meeting to be held in 2022. The value of the payout is determined by multiplying the number of DSU expected to be vested at the payout date by the closing price of the Osisko Development's shares on the day prior to the grant date. The fair value is recognized over the vesting period. On the settlement date, one common share will be issued for each DSU, after deducting any income taxes payable on the benefit earned by the director that must be remitted by the Osisko Development to the tax authorities. The DSU granted in 2020 have a weighted average value of $7.62 per DSU.

The total share-based compensation expense related to the Osisko Development's DSU plan for the three months ended March 31, 2021 amounted to $0.2 million (nil for the three months ended March 31, 2020).

Based on the closing price of the common shares at March 31, 2021 ($7.30), and considering a marginal income tax rate of 53.3%, the estimated amount that Osisko Development is expected to transfer to the tax authorities to settle the employees' tax obligations related to the DSU outstanding amounts to $0.7 million ($0.7 million as at December 31, 2020).

13. Additional information on the consolidated statements of income (loss)

    2021     2020  
    $     $  
             
Revenues            
             
Royalty interests   34,911     25,804  
Stream interests   14,086     12,030  
Offtake interests   17,926     14,771  
    66,923     52,605  
             
Cost of sales            
             
Royalty interests   174     168  
Stream interests   2,984     3,193  
Offtake interests   17,239     13,922  
    20,397     17,283  
             
Other gains (losses), net            
             
Change in fair value of financial assets at fair value through profit and loss   (1,908 )   (1,310 )
Net gain on acquisition of investments(i)   438     2,845  
Net gain on dilution of investments in associates   1,391     -  
Impairment of other investments   (2,112 )   (906 )
Flow-through shares premium income   469     -  
Other   (188 )   -  
    (1,910 )   629  

(i) Represents changes in the fair value of the underlying investments between the respective subscription dates and the closing dates.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

14. Net earnings (loss) per share

    2021     2020  
    $     $  
             
Net earnings (loss) attributable to Osisko Gold Royalties Ltd's shareholders   10,557     (13,318 )
             
Basic weighted average number of common shares outstanding (in thousands)   165,842     155,374  
   Dilutive effect of share options   123     -  
   Diluted weighted average number of common shares   165,965     155,374  
             
Net earnings (loss) per share attributable to Osisko Gold Royalties Ltd's shareholders            
   Basic and diluted   0.06     (0.09 )

For the three months ended March 31, 2021, 2,656,323 share options, 5,480,000 outstanding warrants and the 13,106,160 common shares underlying the convertible debentures were excluded from the computation of diluted earnings per share as their effect was anti-dilutive.

As a result of the net loss for the three months ended March 31, 2020, all potentially dilutive common shares are deemed to be antidilutive and thus diluted net loss per share is equal to the basic net loss per share.

15. Additional information on the consolidated statements of cash flows

    2021     2020  
    $     $  
             
Interests received measured using the effective rate method   424     239  
Interests paid on the long-term debt   1,223     1,167  
Income taxes paid   915     188  
             
Changes in non-cash working capital items            
   Increase in accounts receivable   (2,289 )   (2,611 )
   Increase in inventories   (8,691 )   -  
   Decrease in other current assets   812     728  
   Decrease in accounts payable and accrued liabilities   (4,760 )   (2,251 )
    (14,928 )   (4,134 )


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

16. Fair value of financial instruments

The following table provides information about financial assets and liabilities measured at fair value in the consolidated balance sheets and categorized by level according to the significance of the inputs used in making the measurements.

Level 1- Unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2- Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices); and

Level 3- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

                March 31, 2021  
    Level 1     Level 2     Level 3     Total  
    $     $     $     $  
Recurring measurements                        
                         
Financial assets at fair value through profit or loss(i)                        
Warrants on equity securities and convertible debentures                        
Publicly traded mining exploration and development companies                        
Precious metals   -     -     21,679     21,679  
Other minerals   -     -     709     709  
Financial assets at fair value through other
  comprehensive income(i)
                       
Equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   81,573     -     -     81,573  
Other minerals   19,918     -     -     19,918  
    101,491     -     22,388     123,879  

                December 31, 2020  
    Level 1     Level 2     Level 3     Total  
    $     $     $     $  
Recurring measurements                        
                         
Financial assets at fair value through profit or loss(i)                        
Warrants on equity securities and convertible debentures                        
Publicly traded mining exploration and development companies                        
Precious metals   -     -     23,904     23,904  
Other minerals   -     -     1,159     1,159  
Financial assets at fair value through other                        
comprehensive income (loss)(i)                        
Equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   95,796     -     -     95,796  
Other minerals   19,794     -     -     19,794  
    115,590     -     25,063     140,653  

(i) On the basis of its analysis of the nature, characteristics and risks of equity securities, the Company has determined that presenting them by industry and type of investment is appropriate.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

16. Fair value of financial instruments (continued)

During the three months ended March 31, 2021 and 2020, there were no transfers among Level 1, Level 2 and Level 3.

The following table presents the changes in the Level 3 investments (warrants and convertible debentures) for the three months ended March 31, 2021 and 2020:

    2021     2020  
    $     $  
             
Balance - Beginning of period   25,063     1,700  
   Acquisitions   -     507  
   Warrants exercised   (766 )   -  
   Change in fair value - warrants exercised(i)   258     -  
   Change in fair value - investments held at the end of the period(i)   (2,167 )   (1,310 )
Balance - End of period   22,388     897  

(i)  Recognized in the consolidated statements of income (loss) under other gains (losses), net.

The fair value of the financial instruments classified as Level 3 depends on the nature of the financial instruments.

The fair value of the warrants on equity securities and the convertible debentures of publicly traded mining exploration and development companies, classified as Level 3, is determined using directly or indirectly the Black-Scholes option pricing model. The main non-observable input used in the model is the expected volatility. An increase/decrease in the expected volatility used in the models of 10% would have resulted in an insignificant variation of the fair value of the warrants as at March 31, 2021 and December 31, 2020.

Financial instruments not measured at fair value on the balance sheet

Financial instruments that are not measured at fair value on the consolidated balance sheets are represented by cash, short-term investments, trade receivables, amounts receivable from associates and other receivables, notes receivable, other financing facilities receivable, accounts payable and accrued liabilities and long-term debt. The fair values of cash, short-term investments, trade receivables, amounts receivable from associates and other receivables and accounts payable and accrued liabilities approximate their carrying values due to their short-term nature. The carrying values of the liability under the revolving credit facility approximates its fair value given that the credit spread is similar to the credit spread the Company would obtain under similar conditions at the reporting date. The fair value of the non-current notes receivable and other financing credit facilities receivable approximate their carrying value as there were no significant changes in economic and risks parameters since the issuance/acquisition or assumptions of those financial instruments.

The following table presents the carrying amount and the fair value of long-term debt (excluding the liability under the revolving credit facility):

    March 31, 2021     December 31, 2020  
    Fair
value
    Carrying amount     Fair
Value
    Carrying
amount
 
    $     $              
                         
Long-term debt - Level 1   302,250     288,391     318,000     286,903  
Long-term debt - Level 2   -     -     49,928     49,866  
Balance   302,250     288,391     367,928     336,769  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Segment disclosure

The chief operating decision-maker organizes and manages the business under two operating segments: (i) acquiring and managing precious metal and other royalties, streams and other interests, and (ii) the exploration, evaluation and development of mining projects. The assets, liabilities, revenues, expenses and cash flows of Osisko and its subsidiaries, other than Osisko Development and its subsidiaries, are attributable to the precious metal and other royalties, streams and other interests operating segment. The assets, liabilities, revenues, expenses and cash flows of Osisko Development and its subsidiaries are attributable to the exploration, evaluation and development of the mining projects operating segment.

The following tables present the main assets, liabilities, revenues, expenses and cash flows per operating segment:

    As at March 31, 2021 and December 31, 2020  
    Osisko Gold
Royalties
(i)
    Osisko
Development (ii)
             
    (Royalties, streams
and other
interests)
    (Mining exploration,
evaluation and
development)
    Intersegment
transactions(iii)
     
Consolidated
 
    $     $     $     $  
                         
As at March 31, 2021                        
                         
Cash   119,650     200,980     -     320,630  
Current assets   132,006     231,756     (225 )   363,537  
Investments in associates and other investments   169,961     98,526     -     268,487  
Royalty, stream and other interests   1,193,481     -     (93,146 )   1,100,335  
Mining interests and plant and equipment   8,712     442,311     73,501     524,524  
Exploration and evaluation assets   -     41,977     650     42,627  
Goodwill   111,204     -     -     111,204  
Total assets   1,616,428     838,653     (19,220 )   2,435,861  
                         
Long-term debt   401,266     -     -     401,266  
                         
As at December 31, 2020                        
                         
Cash   105,097     197,427     -     302,524  
Current assets   117,592     218,478     (882 )   335,188  
Investments in associates and other investments   166,589     110,144     -     276,733  
Royalty, stream and other interests   1,203,781     -     (87,653 )   1,116,128  
Mining interests and plant and equipment   9,011     407,000     73,501     489,512  
Exploration and evaluation assets   -     41,869     650     42,519  
Goodwill   111,204     -     -     111,204  
Total assets   1,609,349     802,144     (14,384 )   2,397,104  
                         
Long-term debt   400,429     -     -     400,429  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Segment disclosure (continued)

    For the three months ended March 31, 2021 and 2020  
    Osisko Gold
Royalties
(i)
    Osisko
Development (ii)
             
    (Royalties, streams
and other
interests)
    (Mining exploration,
evaluation and
development)
    Intersegment
transactions(iii)
     
Consolidated
 
    $     $     $     $  
                         
For the three months ended March 31, 2021                        
                         
Revenues   66,923     -     -     66,923  
Gross profit   34,599     -     -     34,599  
Operating expenses (G&A, bus. dev and exploration)   (6,029 )   (5,201 )   -     (11,230 )
Impairments   (4,400 )   -     -     (4,400 )
Net earnings (loss)   13,464     (3,701 )   -     9,763  
                         
Cash flows from operating activities   36,738     (9,704 )   (5,710 )   21,324  
Cash flows from investing activities   (13,781 )   (21,708 )   5,710     (29,779 )
Cash flows from financing activities   (7,511 )   35,613     -     28,102  
                         
For the three months ended March 31, 2020                        
                         
Revenues   52,605     -     -     52,605  
Gross profit   21,622     -     -     21,622  
Operating expenses (G&A, bus. dev and exploration)   (6,217 )   (1,247 )   -     (7,464 )
Impairments   (26,300 )   -     -     (26,300 )
Net earnings (loss)   (12,993 )   (325 )   -     (13,318 )
                         
Cash flows from operating activities   25,736     (1,936 )   -     23,800  
Cash flows from investing activities   (23,496 )   (15,152 )   -     (38,648 )
Cash flows from financing activities   48,485     11,882     -     60,367  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries.

(ii) Osisko Development Corp. and its subsidiaries (carve-out of the mining activities of Osisko Gold Royalties prior to the reverse take-over transaction completed on November 25, 2020 and creating Osisko Development).

(iii) The adjustments are related to intersegment transactions and to royalties and streams held by Osisko Gold Royalties on assets held by Osisko Development, which are cancelled on consolidation.


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Segment disclosure (continued)

Royalty, stream and other interests - Geographic revenues

All of the Company's revenues are attributable to the precious metal and other royalties, streams and other interests operating segment. Geographic revenues from the sale of metals and diamonds received or acquired from in-kind royalties, streams and other interests are determined by the location of the mining operations giving rise to the royalty, stream or other interest. For the three months ended March 31, 2021 and 2020, royalty, stream and other interest revenues were mainly earned from the following jurisdictions:

    North America     South America      
Australia
     
Africa
     
Europe
     
Total
 
    $     $     $     $     $     $  
                                     
2021                                    
                                     
Royalties   33,505     274     -     1,132     -     34,911  
Streams   5,449     5,519     489     -     2,629     14,086  
Offtakes   17,926     -     -     -     -     17,926  
                                     
    56,880     5,793     489     1,132     2,629     66,923  
                                     
2020                                    
                                     
Royalties   24,499     75     14     1,216     -     25,804  
Streams   5,117     4,455     524     -     1,934     12,030  
Offtakes   14,771     -     -     -     -     14,771  
                                     
    44,387     4,530     538     1,216     1,934     52,605  

For the three months ended March 31, 2021, one royalty interest generated revenues of $20.7 million ($15.3 million for the three months ended March 31, 2020), which (excluding revenues generated from the offtake interests) represented 42% of revenues (41% of revenues for the three months ended March 31, 2020).

For the three months ended March 31, 2021, revenues generated from precious metals and diamonds represented 92% and 6% of revenues, respectively (89% and 8% excluding offtakes, respectively). For the three months ended March 31, 2020, revenues generated from precious metals and diamonds represented 90% and 8% of revenues, respectively (86% and 11% excluding offtakes, respectively).


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Segment disclosure (continued)

Royalty, stream and other interests, net - Geographic net assets

The following table summarizes the royalty, stream and other interests by country, as at March 31, 2021 and December 31, 2020, which is based on the location of the property related to the royalty, stream or other interests: 

    North
America
    South
America
     
Australia
     
Africa
     
Asia
     
Europe
     
Total
 
    $     $     $     $     $     $     $  
                                           
March 31, 2021                                    
                                           
Royalties   568,466     46,000     12,465     7,753     -     15,215     649,899  
Streams   170,917     179,086     1,247     -     28,042     53,035     432,327  
Offtakes   5,432     -     8,019     -     4,658     -     18,109  
                                           
    744,815     225,086     21,731     7,753     32,700     68,250     1,100,335  
                                           
                                     
December 31, 2020                                    
                                           
Royalties   576,835     46,374     9,924     8,313     -     15,215     656,661  
Streams   172,879     183,679     1,481     -     28,392     54,510     440,941  
Offtakes   5,690     -     8,119     -     4,717     -     18,526  
                                           
    755,404     230,053     19,524     8,313     33,109     69,725     1,116,128  

Exploration, evaluation and development of mining projects

The inventories, mining interests, plant and equipment and exploration and evaluation assets related to the exploration, evaluation and development of mining projects (excluding the intersegment transactions) are located in Canada and in Mexico, and are detailed as follow as at March 31, 2021 and December 31, 2020:

    March 31, 2021     December 31, 2020  
    Canada     Mexico     Total     Canada     Mexico     Total  
    $     $     $     $     $     $  
Assets                                    
Inventories   9,949     25,035     34,984     1,599     25,705     27,304  
Mining interests, plant and equipment   374,182     68,129     442,311     344,903     62,097     407,000  
Exploration and evaluation assets   40,680     1,297     41,977     40,680     1,189     41,869  
Total assets   743,426     95,227     838,653     704,998     97,146     802,144  


Osisko Gold Royalties Ltd
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

18. Related party transactions

During the three months ended March 31, 2021, interest revenues of $0.8 million ($0.6 million for the three months ended March 31, 2020) were accounted for with regards to notes receivable from associates. As at March 31, 2021, interests receivable from associates of $2.6 million are included in amounts receivable ($1.9 million as at December 31, 2020). Loans, notes receivable, and a convertible debenture from associates amounted to $36.3 million as at March 31, 2021 ($33.4 million as at December 31, 2020) and were included in short-term investments and other investments on the consolidated balance sheets.

19. Subsequent events

Dividends

On May 11, 2021, the Board of Directors declared a quarterly dividend of $0.05 per common share payable on July 15, 2021 to shareholders of record as of the close of business on June 30, 2021.

Acquisition of royalty and offtake interests

On April 15, 2021, the Company acquired six royalties and one precious metal offtake, from two private sellers, for total cash consideration of US$26.0 million ($32.6 million). The acquisitions were funded through cash on hand. Four of the royalties are on claims overlying the Spring Valley project, and increase the Company's current NSR royalty on Spring Valley from 0.5% to between 2.5% - 3.0% (sliding scale royalty percentages as long as gold prices are above US$700 per ounce). Immediately to the north of Spring Valley lies the Moonlight exploration property, where Osisko has agreed to acquire a 1.0% NSR royalty. Osisko has also agreed to acquire a 0.5% NSR royalty and 30% gold and silver offtake right covering the Almaden project in western Idaho.

Conversion of the Parral offtake to a gold and silver stream

On April 29, 2021, GoGold Resources Inc. (“GoGold”) and Osisko Bermuda Limited (“Osisko Bermuda”), a subsidiary of Osisko, entered into an agreement to convert the current gold and silver offtake into a gold and silver stream. Under the stream, Osisko Bermuda will receive, effective April 29, 2021, 2.4% of the gold and silver produced from tailings piles currently owned or acquired by GoGold, with a transfer price of 30% of the gold and silver spot prices. Osisko has currently no other offtake agreement in production.

 


 

Management's Discussion and Analysis

For the three months ended March 31, 2021

The following management discussion and analysis ("MD&A") of the consolidated operations and financial position of Osisko Gold Royalties Ltd ("Osisko" or the "Company") and its subsidiaries for the three months ended March 31, 2021 should be read in conjunction with the Company's unaudited condensed interim consolidated financial statements and related notes for the three months ended March 31, 2021. The unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). Management is responsible for the preparation of the consolidated financial statements and other financial information relating to the Company included in this report. The Board of Directors is responsible for ensuring that management fulfills its responsibilities for financial reporting. In furtherance of the foregoing, the Board of Directors has appointed an Audit and Risk Committee composed of independent directors. The Audit Committee meets with management and the auditors in order to discuss results of operations and the financial condition of the Company prior to making recommendations and submitting the consolidated financial statements to the Board of Directors for its consideration and approval for issuance to shareholders. The information included in this MD&A is as of May 11, 2021, the date when the Board of Directors has approved the Company's unaudited condensed interim consolidated financial statements for the three months ended March 31, 2021 following the recommendation of the Audit and Risk Committee. All monetary amounts included in this report are expressed in Canadian dollars, the Company's reporting and functional currency, unless otherwise noted. Assets and liabilities of the subsidiaries that have a functional currency other than the Canadian dollar are translated into Canadian dollars at the exchange rate in effect on the consolidated balance sheet date and revenues and expenses are translated at the average exchange rate over the reporting period. This MD&A contains forward-looking statements and should be read in conjunction with the risk factors described in the "Forward-Looking Statements" section.

Table of Contents

Description of the Business 2
Business Model and Strategy 2
Highlights - First Quarter of 2021 2
Highlights - Subsequent to March 31, 2021 3
Summary table - Financial highlights 3
Uncertainty due to COVID-19 4
Portfolio of Royalty, Stream and Other Interests 4
Equity Investments 14
Sustainability Activities 17
Mining Exploration and Evaluation / Development Activities 18
Dividend Reinvestment Plan 20
Normal Course Issuer Bid 20
Gold Market and Currency 20
Selected Financial Information 21
Overview of Financial Results 22
Liquidity and Capital Resources 25
Cash Flows 26
Quarterly Information 28
Outlook 29
Segment Disclosure 29
Related Party Transactions 31
Contractual Obligations and Commitments 32
Off-balance Sheet Items 33
Outstanding Share Data 33
Subsequent Events to March 31, 2021 33
Risks and Uncertainties 33
Disclosure Controls and Procedures and Internal Control over Financial Reporting 33
Basis of Presentation of Consolidated Financial Statements 34
Critical Accounting Estimates and Judgements 34
Financial Instruments 35
Technical information 35
Non-IFRS Financial Performance Measures 35
Forward-looking Statements 37
Cautionary Note to U.S. Investors Regarding the Use of Mineral Reserve and Mineral Resource Estimates 38
Corporate Information 39


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Description of the Business

Osisko Gold Royalties Ltd is engaged in the business of acquiring and managing precious metal and other high-quality royalties, streams and similar interests in Canada and worldwide. Osisko is a public company traded on the Toronto Stock Exchange and the New York Stock Exchange constituted under the Business Corporations Act (Québec) and is domiciled in the Province of Québec, Canada. The address of its registered office is 1100, avenue des Canadiens-de-Montréal, Suite 300, Montréal, Québec. The Company owns a portfolio of royalties, streams, offtakes, options on royalty/stream financings and exclusive rights to participate in future royalty/stream financings on various projects. The Company's cornerstone asset is a 5% net smelter return ("NSR") royalty on the Canadian Malartic mine, located in Canada.

On March 31, 2021, Osisko held an interest of 75.1% in Osisko Development Corp. ("Osisko Development"), a mining exploration, evaluation and development company created in the fourth quarter of 2020 through a reverse take-over transaction where Osisko transferred its mining assets and activities to Osisko Development. As a result, the assets, liabilities, results of operations and cash flows of the Company consolidate the activities of Osisko Development and its subsidiaries. Osisko Development's main asset is the Cariboo gold project in British Columbia, Canada.

In this MD&A, reference to Osisko Gold Royalties is to Osisko Gold Royalties and its subsidiaries, excluding Osisko Development and its subsidiaries. Reference to Osisko Development is to Osisko Development Corp. and its susbisidaries.

Business Model and Strategy

Osisko is a growth-oriented and Canadian-focused precious metal royalty and streaming company that is focused on maximizing returns for its shareholders by growing its asset base, both organically and through accretive acquisitions of precious metal and other high-quality royalties, streams and similar interests, and by returning capital to its shareholders through a quarterly dividend payment.

Osisko's main focus is on high quality, long-life precious metals assets located in favourable jurisdictions and operated by established mining companies, as these assets provide the best risk/return profile. The Company also evaluates and invests in opportunities in other commodities and jurisdictions. Given that a core aspect of the Company's business is the ability to compete for investment opportunities, Osisko plans to maintain a strong balance sheet and ability to deploy capital.

Highlights - First Quarter of 2021

  • Gold equivalent ounces ("GEOs1 ") earned of 19,960 (excluding 1,759 GEOs earned from the Renard diamond stream2  (compared to 18,159 GEOs in Q1 20203 );
  • Record revenues from royalties and streams of $49.0 million (compared to $37.8 million in Q1 2020);
  • Consolidated cash flows provided by operating activities of $21.3 million (compared to $23.8 million in Q1 2020)

- Record operating cash flows generated by the royalty and stream segment4  of $36.7 million

- Operating cash flows used by mining exploration and development segment5  of $15.4 million

  • Net earnings attributable to Osisko's shareholders of $10.6 million, $0.06 per basic share (compared to a net loss of $13.3 million, $0.09 per basic share in Q1 2020)
  • Adjusted earnings6  of $18.4 million, $0.11 per basic share6 (compared to $7.5 million, $0.05 per basic share in Q1 2020);

- Adjusted earnings6 from the royalty and stream segment of $23.4 million, $0.14 per basic share6

- Adjusted loss6 from the mining exploration and development segment of $5.0 million, $0.03 per basic share6

  • In February 2021, Osisko repaid a $50.0 million convertible debenture and drew its credit facility by the same amount, thereby reducing the interest rate payable by approximately 1.5% per annum;
  • In February 2021, Agnico Eagle Mines Limited ("Agnico Eagle") and Yamana Gold Inc. ("Yamana") announced a positive  construction decision for the Odyssey underground mine project. The preliminary economic study shows a total of 7.29 million ounces of resources (6.18 million tonnes at 2.07 g/t Au indicated resources and 75.9 million tonnes at 2.82 g/t Au inferred resources). Underground mine production is planned to start in 2023 and is expected to ramp up to an average of 545,400 gold ounces per year from 2029 to 2039, thereby extending the life of mine of our cornerstone asset for decades to come;

____________________________________

GEOs are calculated on a quarterly basis and include royalties, streams and offtakes. Silver earned from royalty and stream agreements was converted to gold equivalent ounces by multiplying the silver ounces by the average silver price for the period and dividing by the average gold price for the period. Diamonds, other metals and cash royalties were converted into gold equivalent ounces by dividing the associated revenue by the average gold price for the period. Offtake agreements were converted using the financial settlement equivalent divided by the average gold price for the period. Refer to the Portfolio of Royalty, Stream and Other Interests section for average metal prices used.

2  Osisko committed to reinvest its net proceeds from the Renard diamond stream through a bridge loan with the operator until April 2022.

Three months ended March 31, 2020 or first quarter of 2020 ("Q1 2020").

The royalty and stream segment refers to the royalty, stream and other interest segment, which corresponds to the activities of Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development.

The mining exploration and development segment refers to the mining exploration, evaluation and development segment, which corresponds to the activities of  Osisko Development.

"Adjusted earnings (loss)" and "Adjusted earnings (loss) per basic share" are non-IFRS financial performance measures which have no standard definition under IFRS. Refer to the non-IFRS measures provided under the Non-IFRS Financial Performance Measures section of this Management's Discussion and Analysis.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  
  • During the quarter, Osisko completed an initial investment and strategic partnership of $3.5 million with Carbon Streaming Corporation to promote global decarbonization and biodiversity efforts through carbon credit streaming transactions;
  • In January and February 2021, Osisko Development closed a non-brokered private placement for gross proceeds of $79.8 million (of which $73.9 million were received in 2020);
  • In March 2021, Osisko Development closed a brokered private placement of flow-through shares for gross proceeds of $33.6 million;
  • Over the quarter, Osisko acquired for cancellation 347,400 common shares for $4.5 million (average acquisition cost of $12.85 per share); and
  • Osisko has declared a quarterly dividend of $0.05 per common share paid on April 15, 2021 to shareholders of record as of the close of business on March 31, 2021.

Highlights - Subsequent to March 31, 2021

  • Osisko published its inaugural ESG report and announced its commitment to the United Nations Global Compact ("UN Global Compact");
  • In April 2021, GoGold Resources Inc. ("GoGold") and Osisko Bermuda Limited ("Osisko Bermuda"), a subsidiary of Osisko, entered into an agreement to convert the current Parral gold and silver offtake into a life-of-mine gold and silver stream. Under the stream, Osisko Bermuda will receive, effective April 29, 2021, 2.4% of the gold and silver produced from tailings piles currently owned or acquired by GoGold, with a transfer price of 30% of the gold and silver spot prices. Osisko currently has no other offtake agreements on producing assets; and
  • Declared a quarterly dividend of $0.05 per common share payable on July 15, 2021 to shareholders of record as of the close of business on June 30, 2021.

Summary table - Financial highlights

(in thousands of dollars, except per share amounts)

    For the three months ended March 31,  
    Osisko Gold Royalties (i)     Osisko Development (ii)     Consolidated (vii)  
    2021     2020     2021     2020     2021     2020  
    $     $     $     $     $     $  
                                     
Cash (March 31, 2021 and Dec. 31, 2020) (iii)   119,650     105,097     200,980     197,427     320,630     302,524  
                                     
Revenues   66,923     52,605     -     -     66,923     52,605  
Cash margin (iv)   46,526     35,322     -     -     46,526     35,322  
Gross profit   34,599     21,622     -     -     34,599     21,622  
Operating expenses
      (G&A, bus. dev and exploration)
  (6,029 )   (6,217 )   (5,201 )   (1,247 )   (11,230 )   (7,464 )
Net earnings (loss)   13,464     (12,993 )   (3,701 )   (325 )   9,763     (13,318 )
Net earnings (loss) per share (v)   0.08     (0.09 )   (0.02 )   (0.00 )   0.06     (0.09 )
Adjusted net earnings (loss) (vi)   23,439     9,778     (5,042 )   (2,231 )   18,397     7,547  
Adjusted net earnings (loss) per basic share (vi)   0.14     0.06     (0.03 )   (0.01 )   0.11     0.05  
                                     
Cash flows from operating activities (vii)   36,738     25,736     (9,704 )   (1,936 )   21,324     23,800  
Cash flows from investing activities (vii)   (13,781 )   (23,496 )   (21,708 )   (15,152 )   (29,779 )   (38,648 )
Cash flows from financing activities   (7,511 )   48,485     35,613     11,882     28,102     60,367  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries. Represents the royalties, streams and other interests segment.

(ii) Osisko Development Corp. and its subsidiaries (carve-out of the mining activities of Osisko Gold Royalties prior to the reverse take-over transaction completed on November 25, 2020 and creating Osisko Development). Represents the mining exploration, evaluation and development segment.

(iii) As at March 31, 2021 and December 30, 2020.

(iv) Cash margin is a non-IFRS financial performance measure which has no standard definition under IFRS. It is calculated by deducting the cost of sales from the revenues. Please refer to the Overview of Financial Results section of this MD&A for a reconciliation of the cash margin per interest.

(v) Attributable to Osisko Gold Royalties Ltd's shareholders.

(vi) Adjusted earnings (loss) and adjusted earnings (loss) per basic share" are non-IFRS financial performance measures which have no standard definition under IFRS. Refer to the non-IFRS measures provided under the Non-IFRS Financial Performance Measures section of this Management's Discussion and Analysis.

(vii) Consolidated results are net of the intersegment transactions. Refer to the Segment Disclosure section of this MD&A.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Uncertainty due to COVID-19

The duration and full financial effect of the COVID-19 pandemic is unknown at this time, as are the measures taken by governments, companies and others to attempt to reduce the spread of COVID-19. Any estimate of the length and severity of these developments is therefore subject to significant uncertainty, and accordingly estimates of the extent to which the COVID-19 may materially and adversely affect the Company's operations, financial results and condition in future periods are also subject to significant uncertainty. Several of Osisko's operating partners announced temporary operational restrictions during the first and second quarter of 2020 due to the ongoing COVID-19 pandemic, including reduced activities and operations placed on care and maintenance. All operators have restarted their activities and have reached their pre-COVID-19 level of operations in 2020. However, in the current environment, the assumptions and judgements made by the Company are subject to greater variability than normal, which could in the future significantly affect judgments, estimates and assumptions made by management as they relate to potential impact of the COVID-19 and could lead to a material adjustment to the carrying value of the assets or liabilities affected. The impact of current uncertainty on judgments, estimates and assumptions extends, but is not limited to, the Company's valuation of its long-term assets, including the assessment for impairment and impairment reversal. Actual results may differ materially from these estimates.

As a result of the COVID-19 pandemic, the Company took action to protect its employees, contractors and the communities in which it operates.

Portfolio of Royalty, Stream and Other Interests

The following table details the GEOs earned from Osisko Gold Royalties Ltd's producing royalty, stream and other interests:

  Three months ended
March 31,
 
  2021   2020  
         
Gold        
         
Canadian Malartic royalty 8,808   6,696  
Éléonore royalty 1,558   1,776  
Seabee royalty 590   706  
Eagle Gold royalty (i) 1,664   612  
Island Gold royalty 620   535  
Pan royalty 385   490  
Matilda stream 214   245  
Lamaque royalty 445   172  
Bald Mountain royalty 264   -  
Others 319   216  
  14,867   11,448  
         
Silver        
         
Mantos Blancos stream 2,460   2,313  
Sasa stream 1,171   981  
Gibraltar stream 624   474  
Canadian Malartic royalty 113   110  
Others 203   320  
  4,571   4,198  
         
Diamonds        
         
Renard stream 1,759   1,914  
Others 22   21  
  1,781   1,935  
Other metals        
         
Kwale royalty 500   571  
Others -   7  
  500   578  
         
Total GEOs 21,719   18,159  
         
Total GEOs, excluding GEOs earned
  on the Renard stream (ii)
19,960   16,245  

(i) The Company received its first royalty from the Eagle Gold mine in October 2019. The operator declared commercial production on July 1, 2020.

(ii) GEOs from the Renard diamond stream are subtracted when presenting Osisko's total attributable GEOs because cash flows from the Renard diamond stream is reinvested through a bridge loan with the operator until April 2022.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

GEOs by Product

Average Metal Prices and Exchange Rate

 

Three months ended

March 31,

 

2021

2020

 

 

 

Gold(1)

$1,794

$1,583

Silver(2)

$26.26

$16.90

 

 

 

Exchange rate (US$/Can$)(3)

1.2626

1.3449

(1) The London Bullion Market Association's pm price in U.S. dollars.

(2) The London Bullion Market Association's price in U.S. dollars.

(3) Bank of Canada daily rate.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Royalty, Stream and Other Interests Portfolio Overview

As at March 31, 2021, Osisko owned a portfolio of 138 royalties, 9 streams and 4 offtakes, as well as 36 royalty options. Currently, the Company has 17 producing assets. The Cariboo royalty and the San Antonio stream are excluded from the total number of assets, as these assets, held by Osisko, are cancelled on the accounting consolidation of Osisko Development.

Portfolio by asset stage

Asset stage   Royalties     Streams     Offtakes     Total number
of assets
 
                         
Producing   11     5     1     17  
Development (construction)   9     4     2     15  
Exploration and evaluation   118     -     1     119  
    138     9     4     151  

Producing assets

Asset

Operator

Interest

Commodity

Jurisdiction

 

 

 

 

 

North America

 

 

 

 

Canadian Malartic

Agnico Eagle Mines Limited Yamana Gold Inc.

5% NSR royalty

Au, Ag

Canada

Éléonore

Newmont Corporation

2.2-3.5% NSR royalty

Au

Canada

Eagle Gold

Victoria Gold Corp.

5% NSR royalty

Au

Canada

Renard(i)

Stornoway Diamonds (Canada) Inc.

9.6% stream

Diamonds

Canada

Gibraltar

Taseko Mines Limited

75% stream

Ag

Canada

Seabee

SSR Mining Inc.

3% NSR royalty

Au

Canada

Island Gold

Alamos Gold Inc.

1.38-3% NSR royalty

Au

Canada

Bald Mtn. Alligator Ridge /

    Duke & Trapper

Kinross Gold Corporation

1% / 4% GSR royalty

Au

USA

Pan

Fiore Gold Ltd.

4% NSR royalty

Au

USA

Parral(ii)

GoGold Resources Inc.

2.4% stream

Au, Ag

Mexico

Lamaque South

Eldorado Gold Corporation

1% NSR royalty

Au

Canada

 

 

 

 

 

Outside of North America

 

 

 

 

Mantos Blancos

Mantos Copper Holding SpA

100% stream

Ag

Chile

Sasa

Central Asia Metals plc

100% stream

Ag

Macedonia

Kwale

Base Resources Limited

1.5% GRR(iii)

Rutile, Ilmenite, Zircon

Kenya

Brauna

Lipari Mineração Ltda

1% GRR(iii)

Diamonds

Brazil

Matilda

Wiluna Mining Corporation

1.65% stream

Au

Australia

Fruta del Norte

Lundin Gold Inc.

0.1% NSR royalty

Au

Ecuador

 

 

 

 

 



Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Key development / exploration and evaluation assets (vi)

Asset

Operator

Interest

Commodities

Jurisdiction

 

 

 

 

 

Altar

Aldebaran and Sibanye-Stillwater

1% NSR royalty

Cu, Au

Argentina

Arctic

South 32 / Trilogy Metals Inc.

1% NSR royalty

Cu

USA

Amulsar(iv)

Lydian Canada Ventures Corporation

4.22% Au / 62.5% Ag stream

Au, Ag

Armenia

Amulsar

Lydian Canada Ventures Corporation

81.9% offtake

Au

Armenia

Back Forty

Aquila Resources Inc.

18.5% Au / 85% Ag streams

Au, Ag

USA

Canadian Malartic Underground

Agnico Eagle Mines Limited Yamana Gold Inc.

3.0 - 5.0% NSR royalty

Au

Canada

Cariboo(v)

Osisko Development

5% NSR royalty

Au

Canada

Casino

Western Copper & Gold Corporation

2.75% NSR royalty

Au, Ag, Cu

Canada

Cerro del Gallo

Argonaut Gold Inc.

3% NSR royalty

Au, Ag, Cu

Mexico

Copperwood(vi)

Highland Copper Company Inc.

3% NSR royalty

Ag, Cu

USA

Ermitaño

First Majestic Silver Corp.

2% NSR royalty

Au, Ag

Mexico

Hammond Reef

Agnico Eagle Mines Limited

2% NSR royalty

Au

Canada

Hermosa

South 32 Limited

1% NSR royalty

Zn, Mn, Pb, Ag

USA

Horne 5

Falco Resources Ltd.

90%-100% stream

Ag

Canada

Magino

Argonault Gold Inc.

3% NSR royalty

Au

Canada

Ollachea

Kuri Kullu / Minera IRL

1% NSR royalty

Au

Peru

San Antonio(v)

Osisko Development

15% Au stream

Au, Ag

Mexico

Santana

Minera Alamos Inc.

3% NSR royalty

Au

Mexico

Spring Valley(vii)

Waterton Global Resource Management

1-3% NSR royalty

Au

USA

Upper Beaver

Agnico Eagle Mines Limited

2% NSR royalty

Au, Cu

Canada

Wharekirauponga (WKP)

OceanaGold Corporation

2% NSR royalty

Au

New Zealand

Windfall Lake

Osisko Mining Inc.

2.0 - 3.0% NSR royalty

Au

Canada

(i) Osisko became a 35.1% shareholder of the private entity holding the Renard diamond mine on November 1, 2019 (refer to section Credit Bid Transaction - Renard Diamond Mine). In April 2020, the mine was placed on care and maintenance, given the structural challenges affecting the diamond market as well as the depressed prices for diamonds due to COVID-19. The mine restarted its operations in September 2020,.

(ii) Effective April 29, 2021, the Parral offtake was converted into a 2.4% gold and silver stream.

(iii) Gross revenue royalty ("GRR").

(iv) As at December 31, 2019, Lydian International Limited, the owner of the Amulsar project, was granted protection under the Companies' Creditors Arrangement Act. In July 2020, a credit bid was completed and Osisko became a 35.6% shareholder of Lydian Canada Ventures Corporation, which is the private entity now holding the Amulsar project in Armenia.

(v) The 5% NSR royalty on the Cariboo gold project and the 15% gold and silver stream on the San Antonio gold project held by Osisko are cancelled on the consolidation of Osisko Development by Osisko. As a result, they are not included in the total number of assets.

(vi) 3.0% NSR royalty on the Copperwood project. Upon closing of the acquisition of the White Pine project, Highland Copper Company will grant Osisko a 1.5% NSR royalty on all metals produced from the White Pine project, and Osisko's royalty on Copperwood will be reduced to 1.5%.

(vii) The 3% NSR royalty is on the core resource area; a separate 1% is applicable on the periphery of the property.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Main Producing Assets

Geographical Distribution of Assets


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Canadian Malartic Royalty (Agnico Eagle Mines Limited and Yamana Gold Inc.)

The Company's cornerstone asset is a 5% NSR royalty on the Canadian Malartic open pit mine which is located in Malartic, Québec, and operated by the Canadian Malartic General Partnership (the  "Partnership") formed by Agnico Eagle Mines Limited ("Agnico Eagle") and Yamana Gold Inc. ("Yamana") (together the "Partners"). Canadian Malartic is Canada's largest and the world's 14th largest producing gold mine.

Osisko also holds a 5.0% NSR royalty on the East Gouldie and Odyssey South deposits, a 3.0% NSR royalty on the Odyssey North deposit and a 3-5% NSR on the East Malartic deposit, which are located adjacent to the Canadian Malartic mine.

Update on operations

On January 25, 2021, Yamana reported production guidance of 700,000 ounces of gold at Canadian Malartic for the year 2021.

On April 29, 2021, Agnico Eagle reported gold production of 179,100 ounces of gold during the first quarter at Canadian Malartic. The mine achieved record tonnage mined in a month in January 2021 and the mill performed above target, processing 58,467 tonnes per day in the first quarter of 2021.

For more information, refer to Yamana's press release dated January 25, 2021 entitled "Yamana Gold Provides 2021-2023 Guidance and Ten-Year Overview" and Agnico Eagles' press release dated April 29, 2021 entitled "Agnico Eagle Reports First Quarter 2021 Results - Record Quarterly Gold Production; Drilling Identifies Potentially Significant Extension to the East Gouldie Zone at Odyssey; Updated Climate Change Strategy Outlined in 2020 Sustainability Report", both filed on www.sedar.com.

Odyssey Underground Mine Project Construction

Following the completion of an internal technical study in late 2020, the Partnership has approved the construction of a new underground mining complex at the Odyssey project. The project is described in a NI 43-101 Preliminary Economic Assessment technical report filed on SEDAR in March 2021. The basis for the mine plan is a potentially mineable resource of 7.29 million ounces (6.18 million tonnes of 2.07 g/t Au indicated resources and 75.9 million tonnes of 2.82 g/t Au inferred resources). The East Gouldie deposit makes up most of this mineral inventory, whose total inferred resources contains 6.42 million ounces (62.9 million tonnes of 3.17 g/t Au). Combined with the East Malartic and Odyssey deposits the total underground inferred resources contains 13.8 million ounces (177.5 million tonnes of 2.42 g/t Au), as well as indicated resources of 0.86 million ounces (13.3 million tonnes of 2.01 g/t Au). More detail can be found in Agnico Eagles' press release dated February 11, 2021 entitled "Agnico Eagle Reports Fourth Quarter and Full Year 2020 Results" and filed on www.sedar.com.

The Odyssey project hosts three main underground-mineralized zones, which are East Gouldie, East Malartic, and Odyssey, the latter of which is sub-divided into the Odyssey North, Odyssey South and Odyssey Internal zones. For the purpose of the technical study, mineable stope shapes were generated using a gold price of US$1,250 per ounce, consistent with the price used for estimating Canadian Malartic open pit mineral reserves. The shallow mineralized zones located above 600 metres below surface will be mined using a ramp from surface. The deeper mineralized zones will be mined with a production shaft. In December 2020, ramp development was started on the Odyssey project in order to facilitate underground conversion drilling in 2021 and provide access to the Odyssey and East Malartic deposits. At year-end 2020, the ramp had progressed 102 metres, and an additional 1,500 metres of ramp development is planned in 2021.

Production via the ramp is expected to begin at Odyssey South in late 2023, increasing up to 3,500 tonnes per day in 2024. Collaring of the shaft and installation of the headframe is expected to commence in the second quarter of 2021, with shaft sinking activities expected to begin in late 2022. The shaft will have an estimated depth of 1,800 metres, an expected capacity of approximately 20,000 tonnes per day, and the first loading station is expected to be commissioned in 2027 with modest production from East Gouldie. The East Malartic shallow area and Odyssey North are scheduled to enter into production in 2029 and 2030 respectively.

The forecast parameters surrounding the company's proposed operations at the Odyssey project were based on the Preliminary Economic Assessment, which is preliminary in nature and includes inferred mineral resources that are too speculative geologically to have economic considerations applied to them that would enable them to be categorized as mineral reserves and there is no certainty that the forecast production amounts will be realized.

Average annual payable production is approximately 545,400 ounces of gold from 2029 to 2039, with total cash costs per ounce of approximately US$630. Sustaining capital expenditures are expected to gradually decline from 2029 to 2039, with an expected average of approximately US$56 million per year. Using a gold price of US$1,550 per ounce and a C$/US$ foreign exchange rate assumption of 1.30, the Odyssey project has an after-tax internal rate of return of 17.5% and an after-tax net present value (at a 5% discount rate) of US$1.143 billion. The project has excellent exploration potential and is currently expected to have a mine life of 17 years, including 10 years of payable gold production averaging 545,400 ounces per year.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

At Odyssey, the East Gouldie deposit has the highest tonnage and grade and contains more than 70% of the total ounces produced. The focus of the ongoing diamond drilling campaign from surface is to further define high quality mineral resources by the beginning of 2023 with a drill hole spacing of 75 metres.  Improving the geological confidence of the mineral resources is expected to further de-risk the future production.  With additional exploration, the company believes that additional mineralization will come into the mine plan in the coming years.

Drill hole RD21-4680A intersecting 2.7 g/t gold over an estimated true width of 10.9 metres at 1,995 metres depth, including 3.1 g/t over 7.2 metres at 1,993 metres depth. This mineralized interval is located on the projection of the East Gouldie plane and exhibits a similar mineralization style to East Gouldie, with disseminated pyrite associated with sheared and altered metasedimentary rock. This new intercept is located 970 metres east of the easternmost drill hole completed to date into the East Gouldie mineralized envelope and 1,150 metres from the current eastern limit of the East Gouldie mineral resources reported at year-end 2020. The Company considers this result significant as it opens the possibility for significant expansion of the East Gouldie zone to the east.

The above intercept in hole RD21-4680A is within the Canadian Malartic property and only 120 metres west of the boundary with the contiguous Rand Malartic property; and likely within Osisko's 5% NSR boundary. Exploration will continue with wide step out drilling planned on both the Rand Malartic and Canadian Malartic properties to define the extent of the new mineralized zone in this area.

More detail can be found in Yamana' press release dated April 28, 2021 entitled "Yamana Gold Reports Strong First Quarter 2021 Production Results and Cash Flows; Canadian Malartic and Minera Florida Post Standout Quarters; Jacobina Achieves All-Time Monthly High Production in March; Adopts Comprehensive Tailings Management Strategy at Jacobina that Includes Hydraulic Backfill; Identifies Potentially Significant Extension to East Gouldie Zone" and filed on www.sedar.com.

Mantos Blancos Stream (Mantos Copper Holding SpA)

Osisko owns a 100% silver stream on the Mantos Blancos mine, which is owned and operated by Mantos Copper Holding SpA ("Mantos"), a private mining company focused on the extraction and sale of copper. Mantos owns and operates the Mantos Blancos mine and Mantoverde project, located in the Antofagasta and Atacama regions in northern Chile.

Under the stream, Osisko will receive 100% of the payable silver from the Mantos Blancos copper mine until 19.3 million ounces have been delivered (2.1 million ounces have been delivered at December 31, 2020), after which the stream percentage will be 40%. The purchase price for the silver under the Mantos Blancos stream is 8% of the monthly average silver market price for each ounce of refined silver sold and delivered and/or credited by Mantos to Osisko Bermuda Limited ("OBL"), a wholly-owned subsidiary of Osisko.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Update on operations

As per Mantos, production of silver at the Mantos Blancos mine and concentrator plant for the first quarter of 2021 of 168,503 ounces of payable silver was lower than the fourth quarter of 2020 at 188,703 ounces, due to lower grade (6.76 g/t vs 7.08 g/t), lower recovery (79.2% vs 79.9 %) and lower material milled.

The Mantos Blancos Concentrator Debottlenecking Project ("MB-CDP") has achieved a total progress of 79%, in line with the targeted progress. The main project milestones are maintained, with construction scheduled to be completed in the second quarter of 2021, and the project completion date scheduled for the fourth quarter of 2021. 

The expansion is expected to increase the throughput of the operation's sulphide concentrator plant from 4.3 million tonnes per year to 7.3 million tonnes per year by the fourth quarter of 2021 and extend the life of the mine to 2035. Annual deliveries of refined silver to Osisko during the first five years following commissioning of the expansion are expected to average approximately 1.2 million ounces of silver per year.

Eagle Gold Royalty (Victoria Gold Corp.)

Osisko owns a 5% NSR royalty on the Dublin Gulch property, which hosts the Eagle Gold mine, owned and operated by Victoria Gold Corp ("Victoria"). The Dublin Gulch gold property is situated in central Yukon Territory, Canada. The Eagle Gold mine poured its first gold on September 18, 2019.

On October 8, 2019, Victoria made its first shipment of doré from the Eagle Gold mine and on July 1, 2020, commercial production was declared.

Update on operations

On March 1, 2021, Victoria reported production guidance of 180,000 - 200,000 ounces of gold at the Eagle Gold mine. Mining, crushing and ore stacking on the heap leach pad are all expected to operate at full capacity during 2021 while gold production, which lags mining and stacking activities in heap leach operations, will continue to build up through the first half of 2021 reaching full capacity in the second half of 2021. Gold production is expected to be strongly weighted to the second half of the year due to the seasonal stacking of ore on the Eagle leach pad, which is curtailed for the 90 coldest days of the year, from January through March. During this no stacking period, mining operations, primary crushing and stockpiling of ore continues with ongoing leaching and gold production.

On April 6, 2021, Victoria reported gold production of 26,759 ounces in the first quarter of 2021. Victoria's seasonal operations plan for 2021 included curtailment of ore stacking on the heap leach pad during the coldest days of the year. During this time, maintenance and optimization programs on the crushing and stacking facilities were finalized with ore stacking resuming ahead of schedule.

Victoria has also announced the initiation of the "Project 250", aimed at increasing the average annual gold production of the Eagle gold mine to 250,000 ounces gold by 2023. The two primary opportunities to increase production are the scalping of fine ore from the crushing circuit and adjusting the seasonal stacking plan. Scalping of fine ore is expected to reduce wear and energy requirements as well as increase overall capacity of the crushing circuit. Further investigation is underway on year-round stacking of ore to the heap leach pad. Early engineering on Project 250 is expected to be complete in the second half of 2021.

Reserve and resource estimates

The Eagle and Olive deposits include proven and probable reserves of 3.3 million ounces of gold at July 1, 2019, from 155 million tonnes of ore with an average grade of 0.65 g/t Au, as outlined in a Technical Report, dated December 6, 2019.  At July 1, 2019, the Eagle pit was estimated to contain 4.4 million ounces of gold in the measured and indicated category (217 million tonnes averaging 0.63 g/t Au), inclusive of proven and probable reserves, and a further 0.4 million ounces in the inferred category (21 million tonnes averaging 0.52 g/t Au). The Olive pit was estimated to contain 0.3 million ounces of gold in the measured and indicated category (10 million tonnes averaging 1.07 g/t Au), inclusive of proven and probable reserves, and a further 0.2 million ounces in the inferred category (7 million tonnes averaging 0.89 g/t Au).

For additional information, please refer to Victoria's press release dated March 1, 2021 entitled "Victoria Gold: Eagle Gold Mine 2021 Production Guidance" and Victoria's press release dated April 6, 2021 entitled "Victoria Gold: Eagle Gold Mine Q1 2021 Operational Highlights", both filed on www.sedar.com.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Éléonore Royalty (Newmont Corporation)

Osisko owns a sliding scale 2.2% to 3.5% NSR royalty on the Éléonore gold property located in the Province of Québec and operated by Newmont Corporation ("Newmont"). Osisko currently receives a NSR royalty of 2.2% on production at the Éléonore mine.

Update on operations

On December 8, 2020, Newmont provided 2021 guidance for the Éléonore mine of 270,000 ounces of gold.

Reserve and resource estimates

On February 10, 2021, Newmont updated its mineral reserve and resource estimates for the Éléonore mine as at December 31, 2020. Proven and probable gold mineral reserves and resources remained relatively unchanged after depletion. Proven and probable gold mineral reserves as of December 31, 2020 totaled 1.26 million ounces (7.8 million tonnes grading 5.0 g/t Au). Measured and indicated gold mineral resources as of December 31, 2020 were estimated at 0.44 million ounces (3 million tonnes grading 4.51 g/t Au). Inferred gold mineral resources as of December 31, 2020 were estimated at 0.46 million ounces (2.5 million tonnes grading 5.65 g/t Au).

For additional information, please refer to Newmont press release dated February 10, 2021 entitled "Newmont Reports 2020 Mineral Reserves of 94 Million Gold Ounces Replacing 80 Percent of Depletion" and Newmont's press release dated December 8, 2020 entitled "Newmont Provides 2021 and Longer-term Outlook", both filed on www.sedar.com.

Sasa Stream (Central Asia Metals plc)

Osisko, through OBL, owns a 100% silver stream on the Sasa mine, operated by Central Asia Metals plc ("Central Asia") and located in Macedonia. The Sasa mine is one of the largest zinc, lead and silver mines in Europe, producing approximately 30,000 tonnes of lead, 22,000 tonnes of zinc and 400,000 ounces of silver in concentrates per annum. OBL's entitlement under the Sasa stream applies to 100% of the payable silver production in exchange for US$5 per ounce (plus refining costs) of refined silver increased annually from 2017, based on inflation (currently US$5.96 per ounce).

Update on operations

On April 13, 2021, Central Asia reported sales of 78,227 ounces of payable silver in the first quarter of 2021.

Central Asia is transitioning to cut and fill mining at the Sasa mine which should provide for higher mine recovery and reduced dilution while also leading to an increased production rate targeting 900,000 tonnes per year compared to current guidance of 825,000 to 850,000 tonnes per year.

For more information on the Sasa mine, refer to Central Asia's press release dated April 13, 2021, entitled "Q1 2021 Operations Update" available on their website at www.centralasiametals.com.

Seabee Royalty (SSR Mining Inc.)

Osisko holds a 3% NSR royalty on the Seabee gold operations operated by SSR Mining Inc. ("SSR Mining") and located in Saskatchewan, Canada.

Update on operations

On January 19, 2021, SSR Mining reported that it expects to produce 95,000 to 105,000 ounces of gold at Seabee in 2021.

Reserve and resource estimates

On March 30, 2021, SSR Mining reported its updated mineral reserves and mineral resources as of December 31, 2020. At the Seabee gold operation, exploration activities were impacted in 2020 due to the COVID-19 pandemic, limiting exploration during the year. Mineral reserves totaled 493,000 ounces of gold (1.6 million tonnes at an average gold grade of 9.83 g/t) at year-end 2020, a decrease of 1% compared to year-end 2019. The slight decrease in Mineral reserves is due to depletion at Santoy 8 and 9, offset by mineral resource to reserve conversion at Santoy 8 and 9 and the Gap HW based on infill drilling. Measured and indicated mineral resources totaled 1,003,000 ounces of gold (3.0 million tonnes at an average gold grade of 10.38 g/t) at year-end 2020, compared to 1,050,000 ounces (3.1 million tonnes at an average gold grade of 10.61 g/t) at year-end 2019. At year-end 2020, inferred mineral resources totaled 507,000 ounces of gold (2.03 million tonnes at an average gold grade of 7.77 g/t) compared to 583,000 ounces of gold (2.13 million tonnes at an average gold grade of 8.50 g/t) at year-end 2019, with the majority of the decrease resulting from the upgrading of some of the Gap HW and Santoy 9 inferred resources to measured and indicated mineral resources. Mineral resources and reserves development drilling will continue at Seabee in 2021 with a focus on Gap HW and the newly discovered adjacent Santoy hanging wall.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

For more information, refer to SSR Mining's press release dated January 19, 2021 entitled "SSR Mining Achieves 2020 Production Guidance and Provides Full Year 2021 Outlook of 720,000 to 800,000 Gold Equivalent Ounces at AISC of $1,050 to $1,110 per Ounce" and SSR Mining's press release dated March 30, 2021 entitled "SSR Mining Reports Mineral Reserves And Resources for Year-End 2020", both filed on www.sedar.com.

Gibraltar Stream (Taseko Mines Limited)

Osisko owns a 100% silver stream on Taseko Mines Limited's ("Taseko") attributable portion of the Gibraltar copper mine ("Gibraltar"), held by Gibraltar Mines Ltd. ("Gibco") and located in British Columbia, Canada. Under the stream agreement, Osisko will receive from Taseko an amount equal to 100% of Gibco's share of silver production (75%) until the delivery to Osisko of 5.9 million ounces of silver and 35% of Gibco's share of silver production thereafter. As of March 31, 2021, a total of 0.7 million ounces of silver have been delivered under the stream agreement.

In April 2020, Osisko invested an additional $8.5 million to amend the silver stream to reduce the transfer price from US$2.75 per ounce of silver to nil, effective for ounces delivered after April 25, 2020.

After a period of cost containment in early 2020, rebounding copper prices allowed Taseko to revert to normal mining rates which started increasing in September 2020.

Island Gold Royalty (Alamos Gold Inc.)

Osisko owns NSR royalties ranging from 1.38% to 3.00% on the Island Gold mine property (certain parts of the property are not covered by the royalties), operated by Alamos Gold Inc. ("Alamos") and located in Ontario, Canada. In August 2020, the Company acquired the remaining 15% royalty interests that it did not already hold in a portfolio of assets, including NSR royalties on the Island Gold mine.

Update on operations

On December 9, 2020, Alamos reported its 2021 guidance for Island Gold of 130,000 to 145,000 ounces of gold. It also reported that its production remained on track to achieve full year 2020 updated guidance.

On July 14, 2020, Alamos reported results of the positive Phase III Expansion Study conducted on its Island Gold mine. Based on the results of the study, Alamos announced that it would be proceeding with an expansion of the operation to 2,000 tonnes per day ("Shaft Expansion"). This follows a detailed evaluation of several scenarios which demonstrated the Shaft Expansion as the best option, having the strongest economics, being the most efficient and productive scenario, and the best positioned to capitalize on further growth in mineral reserves and resources. The Phase III Expansion Study highlights a potential average annual gold production of 236,000 ounces per year starting in 2025 upon completion of the shaft, representing a 72% increase from the mid-point of previously issued 2020 production guidance. In addition, it forecast a 16-year mine life, double the current eight year mineral reserve life. This estimate is based on a potentially mineable mineral resource of 9.6 million tonnes grading 10.45 g/t Au containing 3.2 million ounces of gold.

Reserves and resources update

On February 23, 2021, Alamos reported its updated mineral reserves and resources as of December 31, 2020. Island Gold's mineral reserves and resources increased a combined 1.0 million ounces, net of mining depletion, including: an 8% increase in proven and probable mineral reserves to 1.3 million ounces (4.2 million tonnes grading 9.71 g/t Au), a 40% increase in inferred mineral resources to 3.2 million ounces (6.9 million tonnes grading 14.43 g/t Au) with grades also increasing 9%, reflecting further higher grade additions in Island East, for combined mineral reserves and resources now total 4.7 million ounces, a 27% increase from the end of 2019. Growth highlights significant upside potential to Phase III Expansion Study.

For more information, refer to Alamos' press release dated July 14, 2020 entitled "Alamos Gold Announces Phase III Expansion of Island Gold to 2,000 tpd", Alamos' press release dated December 9, 2020 entitled "Alamos Gold Provides 2021 Production and Operating Guidance" and Alamos' press release dated February 23, 2021 entitled "Alamos Gold Reports Mineral Reserves and Resources for the Year-Ended 2020", all filed on www.sedar.com.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Renard Stream (Stornoway Diamonds (Canada) Inc.)

Osisko owns a 9.6% diamond stream on the Renard diamond mine operated by Stornoway Diamonds (Canada) Inc. ("Stornoway") and located approximately 350 kilometres north of Chibougamau in the James Bay region of north-central Québec. The Renard stream is secured by a first-ranking security interest over all assets and properties of Stornoway.

A credit bid transaction was closed on November 1, 2019 and Osisko became a 35.1% shareholder of the company holding the Renard diamond mine, Stornoway Diamonds (Canada) Inc., which is considered as an associate since that date.

Under the stream agreement, upon the completion of a sale of diamonds, Osisko remits to Stornoway a cash transfer payment which equals to the lesser of 40% of achieved sales price and US$40 per carat. For the purpose of calculating stream remittances, Stornoway shall separately sell any diamonds smaller than the +7 DTC sieve size that are recovered in excess of the maximum agreed-upon proportion within a sale of run of mine ("ROM") diamonds (the excess small diamonds, or incidentals). In this manner, Stornoway shall restrict the proportion of small diamonds contained in a ROM sale such that the streamers and Stornoway will be fully aligned on upside price exposure with downside protection on price and product mix.

Update on operations

Stornoway announced in April 2020 that it had decided to keep the mine on care and maintenance, given the structural challenges affecting the diamond market sales as well as the depressed prices for diamonds due to COVID-19. The mine restarted its activities in September 2020.

Stornoway's focus has been on cost reduction while the diamond market recovers. In the fourth quarter of 2020, Stornoway conducted two sales: in the first sale the company sold 203,491 carats at an average price per carat of US$70.66 and in the second sale, the company sold 253,842 carats at a price of US$79.70 per carat, a significant improvement over pre-COVID pricing levels. In the first quarter of 2021, Stornoway completed two sales for a total of 444,936 carats at an average price of US$74.03 per carat.

Stornoway's cost reductions, coupled with strengthening diamond prices resulted in positive cash generation from Renard and no additional drawdowns on the company's working capital facility. Osisko has agreed to defer payments from the stream until April 2022. Payments can be made prior to this date if the financial situation of Stornoway permits.

Equity Investments

The Company's assets include a portfolio of shares, mainly of publicly traded exploration and development mining companies. Osisko invests, and intends to continue to invest, from time to time in companies where it holds a royalty, stream or other interest and in various companies within the mining industry for investment purposes and with the objective of improving its ability to acquire future royalties, streams or other interests. In addition to investment objectives, in some cases, the Company may decide to take a more active role, including providing management personnel and/or administrative support, as well as nominating individuals to the investee's board of directors. These investments are reflected in investments in associates in the consolidated financial statements and include mainly Osisko Mining Inc. ("Osisko Mining"), Osisko Metals Inc. ("Osisko Metals") and Falco Resources Ltd. ("Falco"). Certain equity positions, including Falco, were transferred to Osisko Development as part of the reverse take-over transaction completed in the fourth quarter of 2020.

Osisko Gold Royalties Ltd. and Osisko Development Corp. may, from time to time and without further notice except as required by law or regulations, increase or decrease their investments at their discretion.

During the three months ended March 31, 2021, Osisko acquired equity investments for $5.4 million ($4.8 million acquired by Osisko Gold Royalties Ltd and $0.7 million acquired by Osisko Development Corp. through its subsidiary, Barkerville Gold Mines Limited) and disposed investments for $19.8 million ($4.9 million sold by Osisko Gold Royalties Ltd and $14.9 million sold by Osisko Development Corp. through its subsidiary, Barkerville), respectively.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Fair value of marketable securities

The following table presents the carrying value and fair value of the investments in marketable securities (excluding notes and warrants) as at March 31, 2021 (in thousands of dollars):

 

 

Osisko Gold Royalties

 

Osisko Development

 

Consolidated

 

Investments

 

Carrying value (i)

Fair

Value (ii)

 

Carrying value (i)

Fair

value (ii)

 

Carrying value (i)

Fair

value (ii)

 

 

$

$

 

$

$

 

$

$

 

 

 

 

 

 

 

 

 

 

Associates

 

113,558

160,454

 

12,057

27,775

 

125,615

188,229

Other

 

56,403

56,403

 

86,469

86,469

 

142,872

142,872

 

 

169,961

216,857

 

98,526

114,244

 

268,487

331,101

(i) The carrying value corresponds to the amount recorded on the consolidated balance sheet, which is the equity method for investments in associates and the fair value for the other investments, as per IFRS 9, Financial Instruments.

(ii) The fair value corresponds to the quoted price of the investments in a recognized stock exchange as at March 31, 2021.

Main Investments

The following table presents the main investments of the Company in marketable securities as at March 31, 2021:

Investment

 

Company holding

the investment

 

Number of

Shares Held

 

Ownership

 

 

 

 

 

 

 

%

 

 

 

 

 

 

 

 

 

Osisko Mining

 

Osisko Gold Royalties

 

50,023,569

 

14.0

 

Osisko Metals

 

Osisko Gold Royalties

 

31,127,397

 

17.4

 

Falco

 

Osisko Development (i)

 

41,385,240

 

18.2

 

Mineral Alamos

 

Osisko Development (i)

 

76,080,000

 

17.2

 

(i) The investment is held by Barkerville Gold Mines Ltd, a wholly-owned subsidiary of Osisko Development.

Osisko Mining Inc.

Osisko Mining is a Canadian gold exploration and development company focused on its Windfall Lake gold project. Osisko holds a 2.0% - 3.0% NSR royalty on the Windfall Lake gold project, for which a positive preliminary economic assessment was released in April 2021.

In February 2021, Osisko Mining announced an updated mineral resource estimate on Windfall Lake, increasing the measured and indicated mineral resource estimate by 54% and the measured and indicated mineral resource grade to 9.6 g/t Au. The measured and indicated mineral resources on the Windfall Lake gold project are now estimated at 1,857,000 ounces (6,023,000 tonnes grading 9.6 g/t Au) and inferred mineral resources are estimated at 4,244,000 ounces (16,401,000 tonnes grading 8.0 g/t Au. For more information, refer to Osisko Mining's press release dated February 17, 2021 entitled "Osisko Mining Updates Windfall Mineral Resource Estimate", filed on www.sedar.com.

In March 2021, Osisko Mining announced that it has placed an order for grinding equipment and ancillaries from FLSmidth, a leading technology and equipment supply company, for its 100% owned Windfall gold project. The order consists of a 7.3 meters (24 foot) diameter x 3.4 meters (11 foot) long gear-driven semi-autogenous grinding (SAG) mill and a 5.2 meters (17 foot) diameter x 9.4 meters (31 foot) long gear-driven ball mill.  The grinding mills have a capacity of processing up to 176.6 dry tonnes per hour, or 3,900 tonnes per day based on 92% availability.  The equipment is expected to be delivered to the Windfall project in the second half of 2022. Installation will follow pending successful receipt of all permits and authorizations. For more information, refer to Osisko Mining's press release dated March 9, 2021 entitled "Osisko Mining Orders Milling Equipment for Windfall", filed on www.sedar.com.

In April 2021, Osisko Mining released an updated preliminary economic assessment with a 39% after-tax internal rate of return and a $1.5 billion after-tax net present value, using a gold price of US$1,500 per ounce. The updated preliminary economic assessment shows an average gold production of 238,000 ounces per year of an 18 year life-of-mine. The first seven years of full production is expected to average 300,000 ounces per year average at an average diluted grade of 8.1 g/t Au. For more information, refer to Osisko Mining's press release dated April 7, 2021 entitled "Osisko Mining Delivers Positive Pea Update for Windfall", filed on www.sedar.com.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

As at March 31, 2021, the Company holds 50,023,569 common shares representing a 14.0% interest in Osisko Mining (14.5% as at December 31, 2020). The Company concluded that it exercises significant influence over Osisko Mining and accounts for its investment using the equity method.

Osisko Metals Incorporated

Osisko Metals is a Canadian base metal exploration and development company with a focus on zinc mineral assets. The company's flagship properties are the Pine Point mining camp, located in the Northwest Territories and the Bathurst mining camp, located in northern New Brunswick. The Company owns a 2.0% NSR royalty on the Pine Point mining camp (acquired in January 2020) and a 1% NSR royalty on the Bathurst mining camp.

Pine Point

On January 11, 2021, Osisko Metals announced its 2021 exploration and development plans for Pine Point, including an updated preliminary economic assessment and submission of the environmental assessment initiation package. On receipt of a positive decision on the environmental assessment, expected in the third quarter of 2023, the project permitting phase will commence and is expected to be completed by the third quarter of 2024.

On June 15, 2020, Osisko Metals released a positive independent preliminary economic assessment on the Pine Point project, including the results of an updated mineral resource estimate that converted approximately 25.5% of the global resource to the indicated mineral resource category. The preliminary economic assessment showed an estimated internal rate of return of 29.6% and a mine life of 10 years. The updated mineral resource estimate highlighted indicated mineral resources of 12.9 million tonnes grading 6.29% zinc equivalent ("ZnEq") (4.56% Zn and 1.73% Pb), representing approximately 25.5% of the declared tonnage in the updated 2020 mineral resource estimate. Inferred mineral resources are estimated at 37.6 million tonnes grading 6.80% ZnEq (4.89% Zn and 1.91% Pb). For more information, refer to Osisko Metals' press release dated June 15, 2020 entitled "Osisko Metals Releases Positive Pine Point PEA", filed on www.sedar.com.

As at March 31, 2021, the Company holds 31,127,397 common shares representing a 17.4% interest in Osisko Metals (17.4% as at December 31, 2020). The Company concluded that it exercises significant influence over Osisko Metals and accounts for its investment using the equity method.

Falco Resources Ltd.

Falco's main asset is the Horne 5 gold project, for which a positive feasibility study was released in March 2021. For more information, refer to Falco's press release dated March 24, 2021 and entitled "Updated Feasibility Study Confirms Significant Value of the Horne 5 Project" and filed on www.sedar.com.

The feasibility study was updated to reflect the improved commodity prices, the silver stream financing arrangement with Osisko and the copper and zinc concentrate offtake agreements with Glencore Canada Corporation and its affiliated companies ("Glencore"). The capital and operating costs were reviewed to reflect current market conditions for labour, supplies and services. At a gold price of $1,600 per ounce, the updated feasibility study shows that the Horne 5 Project would generate an after-tax net present value, at a 5% discount rate, of $761 million and an after-tax internal rate of return of 18.9%. 

The development of the Horne 5 project is subject to a contractual framework whereby the obtaining of the required license to operate from Glencore, is subordinated to the entering into a comprehensive financial guarantee arrangement in order to provide adequate financial protection to Glencore's neighboring Horne smelter. Once this condition precedent is achieved, Falco and Glencore will establish a work plan for the further development of the Horne 5 project, including operational parameters to be complied with by Falco in order to maintain the primacy of Glencore's operation, the whole, in accordance with the agreed upon contractual framework. Based on the foregoing, Falco will not be carrying any dewatering activities prior to finalizing a satisfactory comprehensive financial guarantee framework with Glencore and thereafter agreeing on a mutually satisfactory work plan for the conduct of such activities. A comprehensive financial guarantee framework has been submitted to Glencore.

In February 2019, Osisko provided Falco with a senior secured silver stream credit facility ("Falco Silver Stream") with reference to up to 100% of the future silver produced from the Horne 5 property ("Horne 5") located in Rouyn-Noranda, Québec. As part of the Falco Silver Stream, Osisko will make staged upfront cash deposits to Falco of up to $180.0 million and will make ongoing payments equal to 20% of the spot price of silver, to a maximum of US$6.00 per ounce. The Falco Silver Stream is secured by a first priority lien on the project and all assets of Falco. The first installment of $25.0 million was made at the closing of the Falco Silver Stream.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

For more information, refer to Falco's press release dated March 24, 2021 entitled "Updated Feasibility Study Confirms Significant Value of the Horne 5 Project", filed on www.sedar.com.

As at March 31, 2021, Osisko Development holds 41,385,240 common shares representing an 18.2% interest in Falco (18.2% as at December 31, 2020). The Company concluded that it exercises significant influence over Falco and accounts for its investment using the equity method.

Minera Alamos Inc.

Minera Alamos is a gold development company that is expected to join the ranks of gold producers in 2021. The company has a portfolio of high-quality Mexican assets, including the 100%-owned Santana open-pit, heap-leach development project in Sonora currently under construction, which is expected to have its first gold production in the second quarter of 2021. The Company owns a 3.0% NSR royalty on the Santana property.

The La Fortuna open pit gold project in Durango (100%-owned) has released a positive preliminary economic assessment. As at the end of 2020, the company had received all required permits to allow a future construction decision. Osisko owns an option to acquire a 4% NSR royalty on the La Fortuna project for $9.0 million.

For more information, refer to Minera Alamos' press release dated July 15, 2020 and entitled: "Minera Alamos Provides Mid-Year Construction Update At The Santana Gold Project, Sonora, Mexico; Adds Further Technical Expertise To The Board" and November 24, 2020 entitled: "Minera Alamos Provides an Update on Federal Permit Approvals for the Fortuna Gold Project, Durango, Mexico", available on www.sedar.com under Minera Alamos' profile.

As at March 31, 2021, Osisko Development holds 76,080,000 common shares representing a 17.2% interest in Minera Alamos (17.3% as at December 31, 2020).

Sustainability Activities

Osisko views sustainability as a key part of its strategy to create value for its shareholders and other stakeholders.

The Company focuses on the following key areas:

  • Promoting the mining industry and its benefits to society;
  • Maintaining strong relationships with the Federal government and the Provincial, Municipal and First Nations governments;
  • Supporting the economic development of regions where Osisko operates (directly or indirectly through its interests);
  • Supporting university education in mining fields and employee development;
  • Promoting diversity throughout the organization and the mining industry; and
  • Encouraging our partners companies to adhere to the same areas of focus in sustainability.

In April 2021, Osisko Gold Royalties released its inaugural ESG report.  In addition to a discussion of corporate governance practices, the report provides a focused review of how Osisko assesses potential investments through its diligence process and monitors existing assets to ensure the Company is well positioned to deliver growth responsibly.

As part of its broader ESG initiative, Osisko Gold Royalties is proud to have joined the UN Global Compact, the world's largest voluntary corporate sustainability initiative, with over 12,500 participants across 160 countries. The UN Global Compact is based on ten universally accepted principles in the areas of human rights, labour, environment and anti-corruption. By signing onto the initiative, Osisko Gold Royalties has committed to align with these principles, intended to promote and strengthen responsible corporate policies and practices worldwide. As part of its commitment, Osisko Gold Royalties will release an annual communication on progress that outlines the Company's efforts to operate responsibly and implement the ten principles.

Osisko also proudly announced a strategic partnership with Carbon Streaming Corporation ("Carbon Streaming") to help promote global decarbonization and biodiversity projects. The group's management team consists of seasoned executives with significant streaming expertise and recognized climate change experts. Carbon Streaming's business model is to fund carbon-offset projects that avoid, reduce or remove GHG emissions globally. Osisko's investment totaled $3.5 million for a 14.3% partially diluted stake in the company, which has been able to raise approximately $36 million privately. The investment affords Osisko a 20% right to participate in any streaming transactions conducted by Carbon Streaming under certain circumstances. Beyond the potential to offset the Company's indirect carbon emissions, Osisko expects potential synergies with current and future mine operators in its traditional royalty and stream business. Mining operations afford significant opportunities to generate carbon credits through ancillary projects that are value enhancing for the mine, the neighboring communities (through employment and conservation) and the environment overall.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Mining Exploration and Evaluation / Development Activities

Following the spin-out of the mining activities of Osisko Gold Royalties to Osisko Development in November 2020, all mining exploration, evaluation and development assets and activities are now held, managed and financed exclusively by Osisko Development.

Cariboo gold project

During the first quarter of 2021, investments in mining assets and plant and equipment amounted to $30.9 million, mostly on the Cariboo gold property and the Bonanza Ledge Phase 2 project, including $18.1 million in exploration and evaluation activities ($16.4 million, net of exploration credits). 

Exploration activities and updated mineral resource estimate

In the first quarter of 2021, a total of approximately 48,000 meters were drilled as part of the exploration and category conversion program on the Cariboo gold project on Mosquito Creek (8,900 meters), Lowhee (9,000 meters), Valley (15,000 meters) and Shaft (15,000 meters). Up to ten diamond drill rigs were utilized. The drilling confirmed down dip extensions of mineralized veins and high grade intercepts within the current mineral resource estimate. Osisko Development expanded the new discoveries from 2019 on Lowhee and Proserpine. The objective of the 2021 exploration and delineation program is to convert inferred resources to indicated resources to support reserves for the ongoing feasibility study and to increase overall ounces in the inferred and indicated resource categories by exploring the depth and strike potential of the known deposits.

In October 2020, Osisko announced an updated mineral resource estimate for the Cariboo gold project of 3.2 million ounces of gold (21.4 million tonnes grading 4.6 g/t Au) in the measured and indicated resource category, and 2.7 million ounces of gold (21.6 million tonnes grading 3.9 g/t Au) in the inferred resource category. Metallurgical testing has shown that the mineralization can be effectively upgraded by flotation and x-ray transmission ore-sorting, owing to the strong association of gold with pyrite. The concentrates can then be processed at the wholly-owned QR mill. This mill is currently being refurbished to treat ore from the Bonanza Ledge Phase 2 project being developed near Wells.

For more information, refer to Barkerville Gold Mines NI 43-101 Technical Report entitled "NI 43-101 Technical Report and Mineral Resource Estimate for the Cariboo Gold Project, British Columbia, Canada" (the "Technical Report") filed on SEDAR (www.sedar.com) on November 17, 2020 under Osisko Gold Royalties' profile.

2021 objectives

Osisko Development is currently conducting an extensive drilling program of approximately 200,000 meters to expand and delineate the known and new vein corridors and deposits. This exploration is focused on the expansion of the Lowhee Zone and further delineation of the Cow, Valley, Mosquito and Shaft deposits with ten diamond drill rigs. Regional greenfield exploration will occur along the Burns, Yanks and Cariboo Hudson targets and will include geological mapping and geochemical surface sampling.

Osisko Development anticipates starting mining operations at its Bonanza Ledge Phase 2 project in the second quarter of 2021. Furthermore, Osisko Development also plans to start the development of an underground portal for the Cow deposit once all required permits are obtained. Finally, Osisko Development will continue developing the Cariboo gold deposit and is working at completing a feasibility study for the second half of 2021.

San Antonio gold project

The San Antonio gold project is a past-producing oxide copper mine that went into receivership. Osisko Development will initially focus on amending existing permits to transition the mine production to a gold heap leach operation as it continues to evaluate the gold potential of the asset.

In 2020, following the acquisition of the San Antonio project, Osisko Development has concentrated its efforts in obtaining the required permits and amendments to permits to perform its activities. Osisko Development has filed preventive reports for the processing of the gold stockpile on site and for a 15,000-meter drilling program for the Sapuchi, Golfo de Oro and California zones. Osisko Development also initiated the following activities:

- Commencement of the Environmental Impact Manifest (or Manifestacion de Impacto Ambiental or "MIA");

- A baseline study;

- Awarding the Engineering, Procurement, Construction, Management contract for the process of the stockpile; and

- Purchased a mobile crushing unit that is anticipated to be delivered on site in the second quarter of 2021.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Mineral resource estimate

The processing scenario assumes heap leaching of the mineralized material sourced from open pit mining. The mineral resource has been limited to mineralized material that occurs within optimized pit shells.

San Antonio Gold Project Mineral Resource Estimate

    Tonnes Gold Grade Silver Grade Gold Ounces Silver Ounces
Category Deposit ('000)

g/t

g/t

('000)

('000,000)

 

Inferred

Golfo de Oro

11,700

1.3

2.7

503

1.0

California

4,900

1.2

2.1

182

0.3

Sapuchi

11,100

1.0

3.4

364

1.2

Total Inferred Resources

27,600

1.2

2.9

1,049

2.5

Mineral Resource Estimate notes:

1. The independent and qualified person for the mineral resource estimates, as defined by NI 43-101, is Leonardo de Souza, MAusIMM (CP), of Talisker Exploration Services Inc.

2. The gold cut-off grade applied to oxide, transition and sulphide ore are 0.32 g/t Au, 0.36 g/t Au and 0.42 g/t Au, respectively.

3. These mineral resources are not mineral reserves as they do not have demonstrated economic viability.

4. The mineral resource estimate follows CIM Definition Standards.

5. The estimate is reported for a potential open pit scenario assuming US$1,550 per ounce of gold.

6. Results are presented in-situ. Ounce (troy) = metric tonnes x grade / 31.103. Calculations used metric units (metres, tonnes, g/t). Any discrepancies in the totals are due to rounding effects. Rounding followed the recommendations as per NI 43-101.

7. Talisker Exploration Services Inc. is not aware of any known environmental, permitting, legal, title-related, taxation, socio- political, marketing or other relevant issues that could materially affect the mineral resource estimate other than those that may be disclosed in a NI 43-101 compliant technical report.

2021 Objectives

Osisko Development is focusing on various activities in 2021 that pertain to permitting, local communities relations, exploration drilling and finally the processing of the ore stockpile on site.

Osisko Development will continue the various permitting activities started in 2020. These activities consist of obtaining the permits for the MIA and the change of Use of Land while continuing the work required to complete the environmental and social/community baseline studies. As part of the social/community activities, Osisko Development will continue advancing discussions with the impacted local communities with the objective to reach a long term agreement.

Furthermore, Osisko Development will continue to work on the details of the plan to start processing the stockpile currently on site with the objective to have loaded carbon available to be shipped to produce gold before the end of 2021.

A two phase 35,000-meter drilling campaign was initiated in the first quarter of 2021 with the objective of delineating high grade zones, expanding resources and reducing strip ratio. Approximately 1,575 meters were drilled in the first quarter of 2021. Osisko Development expects exploration potential to expand both oxide and sulphide resources as recent metallurgical testing has shown that the sulphide resources are amenable to heap leaching.

James Bay area properties

In 2021, Osisko Development intends to review each property in the James Bay area to maximize their potential value.

As at March 31, 2021, the net book value of the James Bay properties, including the Coulon property, amounted to $40.7 million.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Dividend Reinvestment Plan

Osisko Gold Royalty has a dividend reinvestment plan ("DRIP") that allows Canadian and U.S. shareholders to reinvest their cash dividends into additional common shares either purchased on the open market through the facilities of the TSX or the NYSE, or issued directly from treasury by the Company, or acquired by a combination thereof. In the case of a treasury issuance, the price will be the weighted average price of the common shares on the TSX or the NYSE during the five trading days immediately preceding the dividend payment date, less a discount, if any, of up to 5%, at the Company's sole election.

During the three months ended March 31, 2021, the Company issued 37,545 common shares under the DRIP, at a discount rate of 3%. As at March 31, 2021, the holders of 8,989,709 common shares had elected to participate in the DRIP, representing dividends payable of $0.4 million. On April 15, 2021, 30,643 common shares were issued under the DRIP at a discount rate of 3%.

Normal Course Issuer Bid

In December 2020, Osisko Gold Royalties renewed its normal course issuer bid ("NCIB") program. Under the terms of the 2021 NCIB program, Osisko Gold Royalties may acquire up to 14,610,718 of its common shares from time to time in accordance with the normal course issuer bid procedures of the TSX. Repurchases under the 2021 NCIB program are authorized until December 11, 2021. Daily purchases will be limited to 138,366 common shares, other than block purchase exemptions, representing 25% of the average daily trading volume of the common shares on the TSX for the six-month period ending November 30, 2020, being 553,464 common Shares.

During the three months ended March 31, 2021, the Company purchased for cancellation a total of 347,400 common shares for $4.5 million (average acquisition price per share of $12.85).

Gold Market and Currency

Gold Market

Gold prices were down over 10% in the first quarter of 2021 on a year-to-year basis, its weakest quarterly performance since the fourth quarter of 2016. Prices have closed the first quarter of 2021 at US$1,691 per ounce compared to the closing price of US$1,888 per ounce in December 2020. The average price for the first quarter of 2021 was US$80 per ounce lower than the fourth of 2020 at US$1,794 per ounce compared to US$1,874 per ounce, and US$211 per ounce higher on a year-over-year basis.

The historical price is as follows:

(US$/ounce of gold)

High

Low

Average

Close

 

 

 

 

 

2021-Q1

$1,943 

$1,684 

$1,794 

$1,691 

2020

2,067

1,474

1,770

1,888

2019

1,545

1,270

1,393

1,515

2018

1,355

1,178

1,268

1,279

2017

1,346

1,151

1,257

1,291

In Canadian dollar terms, the average price per ounce of gold averaged $2,271 in the first quarter of 2021, compared to $2,442 in the fourth quarter of 2020 and $2,129 in the first quarter of 2020. The gold price closed the first quarter of 2021 at $2,126 per ounce, down $277 per ounce from December 31, 2020.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Currency

The dollar traded between a range of 1.2455 to 1.2828 in the first quarter of 2021 to close at 1.2575 on March 31, 2021 compared to a close of 1.2732 on December 31, 2020. The Canadian dollar averaged 1.3030 in the fourth quarter of 2020 compared to 1.3321 in the third quarter of 2020 and 1.3200 in the fourth quarter of 2019.

The Bank of Canada provided a more optimistic economic forecast at its January and March meetings, but held its target for the overnight rate at 0.25%. Monetary policy is set to stay accommodative for the next year.

The exchange rate for the U.S./Canadian dollar is outlined below:

 

High

Low

Average

Close

2021-Q1

1.2828

1.2455

1.2660

1.2575

2020

1.4496

1.2718

1.3415

1.2732

2019

1.3600

1.2988

1.3269

1.2988

2018

1.3642

1.2288

1.2957

1.3642

2017

1.3743

1.2128

1.2986

1.2545

Selected Financial Information

(in thousands of dollars, except figures for ounces and amounts per ounce and per share) (1)

  Three months ended
March 31,
 
  2021   2020  
  $   $  
         
Revenues 66,923   52,605  
Cash margin (2) 46,526   35,322  
Gross profit 34,599   21,622  
         
Impairment of assets (3) (4,400 ) (27,206 )
         
Operating income (loss) 21,081   (12,142 )
Net earnings (loss) (4) 10,557   (13,318 )
Basic and diluted net earnings (loss) per share (4), (5) 0.06   (0.09 )
         
Total assets 2,435,861   2,016,189  
Total long-term debt 401,266   423,499  
         
Average selling price of gold (per ounce sold)        
    In C$ (6) 2,294   2,125  
    In US$ 1,815   1,581  
         
Operating cash flows 21,324   23,800  
         
Dividend per common share 0.05   0.05  
         
Weighted average shares outstanding (in thousands)        
    Basic 165,842   155,374  
    Diluted (5) 165,965   155,374  
         

(1) Unless otherwise noted, financial information is in Canadian dollars and prepared in accordance with IFRS.

(2) Cash margin is a non-IFRS financial performance measure which has no standard definition under IFRS. It is calculated by deducting the cost of sales from the revenues. Please refer to the Overview of Financial Results section of this MD&A for a reconciliation of the cash margin per interest.

(3) Including impairment on royalties, streams and other interests, on exploration and evaluation assets, and on investments.

(4) Attributable to Osisko Gold Royalties Ltd's shareholders.

(5) As a result of the net loss for the three months ended March 31, 2020, all potentially dilutive common shares are deemed to be antidilutive and thus diluted net loss per share is equal to the basic net loss per share.

(6) Using actual exchange rates at the date of the transactions.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Overview of Financial Results

Financial Summary - First Quarter of 2021

  • Record revenues from royalties and streams of $49.0 million ($66.9 million including offtakes) compared to $37.8 million ($52.6 million including offtakes) in Q1 2020;

  • Record gross profit of $34.6 million compared to $21.6 million in Q1 2020;

  • Operating income of $21.1 million compared to an operating loss of $12.1 million in Q1 2020;

  • Net earnings attributable to Osisko Gold Royalties' shareholders of $10.6 million or $0.06 per basic and diluted share, compared to a net loss of $13.3 million or $0.09 per basic and diluted share in Q1 2020;

  • Adjusted earnings1 of $18.4 million or $0.11 per basic share1 compared to $7.5 million or $0.05 per basic share in Q1 2020; and

  • Cash flows provided by operating activities of $21.3 million compared to $23.8 million in Q1 2020.

Revenues from royalties and streams increased by $11.2 million in the first quarter of 2021 compared to the first quarter of 2020, and total revenues (including offtakes) increased by $14.3 million to $66.9 million, as a result of higher gold prices and higher deliveries under the royalty, stream and offtake agreements. Under the offtake agreements, the metal is acquired from the producers at the lowest market price over a certain period of time (quotational period), and is subsequently sold by OBL, resulting in a net profit that will usually vary between 0% and 5% of the sales proceeds. The profit margin is highly impacted by the volatility of commodity prices during the quotational period.

Gross profit amounted to $34.6 million in the first quarter of 2021 compared to $21.6 million in the first quarter of 2020. The increase is mainly due to the increase in the average realized gold and silver prices in the first quarter of 2021, which increased the cash margins.

Depletion expense decreased by $1.8 million mainly as a result of the mix of sales in the first quarter of 2021 compared to the corresponding period in 2020.

In the first quarter of 2021, the Company generated an operating income of $21.1 million compared to an operating loss of $12.1 million in the first quarter of 2020. In the first quarter of 2020, the Company incurred an operating loss as a result of an impairment charge on the Renard diamond stream of $26.3 million ($19.3 million, net of income taxes).

Consolidated general and administrative ("G&A") expenses increased in the first quarter of 2021 as a result of the creation of Osisko Development in November 2020. Consolidated G&A expenses amounted to $9.9 million in the first quarter of 2021 compared to $6.3 million in the first quarter of 2020. Business development expenses decreased slightly to $1.0 million from $1.1 million.  Details of operating expenses per segment is provided in the Segment Disclosure section of this MD&A.

In the first quarter of 2021, the Company generated net earnings attributable to Osisko's shareholders of $10.6 million compared to a net loss of $13.3 million in the first quarter of 2020. The variance is mainly due to the impairment charges on royalty, stream and offtake interests of $26.3 million in the first quarter of 2020.

Consolidated adjusted earnings1 were $18.4 million in the first quarter of 2021, compared to $7.5 million in the first quarter of 2020, as a result of a higher gross profit, partly offset by higher G&A expenses. Details of adjusted earnings (loss) per segment is provided in the Segment Disclosure section of this MD&A.

Net cash flows provided by operating activities in the first quarter of 2021 was $21.3 million compared to $23.8 million in the first quarter of 2020. In the first quarter of 2021, the higher cash margin on the royalty, stream and offtake interest generated $46.5 million, which was partly offset by net cash flows used by operating activities of $15.4 million from the exploration and development segment (Osisko Development and its subsidiaries). Details on cash flows per segment is provided in the Segment Disclosure section of this MD&A.

   

1  "Adjusted earnings (loss)" and "Adjusted earnings (loss) per basic share" are non-IFRS financial performance measures which have no standard definition under IFRS. Refer to the non-IFRS measures provided under the Non-IFRS Financial Performance Measures section of this Management and Discussion Analysis.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Consolidated Statements of Income (Loss)

The following table presents summarized consolidated statements of income (loss) for the three months ended March 31, 2021 and 2020 (in thousands of dollars, except amounts per share):

    2021   2020  
    $   $  
           
Revenues (a) 66,923   52,605  
           
Cost of sales (b) (20,397 ) (17,283 )
Depletion of royalty, stream and other interests (c) (11,927 ) (13,700 )
           
Gross profit (d) 34,599   21,622  
           
Other operating expenses          
General and administrative (e) (9,906 ) (6,284 )
Business development (f) (987 ) (1,138 )
Exploration and evaluation (g) (337 ) (42 )
Impairment of assets (h) (2,288 ) (26,300 )
           
Operating income (loss)   21,081   (12,142 )
           
Other expenses, net (i) (7,904 ) (4,502 )
           
Earnings (loss) before income taxes   13,177   (16,644 )
           
Income tax (expense) recovery (j) (3,414 ) 3,326  
           
Net earnings (loss)   9,763   (13,318 )
           
Net earnings (loss) attributable to:          
  Osisko Gold Royalties Ltd's shareholders   10,557   (13,318 )
  Non-controlling interests   (794 ) -  
           
Net earnings (loss) per share attributable to
  Osisko Gold Royalties Ltd's shareholders
         
    Basic and diluted   0.06   (0.09 )

(a) Revenues are comprised of the following:

  Three months ended March 31,
  2021 2020
  Average
selling price
per ounce /
carat ($)
Ounces /
carats sold 
Total
revenues
($000's)
Average
selling price
per ounce /
carat ($) 
Ounces /
Carats sold 
Total
revenues
($000's)
             
             
Gold sold 2,294 16,738 38,395 2,125 13,463 28,602
Silver sold 33 616,635 20,382 22 756,151 16,958
Diamonds sold(i) 94 42,714 3,995 92 44,074 4,073
Other (paid in cash) - - 4,151 - - 2,972
      66,923     52,605

(i) The diamonds were sold by an agent for Osisko for a blended selling price of $94 (US$74) per carat in the first quarter of 2021 ($92 (US$66) in the first quarter of 2020). The average selling price includes 9,525 incidental carats sold outside of the run of mine sales at an average price of $15 (US$12) per carat in the first quarter of 2021 (8,385 incidental carats at an average price of $19 (US$13) per carat in the first quarter of 2020). Excluding the incidental carats, 33,189 carats were sold at an average price of $116 (US$92) per carat in the first quarter of 2021 (35,690 carats at an average price of $110 (US$78) per carat in the first quarter of 2020).

The increase in gold ounces sold in the first quarter of 2021 is mainly the result of higher deliveries from the Canadian Malartic and Eagle gold mines and the Parral offtake agreement. The decrease in silver ounces sold in the first quarter of 2021 is mainly the result of lower silver ounces acquired under the Mantos stream and the Parral offtake agreement.

(b) Cost of sales represents mainly the acquisition price of the metals and diamonds under the offtake and stream agreements, as well as minimal refining, insurance and transportation costs related to the metals received under royalty agreements. The increase in 2021 is mainly the result of the higher average metal prices and higher deliveries sold.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

(c) The royalty, stream and other interests are depleted using the units-of-production method over the estimated life of the properties or the life of the agreement. The decrease in the first quarter of 2021 is mostly due to the mix of sales compared to 2020.

(d) The breakdown of gross profit per nature of interest is as follows (in $000's):

  Three months ended
March 31,
 
  2021   2020  
  $   $  
         
Royalty interests        
Revenues 34,911   25,804  
Cost of sales (174 ) (168 )
Cash margin 34,737   25,636  
         
Depletion (6,989 ) (6,505 )
Gross profit 27,748   19,131  
         
Stream interests        
Revenues 14,086   12,030  
Cost of sales (2,984 ) (3,193 )
Cash margin 11,102   8,837  
         
Depletion (4,749 ) (6,918 )
Gross profit 6,353   1,919  
         
Royalty and stream interests
Cash margin
45,839   34,473  
  93.6%   91.1%  
         
Offtake interests        
Revenues 17,926   14,771  
Cost of sales (17,239 ) (13,922 )
Cash margin 687   849  
  3.8%   5.7%  
         
Depletion (189 ) (277 )
Gross profit 498   572  
         
Total - Gross profit 34,599   21,622  

(e) G&A expenses increased to $9.9 million in the first quarter of 2021 compared to $6.3 million in the first quarter of 2020, as a result of the creation of Osisko Development in November 2020. Details of operating expenses per segment is provided in the Segment Disclosure section of this MD&A.

(f) Business development expenses decreased slightly to $1.0 million from $1.1 million. 

(g) Exploration and evaluation expenses represent expenditures incurred by Osisko Development and its subsidiaries for general exploration activities and for properties that have been previously written-off. The increase is due to the earn-in agreements on exploration properties that was cancelled at the end of 2020.

(h) In the first quarter of 2021, the Company wrote-off a royalty interest on which the royalty rights were lost. In the first quarter of 2020, the Company had incurred an impairment charge of $26.3 million ($19.3 million, net of income taxes) on its Renard diamond stream.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

(i) Other expenses, net, of $7.9 million in the first quarter of 2021 include finance costs of $6.1 million, a foreign exchange loss of $1.1 million and net losses on investments of $2.2 million, partially offset by interest income of $1.3 million.

Other expenses, net, of $4.5 million in the first quarter of 2020 include finance costs of $6.9 million, a share of loss of associates of $1.7 million, partially offset by a foreign exchange gain of $2.3 million, interest income of $1.2 million and a net gain on investment of $0.6 million.

(j) The effective income tax rate for the first quarter of 2021 is 25.9% compared to 20.0% in the first quarter of 2020. The statutory rate is 26.5% in 2021 and 2020. The elements that impacted the effective income taxes are the non-taxable (or deductible) part of capital gains (or losses) (50%) and non-deductible expenses. Cash taxes of $0.1 million were paid in the first quarter of 2021 and $0.2 million in the first quarter of 2020 and were related to taxes on royalties earned in foreign jurisdictions.

Liquidity and Capital Resources

As at March 31, 2021, the Company's consolidated cash position amounted to $320.6 million compared to $302.5 million as at December 31, 2020. Cash held by Osisko Gold Royalties Ltd and its wholly-owned subsidiaries amounted to $119.7 million and cash held by Osisko Development and its subsidiaries amounted to $201.0 million. Significant variations in the liquidity and capital resources in the first quarter of 2021 are explained below under the Cash Flows section.

Osisko Development financings

Osisko Development Corp. - Non-brokered private placement

In January 2021, Osisko Development completed the first tranche of a non-brokered private placement through the issuance of 9,346,464 units of Osisko Development at a price of $7.50 per unit for aggregate gross proceeds of $68.6 million. Each unit consists of one common share of Osisko Development and one-half of one common share purchase warrant of Osisko Development, which each whole warrant entitling the holder to acquire one common share of Osisko Development at a price of $10.00 per share on or prior to December 1, 2023.

In February 2021, Osisko Development completed the second and final tranche of a non-brokered private placement through the issuance of 1,515,731 units of Osisko Development at a price of $7.50 per unit for aggregate gross proceeds of $11.2 million. Each unit consists of one common share of Osisko Development and one-half of one common share purchase warrant of Osisko Development, which each whole warrant entitling the holder to acquire one common share of Osisko Development at a price of $10.00 per share on or prior to December 1, 2023.

An amount of $73.9 million from the non-brokered private placement was received in 2021.

The share issue expenses related to the first and second tranches of the private placement amounted to $1.1 million ($0.8 million, net of income taxes).

Osisko Development Corp. - Brokered private placement of flow-through shares

In March 2021, Osisko Development completed a "bought deal" brokered private placement of 2,055,742 flow-through shares at a price of $9.05 per flow-through share and 1,334,500 charity flow-through shares at a price of $11.24 per charity flow-through share, for aggregate gross proceeds of $33.6 million. Share issue expenses related to this private placement amounted to $1.5 million ($1.1 million, net of income taxes). The shares were issued at a premium to the market price, which was recognized as a current liability under provisions and other liabilities for $7.9 million (net of share issue costs attributed of $0.5 million). The liability will be reversed and recognized to the consolidated statements of income (loss) as flow-through premium income as the required expenditures are incurred. Osisko Development is committed to spending the proceeds on exploration and evaluation activities by December 31, 2022. As at March 31, 2021, the balance remaining to be spent amounted to $31.6 million.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Credit facility

The Company has a revolving credit facility (the "Facility") of $400.0 million with a maturity date of November 14, 2023. The Facility has an additional uncommitted accordion of up to $100.0 million for a total availability of up to $500.0 million. The uncommitted accordion is subject to standard due diligence procedures and acceptance of the lenders. The Facility is to be used for general corporate purposes and investments in the mineral industry, including the acquisition of royalty, stream and other interests. The Facility is secured by the Company's royalty, stream and other interests.

The Facility is subject to standby fees. Funds drawn bear interest based on the base rate, prime rate, London Inter-Bank Offer Rate ("LIBOR") or a comparable or successor rate in the event that LIBOR ceases to be available, plus an applicable margin depending on the Company's leverage ratio. In February 2021, the Company drew $50.0 million to repay the Investissement Québec convertible debenture. As at March 31, 2021, the Facility was drawn for a total of $112.9 million ($50.0 million and US$50.0 million ($62.9 million)) and the effective interest rate was 2.7%, including the applicable margin. The Facility includes covenants that require the Company to maintain certain financial ratios, including the Company's leverage ratios and meet certain non-financial requirements.  As at March 31, 2021, all such ratios and requirements were met.

Cash Flows

The following table summarizes the cash flows (in thousands of dollars):

  Three months ended
March 31,
 
  2021   2020  
  $   $  
Cash flows        
Operations 36,252   27,934  
Working capital items (14,928 ) (4,134 )
Operating activities 21,324   23,800  
Investing activities (29,779 ) (38,648 )
Financing activities 28,102   60,367  
Effects of exchange rate changes on cash and cash equivalents (1,541 ) 4,583  
Increase in cash 18,106   50,102  
Cash - beginning of period 302,524   108,223  
Cash - end of period 320,630   158,325  

Additional details on cash flows per segment is provided in the Segment Disclosure section of this MD&A.

Operating Activities

Cash flows provided by operating activities in the first quarter of 2021 amounted to $21.3 million compared to $23.8 million in the first quarter of 2021.  In the first quarter of 2021, the higher cash margin on the royalty, stream and offtake interest generated $46.5 million, which was partly offset by net cash flows used by operating activities of $15.4 million from the exploration and development segment (Osisko Development and its subsidiaries), mostly as a result of the build up in stockpile inventory from the Bonanza Ledge Phase 2 project.

Investing Activities

Cash flows used in investing activities amounted to $29.8 million in the first quarter of 2021 compared to $38.6 million in the first quarter of 2020.

In the first quarter of 2021, Osisko invested $3.8 million on royalty and stream interests, acquired investments for $9.8 million and received proceeds of $19.8 million from the sale of investments. Osisko Development and its subsidiaries invested $35.8 million in mining assets, plant and equipment, mostly on the Cariboo gold property and Bonanza Ledge Phase 2 project.

In the first quarter of 2020, Osisko invested $15.6 million to acquire investments and $7.5 million to acquire royalties. Investments in mining interests, plant and equipment, and exploration and evaluation assets were $14.9 million, mainly on the Cariboo gold property.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Financing Activities

During the first quarter of 2021, cash flows provided by financing activities amounted to $28.1 million compared to $60.4 million in the first quarter of 2020.

During the first quarter of 2021, Osisko Development completed the first and second tranches of a non-brokered private placement through the issuance of 10,862,195 units of Osisko Development at a price of $7.50 per unit for aggregate gross proceeds of $79.8 million.

An amount of $73.9 million from the non-brokered private placement was received in 2021 and was included under shares to be issued on Osisko Development's consolidated balance sheet at December 31, 2020 (under non-controlling interests on the Company's balance sheet).

The share issue expenses related to the first and second tranches of the private placement amounted to $1.1 million ($0.8 million, net of income taxes).

In March 2021, Osisko Development completed a "bought deal" brokered private placement of 2,055,742 flow-through shares at a price of $9.05 per flow-through share and 1,334,500 charity flow-through shares at a price of $11.24 per charity flow-through share, for aggregate gross proceeds of $33.6 million. Share issue expenses related to this private placement amounted to $1.5 million ($1.1 million, net of income taxes).

During the first quarter of 2021, Osisko repaid a $50.0 million convertible debenture, and draw its credit facility by the same amount, therefore reducing the interest rate payable on the debt. Osisko paid $7.8 million in dividends to its shareholders and purchased for cancellation a total of 347,400 common shares under its 2021 NCIB program for $4.5 million (average acquisition price per share of $12.85). Osisko also received proceeds from the exercise of share options and the share purchase plan for $5.0 million.

In the first quarter of 2020, Osisko drew its revolving credit facility by US$50.0 million ($71.7 million) to increase its liquidities in light of the uncertainties created by the COVID-19 pandemic. The Company paid dividends of $7.5 million to its shareholders and invested $3.0 million under its 2020 NCIB program.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Quarterly Information

The selected quarterly financial information(1) for the past eight financial quarters is outlined below:

(in thousands of dollars, except for amounts per share)

    2021     2020       2019  
    Q1     Q4     Q3     Q2     Q1       Q4     Q3     Q2  
                                                   
GEOs(2)   19,960     18,829     16,739     12,386     18,159       20,479     18,123     19,651  
Cash and cash equivalents   320,630     302,524     160,705     201,971     158,325       108,223     123,702     83,589  
Short-term investments   3,458     3,501     21,568     21,105     21,228       20,704     25,844     16,165  
Working capital   300,876     225,643     110,333     162,996     117,090       112,494     150,845     89,668  
Total assets   2,435,861     2,397,104     2,200,070     2,128,588     2,016,189       1,947,253     1,948,355     2,042,960  
Total long-term debt   401,266     400,429     421,590     421,652     423,499       349,042     347,638     326,050  
Equity   1,875,729     1,841,032     1,638,178     1,604,676     1,492,346       1,493,446     1,506,287     1,534,872  
Revenues   66,923     213,630     55,707     40,758     52,605       51,032     109,235     131,606  

Net cash flows from operating

activities

  21,324     32,633     36,123     15,422     23,800       17,204     28,294     21,350  

Impairment of assets,

net of income taxes

  (3,803 )   (3,600 )   (1,281 )   (3,117 )   (19,300 )     (148,600 )   (58,952 )   -  
Net earnings (loss)(3)   10,557     4,632     12,514     13,048     (13,318 )     (155,175 )   (45,924 )   (6,547 )

Basic and diluted net earnings 

(loss) per share

  0.06     0.03     0.08     0.08     (0.09 )     (1.04 )   (0.32 )   (0.04 )

Weighted average shares

outstanding (000's)

                                                 
- Basic   165,842     166,093     166,110     164,733     155,374       149,912     144,446     154,988  
- Diluted   165,965     166,321     166,397     164,815     155,374       149,912     144,446     154,988  
Share price - TSX - closing   13.84     16.13     15.75     13.56     10.50       12.62     12.31     13.65  
Share price - NYSE - closing   11.02     12.68     11.83     10.00     7.44       9.71     9.30     10.44  

Warrant price - TSX - closing

OR.WT

  0.21     0.32     0.34     0.31     0.16       0.25     0.445     0.51  

Debenture price - TSX -

closing(4) OR.DB

  100.75     106.00     104.00     101.34     94.75       101.08     101.75     102.90  
Price of gold (average US$)   1,794     1,874     1,909     1,711     1,583       1,481     1,485     1,309  

Closing exchange rate(5)

(US$/Can$)

                                                 
  1.2575     1.2732     1.3339     1.3628     1.4187       1.2988     1.3243     1.3087  

(1) Unless otherwise noted, financial information is in Canadian dollars and prepared in accordance with IFRS.

(2) Excluding GEOs from the Renard diamond stream in 2021 and in the fourth quarter of 2020.

(3) Attributable to Osisko Gold Royalties Ltd's shareholders

(4) Osisko 4% convertible debentures is presented by tranche of nominal value of $100.00.

(5) Bank of Canada Daily Rate.

During the first quarter of 2021, Osisko Development completed a flow-through equity financing for gross proceeds of $33.6 million.

During the fourth quarter of 2020, Osisko Development completed two financings for gross proceeds of $140.3 million. In addition, Osisko Development received gross proceeds of $73.9 million in 2020 from a private placement closed in 2021.

During the third quarter of 2020, the Company acquired the San Antonio gold project in Mexico for US$42.0 million, including US$30.0 million paid in cash and US$12.0 million paid in shares. During the second quarter of 2020, the Company completed a private placement of $85.0 million with Investissement Québec. During the first quarter of 2020, the Company drew US$50.0 million on its revolving credit facility and recorded an impairment charge of $26.3 million ($19.3 million, net of income taxes) on its Renard diamond stream.

During the fourth quarter of 2019, the Company acquired Barkerville for $241.7 million, paid in shares. The Company also incurred impairment charges on assets of $148.6 million ($129.0 million, net of income taxes).

During the third quarter of 2019, the Company repurchased 5,066,218 of its common shares for $71.4 million, paid in cash (from the sale of all common shares held by Osisko in Victoria). The Company sold its Brucejack offtake for US$41.3 million, of which US$31.2 million ($41.3 million) were received on September 30, 2019. The Company also incurred impairment charges of $48.1 million (net of income taxes) on its royalty, stream and other interests and an impairment charge of $10.8 million (net of income taxes) on a net investment in an associate.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Outlook

Osisko's 2021 outlook on royalty, stream and offtake interests is largely based on publicly available forecasts from our operating partners. When publicly available forecasts on properties are not available, Osisko obtains internal forecasts from the producers or uses management's best estimate.

GEOs and cash margin by interest, excluding the Renard stream, are estimated as follows for 2021:

 

Low

 

High

 

Cash margin

 

 

(GEOs)

 

(GEOs)

 

(%)

 

 

 

 

 

 

 

 

Royalty interests

59,750

 

62,800

 

100

 

Stream interests

17,400

 

18,250

 

87

 

Offtake interests

850

 

950

 

3

 

 

78,000

 

82,000

 

97*

 

 * Excluding the offtake interests 

 

 

 

 

 

For the 2021 guidance estimate, deliveries of silver and cash royalties have been converted to GEOs using commodity prices of US$1,800 per ounce of gold, US$25 per ounce of silver and an exchange rate (US$/C$) of 1.28. Any GEOs (and the related cash margin) from the Renard diamond stream were excluded from the outlook above. For 2021, GEOs from the Renard diamonds stream are estimated at 8,126 GEOs; however, for the remainder of 2021, Osisko has committed to reinvest the net proceeds from the stream through the bridge loan facility provided to the operator.

Segment Disclosure

The chief operating decision-maker organizes and manages the business under two operating segments: (i) acquiring and managing precious metal and other royalties, streams and other interests, and (ii) the exploration, evaluation and development of mining projects. The assets, liabilities, revenues, expenses and cash flows of Osisko and its subsidiaries, other than Osisko Development and its subsidiaries, are attributable to the precious metal and other royalties, streams and other interests operating segment. The assets, liabilities, revenues, expenses and cash flows of Osisko Development and its subsidiaries are attributable to the exploration, evaluation and development of the mining projects operating segment.

The following tables present the main assets, liabilities, revenues, expenses and cash flows per operating segment (in thousands of dollars):

    As at March 31, 2021 and December 31, 2020  
   

Osisko Gold

Royalties (i)

    Osisko
Development (ii)
             
   

(Royalties,

streams and

other interests)

   

(Mining exploration,

evaluation and

development)

   

Intersegment

transactions

     
Consolidated
 
    $     $     $     $  
As at March 31, 2021                        
                         
Cash   119,650     200,980     -     320,630  
Current assets   132,006     231,756     (225 )   363,537  
Investments in associates and other investments   169,961     98,526     -     268,487  
Royalty, stream and other interests   1,193,481     -     (93,146 )   1,100,335  
Mining interests and plant and equipment   8,712     442,311     73,501     524,524  
Exploration and evaluation assets   -     41,977     650     42,627  
Goodwill   111,204     -     -     111,204  
Total assets   1,616,428     838,653     (19,220 )   2,435,861  
                         
Long-term debt   401,266     -     -     401,266  
                         
As at December 31, 2020                        
                         
Cash   105,097     197,427     -     302,524  
Current assets   117,592     218,478     (882 )   335,188  
Investments in associates and other investments   166,589     110,144     -     276,733  
Royalty, stream and other interests   1,203,781     -     (87,653 )   1,116,128  
Mining interests and plant and equipment   9,011     407,000     73,501     489,512  
Exploration and evaluation assets   -     41,869     650     42,519  
Goodwill   111,204     -     -     111,204  
Total assets   1,609,349     802,144     (14,384 )   2,397,104  
                         
Long-term debt   400,429     -     -     400,429  



Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

    For the three months ended March 31, 2021 and 2020  
   

Osisko Gold

Royalties (i)

    Osisko
Development (ii)
             
   

(Royalties, streams

and other interests)

   

(Mining exploration,

evaluation and

development)

   

Intersegment

transactions

     
Consolidated
 
    $     $     $     $  
                         
                         
For the three months ended March 31, 2021                        
                         
Revenues   66,923     -     -     66,923  
Gross profit   34,599     -     -     34,599  
Operating expenses (G&A, bus. dev and exploration)   (6,029 )   (5,201 )   -     (11,230 )
Impairments   (4,400 )   -     -     (4,400 )
Net earnings (loss)   13,464     (3,701 )   -     9,763  
                         
Cash flows from operating activities (iii)   36,738     (9,704 )   (5,710 )   21,324  
Cash flows from investing activities (iii)   (13,781 )   (21,708 )   5,710     (29,779 )
Cash flows from financing activities   (7,511 )   35,613     -     28,102  
                         
For the three months ended March 31, 2020                        
                         
Revenues   52,605     -     -     52,605  
Gross profit   21,622     -     -     21,622  
Operating expenses (G&A, bus. dev and exploration)   (6,217 )   (1,247 )   -     (7,464 )
Impairments   (26,300 )   -     -     (26,300 )
Net earnings (loss)   (12,993 )   (325 )   -     (13,318 )
                         
Cash flows from operating activities   25,736     (1,936 )   -     23,800  
Cash flows from investing activities   (23,496 )   (15,152 )   -     (38,648 )
Cash flows from financing activities   48,485     11,882     -     60,367  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries.

(ii) Osisko Development Corp. and its subsidiaries (carve-out of the mining activities of Osisko Gold Royalties prior to the reverse take-over transaction completed on November 25, 2020 and creating Osisko Development)

(iii) The adjustments are related to intersegment transactions and to royalties and streams held by Osisko Gold Royalties on assets held by Osisko Development, which are cancelled on consolidation.

Royalty, stream and other interests - Geographic revenues

All of the Company's revenues are attributable to the precious metal and other royalties, streams and other interests operating segment. Geographic revenues from the sale of metals and diamonds received or acquired from in-kind royalties, streams and other interests are determined by the location of the mining operations giving rise to the royalty, stream or other interest. For the three months ended March 31, 2021 and 2020, royalty, stream and other interest revenues were mainly earned from the following jurisdictions (in thousands of dollars):

   

North

America

   

South

America

     
Australia
     
Africa
     
Europe
     
Total
 
    $     $     $     $     $     $  
                                     
2021                                    
                                     
Royalties   33,505     274     -     1,132     -     34,911  
Streams   5,449     5,519     489     -     2,629     14,086  
Offtakes   17,926     -     -     -     -     17,926  
                                     
    56,880     5,793     489     1,132     2,629     66,923  
                                     
2020                                    
                                     
Royalties   24,499     75     14     1,216     -     25,804  
Streams   5,117     4,455     524     -     1,934     12,030  
Offtakes   14,771     -     -     -     -     14,771  
                                     
    44,387     4,530     538     1,216     1,934     52,605  

For the three months ended March 31, 2021, one royalty interest generated revenues of $20.7 million ($15.3 million for the three months ended March 31, 2020), which (excluding revenues generated from the offtake interests) represented 42% of revenues (41% of revenues for the three months ended March 31, 2020).

For the three months ended March 31, 2021, revenues generated from precious metals and diamonds represented 92% and 6% of revenues, respectively (89% and 8% excluding offtakes, respectively). For the three months ended March 31, 2020, revenues generated from precious metals and diamonds represented 90% and 8% of revenues, respectively (86% and 11% excluding offtakes, respectively).


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Royalty, stream and other interests - Geographic net assets

The following table summarizes the royalty, stream and other interests by country, as at March 31, 2021 and December 31, 2020, which is based on the location of the property related to the royalty, stream or other interests (in thousands of dollars): 

 

North

America

   

South

America

     
Australia
     
Africa
     
Asia
     
Europe
     
Total
 
  $     $     $     $     $     $     $  
                                         
March 31, 2021                                        
                                         
Royalties 568,466     46,000     12,465     7,753     -     15,215     649,899  
Streams 170,917     179,086     1,247     -     28,042     53,035     432,327  
Offtakes 5,432     -     8,019     -     4,658     -     18,109  
                                         
  744,815     225,086     21,731     7,753     32,700     68,250     1,100,335  
                                         
                                         
December 31, 2020                                        
                                         
Royalties 576,835     46,374     9,924     8,313     -     15,215     656,661  
Streams 172,879     183,679     1,481     -     28,392     54,510     440,941  
Offtakes 5,690     -     8,119     -     4,717     -     18,526  
                                         
  755,404     230,053     19,524     8,313     33,109     69,725     1,116,128  

Exploration, evaluation and development of mining projects

The inventories, mining interests, plant and equipment and exploration and evaluation assets related to the exploration, evaluation and development of mining projects (excluding the intersegment transactions) are located in Canada and in Mexico, and are detailed as follow as at March 31, 2021 and December 31, 2020 (in thousands of dollars):

  March 31, 2021       December 31, 2020  
  Canada     Mexico     Total       Canada     Mexico     Total  
  $     $     $       $     $     $  
Assets                                    
Inventories 9,949     25,035     34,984       1,599     25,705     27,304  
Mining interests, plant and equipment 374,182     68,129     442,311       344,903     62,097     407,000  
Exploration and evaluation assets 40,680     1,297     41,977       40,680     1,189     41,869  
Total assets 743,426     95,227     838,653       704,998     97,146     802,144  

Related Party Transactions

During the three months ended March 31, 2021, interest revenues of $0.8 million ($0.6 million for the three months ended March 31, 2020) were accounted for with regards to notes receivable from associates. As at March 31, 2021, interests receivable from associates of $2.6 million are included in amounts receivable ($1.9 million as at December 31, 2020). Loans, notes receivable, and a convertible debenture from associates amounted to $36.3 million as at March 31, 2021 ($33.4 million as at December 31, 2020) and were included in short-term investments and other investments on the consolidated balance sheets.

Additional transactions with related parties are described under the sections Portfolio of Royalty, Stream and Other Interests and Equity Investments.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Contractual Obligations and Commitments

Investments in royalty and stream interests

As at March 31, 2021, significant commitments related to the acquisition of royalties and streams are detailed in the following table:

Company

Project (asset)

 Installments

Triggering events

 

 

 

 

Aquila Resources Inc.

Back Forty project (gold stream)

US$2.5 million

Completion of an equity financing for proceeds of no less than US$6.0 million.

    US$5.0 million Receipt of all material permits for the construction and operation of the project.

 

 

US$25.0 million

Pro rata to drawdowns on debt finance facility.

 

 

 

 

Falco Resources Ltd.

Horne 5 project

(silver stream)

$20.0 million

Receipt of all necessary material third-party approvals, licenses, rights of way and surface rights on the property.

 

 

$35.0 million

Receipt of all material construction permits, positive construction decision, and raising a minimum of $100.0 million in non-debt financing.

 

 

$60.0 million

Upon total projected capital expenditure having been demonstrated to be financed.

 

 

$40.0 million

(optional)

Payable with fourth installment, at sole election of Osisko, to increase the silver stream to 100% of payable silver (from 90%).

 

 

 

 

Offtake and stream purchase agreements

The following table summarizes the significant commitments to pay for gold, silver and diamonds to which Osisko has the contractual right pursuant to the associated precious metals and diamond purchase agreements:

 

Attributable payable production

to be purchased

Per ounce/carat

cash payment (US$)

Term of

agreement

 Date of contract

Interest

Gold

Silver

Diamond

Gold

Silver

Diamond

Amulsar stream(1),(7)

4.22%

62.5%

 

$400

$4

 

40 years

November 2015

Amulsar offtake(2),(7)

81.91%

 

 

Based on quotational period

 

 

Until delivery of

2,110,425 ounces Au

November 2015

Back Forty stream(3)

18.5%

85%

 

30% spot price

(max $600)

$4

 

Life of mine

March 2015 (silver)

Nov. 2017 (gold)

Amended June 2020

Mantos Blancos

  stream(4)

 

100%

 

 

8% spot

 

Life of mine

September 2015
Amended Aug. 2019

Renard stream

 

 

9.6%

 

 

Lesser of 40% of sales price or $40

40 years

July 2014

Amended Oct. 2018

Sasa stream(5)

 

100%

 

 

$5

 

40 years

November 2015

Gibraltar stream(6)

 

75%

 

 

nil

 

Life of mine

March 2018

Amended April 2020

(1) Stream capped at 89,034 ounces of gold and 434,093 ounces of silver delivered.  Subject to multiple buy-down options: 50% for US$34.4 million and US$31.3 million on 2nd and 3rd anniversary of commercial production, respectively.

(2) Offtake percentage will increase to 84.87% if Lydian elects to reduce the gold stream as outlined above. The Amulsar offtake applies to the sales from the first 2,110,425 ounces of refined gold, of which 1,853,751 ounces are attributable to OBL (less any ounces delivered pursuant to the Amulsar stream).

(3) The gold stream will be reduced to 9.25% after the delivery of 105,000 gold ounces.

(4) The stream percentage shall be payable on 100% of silver until 19,300,000 ounces have been delivered, after which the stream percentage will be 40%.

(5) 3% or consumer price index (CPI) per ounce price escalation after 2016.

(6) Osisko will receive from Taseko an amount equal to 100% of Gibco's share of silver production, which represents 75% of Gibraltar mine's production, until reaching the delivery to Osisko of 5.9 million ounces of silver, and 35% of Gibco's share of silver production thereafter.

(7) In December 2019, Lydian International Limited, the owner of the Amulsar project, was granted protection under the Companies' Creditors Arrangement Act. In July 2020, Osisko became a shareholder of Lydian following a credit bid transaction (36.2% as at March 31, 2021).

(8) The San Antonio stream was not included because it is cancelled on the accounting consolidation of Osisko Development.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Off-balance Sheet Items

There are no significant off-balance sheet arrangements, other than the contractual obligations and commitments mentioned above.

Outstanding Share Data

As of May 11, 2021, 167,459,197 common shares were issued and outstanding. A total of 4,218,277 share options and 5,480,000 warrants were outstanding to purchase common shares. Convertible senior unsecured debentures of $300.0 million are outstanding and convertible at the holder's option into Osisko common shares at a conversion price of $22.89 per common share, representing a total of 13,106,160 common shares if all the debentures were converted.

Subsequent Events to March 31, 2021

Dividend

On May 11, 2021, the Board of Directors declared a quarterly dividend of $0.05 per common share payable on July 15, 2021 to shareholders of record as of the close of business on June 30, 2021.

Acquisition of royalty and offtake interests

On April 15, 2021, the Company acquired six royalties and one precious metal offtake, from two private sellers, for total cash consideration of US$26.0 million ($32.6 million). The acquisitions were funded through cash on hand. Four of the royalties are on claims overlying the Spring Valley project, and increase the Company's current NSR royalty on Spring Valley from 0.5% to between 2.5% - 3.0% (sliding scale royalty percentages as long as gold prices are above US$700 per ounce). Immediately to the north of Spring Valley lies the Moonlight exploration property, where Osisko has agreed to acquire a 1.0% NSR royalty. Osisko has also agreed to acquire a 0.5% NSR royalty and 30% gold and silver offtake right covering the Almaden Project in western Idaho.

Conversion of the Parral offtake to a gold and silver stream

On April 29, 2021, GoGold Resources Inc. ("GoGold") and Osisko Bermuda Limited ("Osisko Bermuda"), a subsidiary of Osisko, entered into an agreement to convert the current gold and silver offtake into a gold and silver stream. Under the stream, Osisko Bermuda will receive, effective April 29, 2021, 2.4% of the gold and silver produced from tailings piles currently owned or acquired by GoGold, with a transfer price of 30% of the gold and silver spot prices. Osisko has currently no other offtake agreement in production.

Risks and Uncertainties

The Company is a royalty, stream, and offtake interests holder and investor that operates in an industry that is dependent on a number of factors that include environmental, legal and political risks, the discovery of economically recoverable resources and the conversion of these mineral resources to mineral reserves and the ability of third-party partners to maintain an economic production. An investment in the Company's securities is subject to a number of risks and uncertainties. An investor should carefully consider the risks described in Osisko's most recent Annual Information Form and the other information filed with the Canadian securities regulators and the U.S Securities and Exchange Commission ("SEC") as well as the additional risks listed below before investing in the Company's securities. If any of such described risks occur, or if others occur, the Company's business, operating results and financial condition could be seriously harmed and investors may lose a significant proportion of their investment.

There are important risks which management believes could impact the Company's business. For information on risks and uncertainties, please also refer to the Risk Factors section of Osisko's most recent Annual Information Form filed on SEDAR at www.sedar.com and on EDGAR at www.sec.gov

Disclosure Controls and Procedures and Internal Control over Financial Reporting

Disclosure Controls and Procedures

The Chief Executive Officer (the "CEO") and the Chief Financial Officer (the "CFO") of the Company are responsible for establishing and maintaining the Company's disclosure controls and procedures ("DCP") including adherence to the Disclosure Policy adopted by the Company. The Disclosure Policy requires all staff to keep senior management fully apprised of all material information affecting the Company so that they may evaluate and discuss this information and determine the appropriateness and timing for public disclosure.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

The Company maintains DCP designed to ensure that information required to be disclosed in reports filed under applicable Canadian securities laws and the U.S. Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the appropriate time periods and that such information is accumulated and communicated to the Company's management, including the CEO and CFO, to allow for timely decisions regarding required disclosure. 

In designing and evaluating DCP, the Company recognizes that any disclosure controls and procedures, no matter how well conceived or operated, can only provide reasonable, not absolute, assurance that the objectives of the control system are met, and management is required to exercise its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

The CEO and CFO have evaluated whether there were changes to the DCP during the three months ended March 31, 2021 that have materially affected, or are reasonably likely to materially affect, the DCP. No such changes were identified through their evaluation.

Internal Control over Financial Reporting

The Company's management, including the CEO and the CFO, are responsible for establishing and maintaining adequate internal control over financial reporting ("ICFR") for the Company to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. The fundamental issue is ensuring all transactions are properly authorized and identified and entered into a well-designed, robust and clearly understood accounting system on a timely basis to minimize risk of inaccuracy, failure to fairly reflect transactions, failure to fairly record transactions necessary to present financial statements in accordance with IFRS, unauthorized receipts and expenditures, or the inability to provide assurance that unauthorized acquisitions or dispositions of assets can be detected.

The Company's ICFR may not prevent or detect all misstatements because of inherent limitations. Additionally, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because changes in conditions or deterioration in the degree of compliance with the Company's policies and procedures.

The CEO and CFO have evaluated whether there were changes to the ICFR during the three months ended March 31, 2021 that have materially affected, or are reasonably likely to materially affect, the ICFR. No such changes were identified through their evaluation.

Basis of Presentation of Consolidated Financial Statements

The unaudited condensed interim consolidated financial statements for the three months ended March 31, 2021 have been prepared in accordance with the IFRS as issued by the IASB applicable to the preparation of interim financial statements, including International Accounting Standard ("IAS") 34, Interim Financial Reporting. The unaudited condensed interim consolidated financial statements should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2020, which have been prepared in accordance with IFRS as issued by the IASB. The accounting policies, methods of computation and presentation applied in the unaudited condensed interim consolidated financial statements are consistent with those of the previous financial year, except as otherwise disclosed below.

The significant accounting policies of Osisko are detailed in the notes to the audited consolidated financial statements for the year ended December 31, 2020, filed on SEDAR at www.sedar.com, EDGAR at www.sec.gov and on Osisko's website at www.osiskogr.com.

Critical Accounting Estimates and Judgements

Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The determination of estimates requires the exercise of judgement based on various assumptions and other factors such as historical experience and current and expected economic conditions.  Actual results could differ from those estimates.

Critical accounting estimates and assumptions as well as critical judgements in applying the Company's accounting policies are detailed in the audited consolidated financial statements for the year ended December 31, 2020, filed on SEDAR at www.sedar.com, EDGAR at www.sec.gov and on Osisko's website at www.osiskogr.com.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Financial Instruments

All financial instruments are required to be measured at fair value on initial recognition. The fair value is based on quoted market prices, unless the financial instruments are not traded in an active market. In this case, the fair value is determined by using valuation techniques like discounted cash flows, the Black-Scholes option pricing model or other valuation techniques. Measurement in subsequent periods depends on the classification of the financial instrument. A description of financial instruments and their fair value is included in the audited consolidated financial statements for the year ended December 31, 2020, filed on SEDAR at www.sedar.com, EDGAR at www.sec.gov and on Osisko's website at www.osiskogr.com

Technical information

The scientific and technical information contained in this MD&A has been reviewed and approved by Mr. Guy Desharnais,  who is "Qualified Persons" ("QP") as defined in National Instrument 43-101 - Standards of Disclosure for Mineral Projects.

Non-IFRS Financial Performance Measures

The Company has included certain non-IFRS measures including "Adjusted Earnings" and "Adjusted Earnings per basic share" to supplement its consolidated financial statements, which are presented in accordance with IFRS.

The Company believes that these measures, together with measures determined in accordance with IFRS, provide investors with an improved ability to evaluate the underlying performance of the Company. Non-IFRS measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable to similar measures employed by other companies. The data 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.

Adjusted Earnings (Loss) and Adjusted Earnings (Loss) per Basic Share

"Adjusted earnings (loss)" is defined as "Net earnings (loss)" adjusted for certain items: "Foreign exchange gain (loss)", "Impairment of assets", including impairment on financial assets and investments in associates, "Gains (losses) on disposal of exploration and evaluation assets", "Unrealized gain (loss) on investments", "Share of loss of associates", "Deferred income tax expense (recovery)" and other unusual items such as transaction costs.

Adjusted earnings (loss) per basic share is obtained from the "adjusted earnings (loss)" divided by the "Weighted average number of common shares outstanding" for the period.

    Three months ended March 31, 2021  
    Osisko Gold
Royalties (i)
    Osisko Development (ii)     Consolidated  
(in thousands of dollars,  except per share amounts)   $     $     $  
                   
Net earnings (loss)   13,464     (3,701 )   9,763  
                   
Adjustments:                  
Impairment of royalty, stream and other interests   2,288     -     2,288  
    Impairment of investments   2,112     -     2,112  
Foreign exchange loss (gain)   29     744     773  
Unrealized loss (gain) on investments   1,389     (1,310 )   79  
Share of (income) loss of associates   (375 )   407     32  
    Deferred income tax expense (recovery)   4,532     (1,182 )   3,350  
                   
Adjusted earnings (loss)   23,439     (5,042 )   18,397  
                   
Weighted average number of
      common shares outstanding (000's)
  165,842     165,842     165,842  
                   
Adjusted earnings (loss) per basic share   0.14     (0.03 )   0.11  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries. Represents the royalties, streams and other interests segment.

(ii) Osisko Development Corp. and its subsidiaries. Represents the mining exploration, evaluation and development segment.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

    Three months ended March 31, 2020  
    Osisko Gold
Royalties (i)
   

Osisko

Development (ii)

    Consolidated   
(in thousands of dollars,  except per share amounts)   $     $     $  
                   
Net (loss) earnings   (12,993 )   (325 )   (13,318 )
                   
Adjustments:                  
Impairment of royalty, stream and other interests   26,300     -     26,300  
    Impairment of investments   -     -     -  
Foreign exchange (gain)   (2,101 )   -     (2,101 )
Unrealized loss (gain) on investments   755     (2,290 )   (1,535 )
Share of loss of associates   1,157     559     1,716  
    Deferred income tax recovery   (3,340 )   (175 )   (3,515 )
                   
Adjusted earnings (loss)   9,778     (2,231 )   7,547  
                   
Weighted average number of
      common shares outstanding (000's)
  155,374     155,374     155,374  
                   
Adjusted earnings (loss) per basic share   0.06     (0.01 )   0.05  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries. Represents the royalty, stream and other interest segment.

(ii) Osisko Development Corp. and its subsidiaries (carve-out of the mining activities of Osisko Gold Royalties prior to the reverse take-over transaction completed on November 25, 2020 and creating Osisko Development). Represents the mining exploration, evaluation and development segment.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Forward-looking Statements

Certain statements contained in this MD&A may be deemed "forward-looking statements" within the meaning of applicable Canadian and U.S. securities laws. All statements in this MD&A, other than statements of historical fact, that address future events, developments or performance that Osisko expects to occur including management's expectations regarding Osisko's growth, results of operations, estimated future revenues, carrying value of assets, requirements for additional capital, mineral reserve and mineral resource estimates, production estimates, production costs and revenue estimates, future demand for and prices of commodities, business prospects and opportunities and outlook on gold, silver, diamonds, other commodities and currency markets are forward-looking statements. In addition, statements (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 including, without limitation, the performance of the assets of Osisko, any estimate of gold equivalent ounces to be received in 2021, the realization of the anticipated benefits deriving from Osisko's investments and transactions, Osisko's ability to seize future opportunities.  Although Osisko believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements involve known and unknown risks, uncertainties and other factors, most of which are beyond the control of Osisko, and are not guarantees of future performance and actual results may accordingly differ materially from those in forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include, without limitation:  fluctuations in the prices of the commodities that drive royalties, streams, offtakes and investments held by Osisko; fluctuations in the value of the Canadian dollar relative to the U.S. dollar; 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; risks related to the operators of the properties in which Osisko holds a royalty, stream or other interests; the unfavorable outcome of litigation relating to any of the properties in which Osisko holds a royalty, stream or other interests; business opportunities that become available to, or are pursued by Osisko; continued availability of capital and financing and general economic, market or business conditions; litigation; title, permit or license disputes related to interests on any of the properties in which Osisko holds a royalty, stream or other interest; development, permitting, infrastructure, operating or technical difficulties on any of the properties in which Osisko holds a royalty, stream or other interest; rate and timing of production differences from resource estimates or production forecasts by operators of properties in which Osisko holds a royalty, stream or other interest; risks and hazards associated with the business of exploring, development and mining on any of the properties in which Osisko holds a royalty, stream or other interest, 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, the integration of acquired assets and the responses of relevant governments to the COVID-19 outbreak and the effectiveness of such response and the potential impact of COVID-19 on Osisko's business, operations and financial condition and the integration of acquired assets. The forward-looking statements contained in this MD&A are based upon assumptions management believes to be reasonable, including, without limitation: the ongoing operation of the properties in which Osisko holds a royalty, stream or other interest by the owners or operators of such properties in a manner consistent with past practice; the accuracy of public statements and disclosures made by the owners or operators of such underlying properties; no material adverse change in the market price of the commodities that underlie the asset portfolio; the Company's ongoing income and assets relating to determination of its PFIC status; no adverse development in respect of any significant property in which Osisko holds a royalty, stream or other interest; the accuracy of publicly disclosed expectations for the development of underlying properties that are not yet in production; integration of acquired assets; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended. For additional information on risks, uncertainties and assumptions, please refer to the Annual Information Form of Osisko filed on SEDAR at www.sedar.com 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 correct and such forward-looking statements included in this MD&A should not be unduly relied upon. These statements speak only as of the date of this MD&A. 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.


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Cautionary Note to U.S. Investors Regarding the Use of Mineral Reserve and Mineral Resource Estimates

Osisko is subject to the reporting requirements of the applicable Canadian securities laws, and as a result reports its mineral reserves according to Canadian standards. Canadian reporting requirements for disclosure of mineral properties are governed by National Instrument 43-101, Standards of Disclosure for Mineral Properties ("NI 43-101"). The definitions of NI 43-101 are adopted from those given by the Canadian Institute of Mining, Metallurgy and Petroleum ("CIM"). U.S. reporting requirements are currently governed by the SEC's Industry Guide 7 ("Guide 7"). This MD&A includes estimates of mineral reserves and mineral resources reported in accordance with NI 43-101. These reporting standards have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, but embody different approaches and definitions. For example, under Guide 7, mineralization may not be classified as a "reserve" unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. Consequently, the definitions of "Proven Mineral Reserves" and "Probable Mineral Reserves" under CIM standards differ in certain respects from the standards of Guide 7. Osisko also reports estimates of "mineral resources" in accordance with NI 43-101. While the terms "Mineral Resource," "Measured Mineral Resource," "Indicated Mineral Resource" and "Inferred Mineral Resource" are recognized by NI 43-101, they are not defined terms under Guide 7 and, generally, U.S. companies reporting pursuant to Guide 7 are not permitted to report estimates of mineral resources of any category in documents filed with the SEC. As such, certain information contained in this MD&A concerning descriptions of mineralization and estimates of mineral reserves and mineral resources under Canadian standards is not comparable to similar information made public by United States companies subject to the reporting and disclosure requirements of the SEC pursuant to Guide 7. Readers are cautioned not to assume that all or any part of Measured Mineral Resources or Indicated Mineral Resources will ever be converted into Mineral Reserves. Readers are also cautioned not to assume that all or any part of an Inferred Mineral Resource exists, or is economically or legally mineable. Further, an "Inferred Mineral Resource" has a great amount of uncertainty as to its existence and as to its economic and legal feasibility, and a reader cannot assume that all or any part of an Inferred Mineral Resource will ever be upgraded to a higher category. Under Canadian rules, estimates of Inferred Mineral Resources may not form the basis of feasibility or other economic studies.

 

(Signed)  Sandeep Singh  
Sandeep Singh  
President and Chief Executive Officer  
   

May 11, 2021

 


Osisko Gold Royalties Ltd Management's Discussion and Analysis
2021 - First Quarter Report  

Corporate Information

Osisko Gold Royalties Ltd

Osisko Bermuda Limited

1100 av. des Canadiens-de-Montréal

Cumberland House

Suite 300

1 Victoria Street

Montréal, Québec, Canada H3B 2S2

Hamilton HM11

Tel.: (514) 940-0670

Bermuda

Fax: (514) 940-0669

Tel.: (441) 824-7474

Email: [email protected]

Fax: (441) 292-6140

Web site: www.osiskogr.com

Michael Spencer, Managing Director


 

Osisko Development Corp.

 

1100 av. des Canadiens-de-Montréal

 

Suite 300

 

Montréal, Québec, Canada H3B 2S2

 

Tel.: (514) 940-0685

 

Fax: (514) 940-0687

 

Email: [email protected]

 

Web site: www.osiskodev.com


Directors

Officers

Sean Roosen, Executive Chair

Sean Roosen, Executive Chair

Joanne Ferstman, Lead Director

Sandeep Singh, President and Chief Executive Officer

The Hon. John R. Baird

Guy Desharnais, Vice President, Project Evaluation

Françoise Bertrand

Iain Farmer, Vice President, Corporate Development

John F. Burzynski

André Le Bel, Vice President, Legal Affairs and   

Christopher C. Curfman

    Corporate Secretary

Candace MacGibbon

Frédéric Ruel, Vice President, Finance and Chief

William Murray John

    Financial Officer

Pierre Labbé

Heather Taylor, Vice President, Investor Relations

Charles E. Page

 

Sandeep Singh

 

 

 

 

 

Qualified Person (as defined by NI 43-101)

 

Guy Desharnais, P. Geo, Vice-President, Project Evaluation

 

 

 

 

 

Exchange listings

Toronto Stock Exchange

- Common shares:  OR

- Warrants:  OR.WT (Exercise price: $36.50 / Expiry date: March 5, 2022)

- Convertible debentures:   OR.DB (Conversion price: $22.89 / Maturity date: December 31, 2022)

New York Stock Exchange

- Common shares:               OR

Dividend Reinvestment Plan

Information available at http://osiskogr.com/en/dividends/drip/

Transfer Agents

Canada: AST Trust Company (Canada)

United States of America: American Stock Transfer & Trust Company, LLC

Auditors

PricewaterhouseCoopers LLP/s.r.l./s.e.n.c.r.l.


 




FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Sandeep Singh, President and Chief Executive Officer of Osisko Gold Royalties Ltd, certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Osisko Gold Royalties Ltd (the "issuer") for the interim period ended March 31, 2021.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in Regulation 52-109 respecting Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

5.1 Control framework: The control framework the issuer's other certifying officer(s) and I used to design the issuer's ICFR is Internal Control-Integrated Framework (2013) (COSO Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A


6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on January 1st, 2021 and ended on March 31, 2021 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date:

May 11, 2021

 

 

 

 

 

 

 

 

 

 

 

/s/ Sandeep Singh

 

 

Sandeep Singh

 

 

President and Chief Executive Officer

 



FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Frédéric Ruel, Chief Financial Officer and Vice President, Finance of Osisko Gold Royalties Ltd, certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Osisko Gold Royalties Ltd (the "issuer") for the interim period ended March 31, 2021.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in Regulation 52-109 respecting Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

5.1 Control framework: The control framework the issuer's other certifying officer(s) and I used to design the issuer's ICFR is Internal Control-Integrated Framework (2013) (COSO Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A


6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on January 1st, 2021 and ended on March 31, 2021 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date:

May 11, 2021

 

 

 

 

 

 

 

 

 

 

 

/s/ Frédéric Ruel

 

 

Frédéric Ruel

Chief Financial Officer and Vice President, Finance

 



OSISKO DECLARES SECOND QUARTER 2021 DIVIDEND

(Montreal, May 11, 2021) Osisko Gold Royalties Ltd (the "Company" or "Osisko") (OR: TSX & NYSE) is pleased to announce a second quarter 2021 dividend of C$0.05 per common share. The dividend will be paid on July 15, 2021 to shareholders of record as of the close of business on June 30, 2021.

For shareholders residing in the United States, the U.S. dollar equivalent will be determined based on the daily rate published by the Bank of Canada on June 30, 2021. This dividend is an "eligible dividend" as defined in the Income Tax Act (Canada).

The Company also wishes to remind its shareholders that it has implemented a dividend reinvestment plan (the "Plan"). Shareholders who are residents of Canada and the United States may elect to participate in the Plan in connection with the dividend to be paid on July 15, 2021 to shareholders on record as of June 30, 2021. More details are available on Osisko's website at http://osiskogr.com/en/dividends/drip/

Non-registered beneficial shareholders who wish to participate in the Plan should contact their financial advisor, broker, investment dealer, bank or other financial institution that holds their common shares to inquire about the applicable enrolment deadline and to request enrolment in the Plan. For more information on how to enroll or any other inquiries, contact the Agent at 1-800-387-0825 (toll-free in Canada) or [email protected].

Participation in the Plan does not relieve shareholders of any liability for taxes that may be payable in respect of dividends that are reinvested in common shares under the Plan. Shareholders should consult their tax advisors concerning the tax implications of their participation in the Plan having regard to their particular circumstances.

This press release is not an offer or a solicitation of an offer of securities.


About Osisko Gold Royalties Ltd

Osisko Gold Royalties Ltd is an intermediate precious metal royalty company focused on the Americas that commenced activities in June 2014. Osisko holds a North American focused portfolio of over 150 royalties, streams and precious metal offtakes. Osisko's portfolio is anchored by its cornerstone asset, a 5% net smelter return royalty on the Canadian Malartic mine, which is the largest gold mine in Canada.

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:

   

Heather Taylor

Vice President, Investor Relations

Tel. (514) 940-0670 x105

[email protected]

 

Forward-looking statements

Certain statements contained in this press release may be deemed "forward-looking statements" within the meaning of applicable Canadian and U.S. securities laws. These forward-looking statements, by their nature, require the Company to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements. Forward-looking statements are not guarantees of performance. In this news release, these forward-looking statements may involve, but are not limited to, comments with respect to the directors and officers of the Company, information pertaining to the fact that all conditions for payment of the dividend will be met and that such dividend will continue to be an "eligible dividend" as defined in the Income Tax Act (Canada). Words such as "may", "will", "would", "could", "expect", "believe", "plan", "anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including that the financial situation of the Company will remain favourable. The Company considers its assumptions to be reasonable based on information currently available, but cautions the reader that its assumptions regarding future events, many of which are beyond the control of the Company, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its business.

For additional information with respect to these and other factors and assumptions underlying the forward-looking statements made in this press release, see the section entitled "Risk Factors" in the most recent Annual Information Form of Osisko which is filed with the Canadian securities commissions and available electronically under Osisko's issuer profile on SEDAR at www.sedar.com and with the U.S. Securities and Exchange Commission and available electronically under Osisko's issuer profile on EDGAR at www.sec.gov. The forward-looking information set forth herein reflects Osisko's expectations as at the date of this press release and is subject to change after such date. Osisko disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law.

2



OSISKO REPORTS STRONG FIRST QUARTER 2021 RESULTS

Operating cash flows from royalty and stream segment of $36.7 million

Record cash margin of $46.5 million

Montréal, May 11, 2021 - Osisko Gold Royalties Ltd (the "Company" or "Osisko") (OR: TSX & NYSE) today announced its consolidated financial results for the first quarter of 2021. Amounts presented are in Canadian dollars, except where otherwise noted.

Financial Highlights

  • Earned 19,960 GEOs1 (Q1 2020 -18,159 GEOs)

  • Record revenues from royalties and streams of $49.0 million (Q1 2020 - $37.8 million)

  • Cash margin4 of 94% from royalty and stream interests (Q1 2020 - 91%)

  • Consolidated cash flows from operating activities of $21.3 million (Q1 2020 - $23.8 million)

    • Operating cash flows from the royalty and stream segment2 of $36.7 million
    • Operating cash flows from the mining exploration and development segment3 (i.e. Osisko Development Corp. - TSX-V:ODV) of ($15.4) million
  • Net earnings attributable to Osisko's shareholders of $10.6 million, or $0.06 per basic share (Q1 2020 - net loss of $13.3 million, or $0.09 per basic share)

  • Adjusted earnings5 of $18.4 million, or $0.11 per basic share3 (Q1 2020 - $7.5 million, or $0.05 per basic share)

    • Adjusted earnings5 from the royalty and stream segment2 of $23.4 million, or $0.14 per basic share5
    • Adjusted loss5 from the mining exploration and development segment4 of $5.0 million, or $0.03 per basic share5

Sandeep Singh, President and CEO of Osisko commented on the activities of the first quarter of 2021: "The first quarter saw our royalty and streaming business continue to generate record cash margins and strong operating cash flows. This bodes well as our operating assets continue to perform, ramp up and expand over the coming quarters. We were also able to, relatively cheaply, acquire medium and longer-term royalty exposure to some highly promising exploration and development properties while maintaining a disciplined approach to growth.

In Q1, we also progressed our ambition to be a leader in the Environmental, Social and Governance ("ESG") space with the publication of our inaugural ESG report and by entering into an investment and strategic partnership with Carbon Streaming Corp. The partnership leverages our streaming expertise to fund capital projects that reduce greenhouse gas emissions."


Financial Highlights by Operating Segment

(in thousands of dollars, except per share amounts)

As a result of its 75% ownership in Osisko Development, the assets, liabilities, results of operations and cash flows of the Company consolidate the activities of Osisko Development and its subsidiaries. The table below provides some financial highlights per operating segment. More information per operating segment can be found in the consolidated financial statements and management's discussion analysis for the three months ended March 31, 2021.

    For the three months ended March 31,  
    Osisko Gold Royalties (i)     Osisko Development (ii)     Consolidated  
    2021     2020     2021     2020     2021     2020  
    $     $     $     $     $     $  
                                     
Cash (As at March 31, 2021 and Dec. 31, 2020) (iii)   119,650     105,097     200,980     197,427     320,630     302,524  
                                     
Revenues   66,923     52,605     -     -     66,923     52,605  
Cash margin (iv)   46,526     35,322     -     -     46,526     35,322  
Gross profit   34,599     21,622     -     -     34,599     21,622  
Operating expenses
      (G&A, bus. dev and exploration)
  (6,029 )   (6,217 )   (5,201 )   (1,247 )   (11,230 )   (7,464 )
Net earnings (loss)   13,464     (12,993 )   (3,701 )   (325 )   9,763     (13,318 )
Net earnings (loss) per share (v)   0.08     (0.09 )   (0.02 )   (0.00 )   0.06     (0.09 )
Adjusted net earnings (loss) (vi)   23,439     9,778     (5,042 )   (2,231 )   18,397     7,547  
Adjusted net earnings (loss) per basic share (vi)   0.14     0.06     (0.03 )   (0.01 )   0.11     0.05  
                                     
Cash flows from operating activities (vii)   36,738     25,736     (9,704 )   (1,936 )   21,324     23,800  
Cash flows from investing activities (vii)   (13,781 )   (23,496 )   (21,708 )   (15,152 )   (29,779 )   (38,648 )
Cash flows from financing activities   (7,511 )   48,485     35,613     11,882     28,102     60,367  

(i) Osisko and its subsidiaries, excluding Osisko Development and its subsidiaries. Represents the royalties, streams and other interests segment.

(ii) Osisko Development and its subsidiaries (carve-out of the mining activities of Osisko prior to the reverse take-over transaction completed on November 25, 2020 and creating Osisko Development). Represents the mining exploration, evaluation and development segment.

(iii) As at March 31, 2021 and December 30, 2020.

(iv) Cash margin is a non-IFRS financial performance measure which has no standard definition under IFRS. It is calculated by deducting the cost of sales from the revenues. Please refer to the Notes at the end of this press release for a reconciliation.

(v) Attributable to Osisko's shareholders.

(vi) Adjusted earnings (loss) and adjusted earnings (loss) per basic share" are non-IFRS financial performance measures which have no standard definition under IFRS. Please refer to the Notes at the end of this press release for a reconciliation.

(vii) Consolidated results are net of the intersegment transactions.

Other Highlights

  • Published Osisko's inaugural ESG report and commitment to the United Nations Global Compact ("UN Global Compact")
  • Completed an initial investment and strategic partnership of $3.5 million with Carbon Streaming Corp. to promote global decarbonization and biodiversity efforts through carbon credit streaming transactions
  • In February 2021, Osisko repaid a $50.0 million convertible debenture and drew its credit facility by the same amount, thereby reducing the interest payable by approximately 1.5% per annum
  • In February 2021, Agnico Eagle Mines Limited ("Agnico Eagle") and Yamana Gold Inc. ("Yamana") announced a positive construction decision for the Odyssey underground project (the "Odyssey Project") at the Canadian Malartic mine. The preliminary economic study shows a total of 7.29 million ounces of resources (6.18 million tonnes at 2.07 g/t Au indicated resources and 75.9 million tonnes at 2.82 g/t Au inferred resources). Underground mine production is planned to start in 2023 and is expected to ramp up to an average of 545,400 gold ounces per year from 2029 to 2039
  • Acquired for cancellation 347,400 common shares for $4.5 million (average acquisition cost of $12.85 per share)

  • In January and February 2021, Osisko Development Corp. ("Osisko Development") closed a non-brokered private placement for gross proceeds of $79.8 million (of which $73.9 million were received in 2020)
  • In March 2021, Osisko Development closed a brokered private placement of flow-through shares for gross proceeds of $33.6 million
  • Declared a quarterly dividend of $0.05 per common share paid on April 15, 2021 to shareholders of record as of the close of business on March 31, 2021

Select Asset Updates

Canadian Malartic Underground Construction Progress

Agnico Eagle and Yamana have commenced construction of the Odyssey Project at the Canadian Malartic mine. The preliminary economic assessment published on SEDAR estimates 545,000 ounces of gold per annum from 2029 to 2039, thereby extending the life of mine of our cornerstone asset for decades to come. The ramp and underground project are on schedule with approximately 362 linear metres of development completed in the first quarter of 2021, reaching a depth of 74 metres below surface. Shaft preparation work is underway and construction on the headframe foundation is expected to start in the second quarter of 2021.

At the Odyssey Project, a 970-metre step-out drill hole has intersected the eastern down plunge extension of the East Gouldie Zone. This hole intersected 2.7 g/t gold over 10.9 metres, including 3.1 g/t gold over 7.2 metres at approximately 1,995 metres depth (Figure 1). This new intercept is located within the boundaries of Osisko's 5% net smelter return ("NSR") royalty and suggests that the current mineral resources at East Gouldie could be expanded significantly down-plunge towards the east. Drilling is also underway to infill the East Gouldie Zone to 75-metre spacing. Highlights from this program include: 6.3 g/t gold over 22.6 metres at 1,482 metres depth and 3.7 g/t gold over 58.6 metres at 1,580 metres depth.

Osisko holds a 5% NSR royalty on East Gouldie, Odyssey South and the western half of East Malartic and a 3% NSR royalty on Odyssey North and the eastern half of East Malartic. For more information, refer to Agnico Eagle's press release dated April 29, 2021 entitled "Agnico Eagle Reports First Quarter 2021 Results - Record Quarterly Gold Production; Drilling Identifies Potentially Significant Extension to the East Gouldie Zone at Odyssey; Updated Climate Change Strategy Outlined in 2020 Sustainability Report" filed on www.sedar.com.


Figure 1. Composites long section from Agnico Eagle's April 29, 2021 press release showing exploration highlights on the East Gouldie deposit.

Upper Beaver/Kirkland Lake Exploration Success and Project Timing

In the first quarter of 2021, Agnico Eagle completed 67 drill holes (21,014 metres) at Upper Beaver focused on infill drilling and mineral resource conversion.  Highlights from the drilling included 62.6 g/t gold (28.1 g/t capped at 90 g/t gold) and 0.97% copper over 16.8 metres at approximately 1,200 metres depth.  This is the best intersection ever reported from Upper Beaver.  An update on the drilling program is expected to be released in the second quarter of 2021 and an internal technical evaluation of the project is expected to be completed in late 2021.

On April 13, 2021, Agnico Eagle presented an overview of its project pipeline at the World Gold Forum, including the Upper Beaver/Kirkland Lake project. Current development concepts suggest annual production from Upper Beaver of 180-240koz gold at all-in sustaining costs of US$700-750 per ounce.  Subject to permitting timelines, production could potentially commence in 2027.  Osisko holds a 2% NSR royalty on Agnico Eagle's Kirkland Lake project, including Upper Beaver.

https://s21.q4cdn.com/374334112/files/doc_presentations/2021/AEM_World-Gold-Forum-April-13-14-2021.pdf

Osisko Development Progress

In the first quarter of 2021, a total of approximately 48,000 metres were drilled as part of the exploration and resource conversion program on the Cariboo gold project. Up to ten diamond drill rigs were utilized. The drilling confirmed down dip extensions of mineralized veins and high grade intercepts within the current mineral resource estimate. Drill highlights included 22.76 g/t over 7 metres at Mosquito Creek and 6.97 g/t over 6.5 metres at Valley Zone. For more information, refer to Osisko Development's press release dated April 27, 2021 entitled "Osisko Development Intersects 22.76 g/t Gold over 7 Meters and 7.73 g/t Gold over 14 Meters on Island and Cow Deposits Infill and Expansion Drilling" filed on www.sedar.com.

Osisko Development expects regulatory permitting approval to begin development of an underground access for a 10,000 tonne bulk sample in the second quarter of 2021. The bulk sample permit intends to replicate the Cariboo Gold Project's mining conditions by mining two stopes and processing the mineralized material through an ore sorter on site. Recent ore sorter tests have shown excellent capability of excluding waste rock from the processing stream to save on costs and increase feed grade. A new ore sorter was purchased in the last quarter of 2020 and is expected to arrive in Wells during the third quarter of 2021 with test work beginning before year-end.


The Bonanza Ledge II mine located on the Cariboo gold project has made significant progress in the first quarter. A stockpile of mineralized material has been transported to the QR mill. The mill is being re-commissioned after conversion to carbon in leach (CIL) and several improved material handling systems. First gold pour from Bonanza Ledge II is expected in Q2.

Osisko holds a 5% NSR royalty on the Cariboo property, including the Bonanza Ledge II mine.

On the San Antonio project in Sonora Mexico, Osisko Development has initiated a drill campaign to confirm and expand on the Sapuchi gold deposit. They have also initiated metallurgical tests and engineering design to advance the treatment of the gold stockpile mined by the previous operator.

Osisko Bermuda Limited, a subsidiary of Osisko, holds a 15% gold and silver stream on the San Antonio project.

Mantos Update

The Mantos Blancos Concentrator Debottlenecking Project ("MB-CDP") has achieved a total progress of 79%, in line with the targeted progress. The main project milestones are maintained, with construction scheduled to be completed in the second quarter of 2021, and the project completion date scheduled for the fourth quarter of 2021. 

The expansion is expected to increase the throughput of the operation's sulphide concentrator plant from 4.3 million tonnes per year to 7.3 million tonnes per year by the fourth quarter of 2021 and extend the life of the mine to 2035. Annual deliveries of refined silver to Osisko during the first five years following commissioning of the expansion are expected to average approximately 1.2 million ounces of silver per year.

Windfall PEA Update

In April 2021, Osisko Mining Inc. ("Osisko Mining") released an updated preliminary economic assessment ("PEA") for the Windfall gold project which estimates an after-tax internal rate of return of 39% and after-tax net present value of $1.5 billion, using a gold price of US$1,500 per ounce. The PEA highlights average gold production of 238,000 ounces per year for the 18 year mine life. The first seven years of full production will average 300,000 ounces per year at an average diluted grade of 8.1 g/t Au. For more information, refer to Osisko Mining's press release dated April 7, 2021 entitled "Osisko Mining Delivers Positive PEA Update for Windfall", filed on www.sedar.com.

Osisko Mining also announced it has placed an order for grinding equipment and ancillaries from FLSmidth for the Windfall project. The grinding mills have a capacity of processing up to 3,900 tonnes per day based on 92% availability. The equipment is expected to be delivered to the Windfall project in the second half of 2022. Installation will follow, pending successful receipt of all permits and authorizations. For more information, refer to Osisko Mining's press release dated March 9, 2021 entitled "Osisko Mining Orders Milling Equipment for Windfall", filed on www.sedar.com.

Osisko holds a 2% to 3% NSR royalty on the Windfall project.


Eagle Increased Production Plan

Victoria Gold Inc. ("Victoria Gold") has announced the initiation of the "Project 250", aimed at increasing the average annual gold production of the Eagle mine to 250,000 ounces gold by 2023. The two primary opportunities to increase production are the scalping of fine ore from the crushing circuit and adjusting the seasonal stacking plan. Early engineering on Project 250 is expected to be completed in the second half of 2021.  For more information, refer to Victoria Gold's press release dated April 6 2021 entitled "Eagle Gold Mine First Quarter 2021 Operational Highlights", filed on www.sedar.com.

Osisko holds a 5.0% NSR royalty on the Dublin Gulch property which includes all reported reserves and resources of the Eagle gold mine as well as the Raven, Lynx, and Potato Hills exploration targets.

Conversion of Parral Offtake to a Stream

In April 2021, GoGold Resources Inc. ("GoGold") and Osisko Bermuda Limited ("Osisko Bermuda"), a subsidiary of Osisko, entered into an agreement to convert the current capped Parral gold and silver offtake into a life-of-mine gold and silver stream. Under the stream, Osisko Bermuda will receive, effective April 29, 2021, 2.4% of the gold and silver produced from tailings piles currently owned or acquired by GoGold, with a transfer price of 30% of the gold and silver spot prices. Osisko currently has no other offtake agreements on producing assets, therefore, this conversion will streamline financial reporting for Osisko's royalty and stream segment moving forward

Santana Construction Update

Minera Alamos Inc. ("Minera Alamos") has indicated that initial gold production from the Santana project is expected by mid-year. The major construction activities related to the gold recovery plant are now complete and preparations are underway for testing.  Final electrical and piping work will be finished in parallel with other site activities leading up to the start of mining operations. The initial heap leach pad area has also been completed and will continue to be expanded concurrently with the commencement of mining activities.  For more information, refer to Minera Alamos's press release dated March 31, 2021 entitled "Minera Alamos Selects Mining Contractor in Preparation for Start of Mining Operations", filed on www.sedar.com.

Osisko holds a 3.0% NSR royalty on the Santana project.

Bald Mountain Shift Mines to Royalty Areas

Kinross Gold Corporation ("Kinross") expects higher production over the next three years from the North area of the Bald Mountain mine, with a significant part of production shifting to mining the Winrock (1% Gross Sales Royalty "GSR"), Duke (4% GSR) and Royale (4% GSR) deposits. Kinross also expects to spend US$6.5 million at Bald Mountain in 2021 with an increased focus on drill testing targets identified in 2020 to explore for both intrusive-related and sediment-hosted type deposits that can be potentially converted to mineral resources in subsequent years. Near-mine targets in the North area of Bald Mountain - such as Duke, Galaxy, Bida and Royale - are expected to be explored during 2021. For more information, refer to Kinross' press release dated February 10, 2021 entitled "Kinross provides update on development projects and full-year 2020 exploration results" and the World Gold Council presentation from April 17, 2021.


Falco Updates Horne 5 Feasibility

Falco Resources Ltd. ("Falco") updated its feasibility study to reflect the improved commodity prices and updated costs on the Horne 5 gold project. The capital and operating costs were reviewed to reflect current market conditions for labour, supplies and services. At a gold price of US$1,600 per ounce, the updated feasibility study shows that the Horne 5 Project would generate an after-tax net present value, at a 5% discount rate, of $761 million and an after-tax internal rate of return of 18.9%. For more information, refer to Falco's press release dated March 24, 2021 entitled: "Updated Feasibility Study Confirms Significant Value of the Horne 5 Project" and filed on www.sedar.com.

Osisko holds a silver stream on 90% of the future silver produced from the Horne 5 project, with an option to increase the stream to 100%.

Acquisition of New Royalties on Spring Valley, Moonlight and Almaden

In April 2021, Osisko completed the acquisition of a portfolio of royalties from two private sellers for cash consideration of US$26 million, including four royalties over the multi-million ounce Spring Valley project located in Pershing County, Nevada. Osisko now holds a 3.0% NSR royalty on claims overlying the core of the current Spring Valley deposit, a 2.0% NSR royalty on claims overlying the prospective high-grade northeastern part of the Spring Valley deposit, and a 0.5% NSR royalty over the broader Spring Valley property.  In addition, Osisko acquired a 1.0% NSR royalty on the Moonlight exploration property immediately to the north of Spring Valley, and a 0.5% NSR royalty and 30% gold and silver offtake over the Almaden Project in western Idaho. For more information, refer to Osisko's press release dated April 12th, 2021 entitled "Osisko Announces Preliminary Q1 2021 Deliveries and Agreement to Acquire Spring Valley Royalties" filed on www.sedar.com.

New Liontown Royalty

In March 2021, Osisko acquired a 0.8% NSR royalty covering three tenements owned by Red River Resources Limited ("Red River") in Queensland, Australia for AUD $1.51 million.

The royalties were purchased from a third-party and cover the Liontown and Liontown East deposits, which together host a JORC 2012 compliant indicated resource of 1.1Mt of 8.3% Zn Eq and inferred resources of 3.1Mt of 10.2% Zn Eq (0.6% Cu, 1.9% Pb, 5.9% Zn, 1.1g/t Au and 29g/t Ag). All lode systems comprising the resources are open at depth and along strike. Liontown, a high grade, gold-rich polymetallic deposit, is set to be Red River's third deposit developed for mining on the broader Thalanga property. The Liontown Project is located approximately 32km in a direct line from Red River's Thalanga operations and 107km by road.

In Q1 2021, Red River continued mine design and scheduling activities for the Liontown Project, with the focus being on a combined open pit and underground development with a conceptual mine life of 10+ years. For more information, refer to Red River's press release dated April 29, 2021 entitled "Quarterly Activities and Cash Flow Report for the period ending 31 March 2021"; and the press release dated March 11, 2020 titled "Red River increases Liontown contained gold by 125%".

The third royalty tenement is an exploration licence containing prospective land adjacent to the Thalanga Project being explored by Red River. For more information, refer to Red River's press release dated March 11, 2021 entitled "RVR survey targets copper-rich mineralisation at Thalanga".

New Vulcan Gold Belt Royalty

In March 2021, Osisko acquired a 0.5% NSR royalty on PJX Resources Inc.'s ("PJX Resources") Gold Shear, Eddy, Zinger and Dewdney Trail properties for $1 million. These properties represent the largest consolidated land package in the Vulcan Gold Belt, a potential new gold camp located near Cranbrook, British Columbia. The Vulcan Gold Belt occurs within the Sullivan base metal mining district. It is an area 60km long by 30km wide with gold in the creeks that has been mined as placer gold since the 1800's. PJX Resources' has identified 16 priority targets. For more information, refer to PJX Resources' press release dated March 1, 2021 entitled "Osisko Gold Royalties and PJX Resources Complete Investment Agreement" filed on www.sedar.com.


New Hidden Valley Royalty

In February 2021, Osisko acquired a 1.5% NSR royalty as well as a 10% equity interest in relation to the Hidden Valley project for US$4.2 million. Hidden Valley is owned privately and located in the Solomon Islands. The royalty covers a prospecting license of approximately 98km2 that hosts a large copper-gold porphyry target with exposed mineralized outcroppings and extensive soil anomalies.

New Rouyn Royalty

In April 2021, Osisko purchased a portfolio of NSR royalties varying from 1% to 2% from Falco Resources for $0.7 million. Falco had acquired the portfolio from IAMGOLD Corporation pursuant to the exercise of a right of first refusal it held over the royalties. The portfolio relates to, among others, properties known as Flavrian and Central Camp and which are exploration properties surrounding Horne 5. The royalty portfolio covers an area of approximately 150km2, and contains several gold and base metal occurrences, including the historic Quesabe gold mine.

Gold Rock Exploration Results

In March 2021, Fiore Gold Ltd. ("Fiore Gold") announced results from its resource expansion and exploration drilling program at its Gold Rock project in Nevada.  The holes to the north of the North Pit shell include some of the highest-grade intercepts seen to date at Gold Rock, including 45.7m of 2.01 g/t gold in hole GR20-110. Fiore Gold plans to complete additional drilling in this area. For more information, refer to Fiore Gold's press release dated March 30, 2021 entitled "Fiore Gold Drills 45.7 metres of 2.01g/t Gold and 42.7 metres of 1.17g/t Gold, Continues to Expand Mineralization at its Gold Rock Project, Nevada" filed on www.sedar.com.

Osisko has a 4% NSR royalty over the northern part of the proposed pit at Gold Rock and a large area to the north that has significant exploration potential.

Altar Resource Update

Osisko owns a 1% NSR royalty on the Altar project in western Argentina. Aldebaran Resources Inc. ("Aldebaran") has a joint venture with Sibanye-Stillwater on the Altar property allowing them to earn up to an 80% interest by spending US$55 million. Aldebaran updated the geological model and published a new resource estimation utilizing a higher cut-off grade (0.30% CuEq) resulting in measured & indicated resource of 1,198 million tonnes grading 0.43% copper, 0.1 g/t gold and 1 g/t silver, inferred resource of 189 million tonnes grading 0.42% copper, 0.06 g/t gold and 0.8 g/t silver. It also resulted in a significant reduction in the arsenic grade, primarily through isolation of the arsenic enriched geological domains. Aldebaran is currently executing a drill program at Altar, targeting deeper extensions of known higher-grade mineralization. For more information, refer to Aldebaran's press release dated March 22, 2021 entitled "Aldebaran Announces Updated Mineral Resource Estimate for the Altar Copper-Gold Project" filed on www.sedar.com.


Q1 2021 Results and Conference Call Details

Conference Call:

Wednesday, May 12, 2021 at 10:00 am EDT

Dial-in Numbers:

North American Toll-Free: 1-833-979-2852
Local and International: 236-714-2915

Replay (available until May 19, 2021 at 11:59 pm EDT):

North American Toll-Free: 1-800-585-8367
Local and International: 416-621-4642
Access code: 6796690

 

Replay also available on our website at www.osiskogr.com

Annual Meeting of Shareholders

The Company will hold its 2021 virtual annual meeting (the "Meeting") on Wednesday, May 12, 2021 at 3:30 p.m. (Eastern Daylight Time). The Meeting will be held in a virtual format only, by way of a live-audio webcast at: https://web.lumiagm.com/495445383. Shareholders are encouraged to vote in advance of the Meeting by internet, facsimile, or mail, in the manner set out in the meeting materials that have been sent to shareholders, copies of which can be accessed on our website at http://www.osiskogr.com/en/2021-agm/.

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 focused on the Americas that commenced activities in June 2014. Osisko holds a North American focused portfolio of over 150 royalties, streams and precious metal offtakes. Osisko's portfolio is anchored by its cornerstone asset, a 5% net smelter return royalty on the Canadian Malartic mine, which is the largest gold mine in Canada.

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:

Heather Taylor

Vice President, Investor Relations

Tel. (514) 940-0670 x105

[email protected]


Notes:

(1) Gold equivalent ounces ("GEOs") are calculated on a quarterly basis and include royalties, streams and offtakes. Silver earned from royalty and stream agreements has been converted to gold equivalent ounces by multiplying the silver ounces by the average silver price for the period and dividing by the average gold price for the period. Diamonds, other metals and cash royalties were converted into gold equivalent ounces by dividing the associated revenue by the average gold price for the period. Offtake agreements were converted using the financial settlement equivalent divided by the average gold price for the period.

Average Metal Prices and Exchange Rate

 

Three months ended

March 31,

 

2021

2020

 

 

 

Gold(1)

$1,794

$1,583

Silver(2)

$26.26

$16.90

 

 

 

Exchange rate (US$/Can$)(3)

1.2626

1.3449

(1) The London Bullion Market Association's pm price in U.S. dollars.

(2) The London Bullion Market Association's price in U.S. dollars.

(3) Bank of Canada daily rate.

(2) The royalty and stream segment refers to the royalty, stream and other interests segment, which corresponds to the activities of Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries.

(3) The mining exploration and development segment refers to the mining exploration, evaluation and development segment, which corresponds to the activities of Osisko Development Corp. and its subsidiaries.

(4) Cash margin, which represents revenues less cost of sales, is a non-IFRS measure. The Company believes that this non-IFRS generally-accepted industry measure provides a realistic indication of operating performance and provides a useful comparison with its peers. The following table reconciles the cash margin to the revenues and cost of sales presented in the consolidated statements of income (loss) and related notes (In thousands of Canadian dollars):

 

 

Three months ended

March 31,

 

 

2021

2020

 

 

$

$

 

 

 

 

 

Revenues

66,923

52,605

 

Less: Revenues from offtake interests

(17,926)

(14,771)

 

Revenues from royalty and stream interests

48,997

37,834

 

 

 

 

 

Cost of sales

(20,397)

(17,283)

 

Less: Cost of sales of offtake interests

17,239

13,922

 

Cost of sales of royalty and stream interests

(3,158)

(3,361)

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues from royalty and stream interests

48,997

37,834

 

Less: Cost of sales of royalty and stream interests

(3,158)

(3,361)

 

Cash margin from royalty and stream interests

45,839

34,473

 

 

 

 

94%

91%

 

 

 

 

 

Revenues from offtake interests

17,926

14,771

 

Less: Cost of sales of offtake interests

(17,239)

(13,922)

 

Cash margin from offtake interests

687

849

 

 

 

 

4%

6%



(5) The Company has included certain non-IFRS measures including "Adjusted Earnings" and "Adjusted Earnings per basic share" to supplement its consolidated financial statements, which are presented in accordance with IFRS.

The Company believes that these measures, together with measures determined in accordance with IFRS, provide investors with an improved ability to evaluate the underlying performance of the Company. Non-IFRS measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable to similar measures employed by other companies. The data 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.

"Adjusted earnings (loss)" is defined as "Net earnings (loss)" adjusted for certain items: "Foreign exchange gain (loss)", "Impairment of assets", including impairment on financial assets and investments in associates, "Gains (losses) on disposal of exploration and evaluation assets", "Unrealized gain (loss) on investments", "Share of loss of associates", "Deferred income tax expense (recovery)" and other unusual items such as transaction costs.

Adjusted earnings (loss) per basic share is obtained from the "adjusted earnings (loss)" divided by the "Weighted average number of common shares outstanding" for the period.

    Three months ended March 31, 2021  
    Osisko Gold
Royalties (i)
    Osisko
Development
(ii)
    Consolidated  
(in thousands of dollars,  except per share amounts)   $     $     $  
                   
Net earnings (loss)   13,464     (3,701 )   9,763  
                   
Adjustments:                  
Impairment of royalty, stream and other interests   2,288     -     2,288  
    Impairment of investments   2,112     -     2,112  
Foreign exchange loss (gain)   29     744     773  
Unrealized loss (gain) on investments   1,389     (1,310 )   79  
Share of (income) loss of associates   (375 )   407     32  
    Deferred income tax expense (recovery)   4,532     (1,182 )   3,350  
                   
Adjusted earnings (loss)   23,439     (5,042 )   18,397  
                   
Weighted average number of
      common shares outstanding (000's)
  165,842     165,842     165,842  
                   
Adjusted earnings (loss) per basic share   0.14     (0.03 )   0.11  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries. Represents the royalties, streams and other interests segment.

(ii) Osisko Development Corp. and its subsidiaries. Represents the mining exploration, evaluation and development segment.

    Three months ended March 31, 2020  
    Osisko Gold
Royalties (i)
    Osisko
Development
(ii)
    Consolidated  
(in thousands of dollars,  except per share amounts)   $     $     $  
                   
Net (loss) earnings   (12,993 )   (325 )   (13,318 )
                   
Adjustments:                  
Impairment of royalty, stream and other interests   26,300     -     26,300  
    Impairment of investments   -     -     -  
Foreign exchange (gain)   (2,101 )   -     (2,101 )
Unrealized loss (gain) on investments   755     (2,290 )   (1,535 )
Share of loss of associates   1,157     559     1,716  
    Deferred income tax recovery   (3,340 )   (175 )   (3,515 )
                   
Adjusted earnings (loss)   9,778     (2,231 )   7,547  
                   
Weighted average number of
      common shares outstanding (000's)
  155,374     155,374     155,374  
                   
Adjusted earnings (loss) per basic share   0.06     (0.01 )   0.05  

(i) Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries. Represents the royalty, stream and other interest segment.

(ii) Osisko Development Corp. and its subsidiaries (carve-out of the mining activities of Osisko Gold Royalties prior to the reverse take-over transaction completed on November 25, 2020 and creating Osisko Development). Represents the mining exploration, evaluation and development segment.


Forward-looking Statements

This news release contains forward-looking information and forward-looking statements (together, "forward-looking statements") within the meaning of applicable Canadian securities laws and the United States Private Securities Litigation Reform Act of 1995. All statements in this release, other than statements of historical fact, that address future events, developments or performance that Osisko expects to occur including management's expectations regarding Osisko's growth, results of operations, estimated future revenue, requirements for additional capital, production estimates, production costs and revenue, business prospects and opportunities are forward-looking statements. In addition, statements relating to gold equivalent ounces ("GEOs"), especially as they relate to production guidance for 2021, are forward-looking statements, as they involve implied assessment, based on certain estimates and assumptions, and no assurance can be given that the GEOs will be realized. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "is expected" "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential", "scheduled" and similar expressions or variations (including negative variations of such words and phrases), or may be identified by statements to the effect that certain actions, events or conditions "will", "would", "may", "could" or "should" occur including, without limitation, the performance of the assets of Osisko, the timely construction of and production from the Odyssey underground project, the potential to extend the East Gouldie Zone, the timely development of the Cariboo project and Bonanza Ledge Phase 2 project and results from the exploration work, the timely development and construction of the San Antonio project, the continued ramp up of the Eagle Mine, the projections in the PEA as well as the anticipated timeline for receipt of permits and key equipment for the Windfall project, production forecasts and exploration results at the Kirkland Lake property, timely production from Minera Alamos' Santana project, production and exploration projections at Kinross' Bald Mountain mine, the projections in the updated feasibility study for the Horne 5 project, exploration results from other properties over which Osisko holds an interest, and Osisko's ability to seize future opportunities. Although Osisko believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements involve known and unknown risks, uncertainties and other factors and are not guarantees of future performance and actual results may accordingly differ materially from those in forward-looking statements. Factors that could cause the actual results deriving from Osisko's royalties, streams and other interests to differ materially from those in forward-looking statements include, without limitation: the uncertainties related to the COVID-19 impacts, the influence of political or economic factors including fluctuations in the prices of the commodities and in value of the Canadian dollar relative to the U.S. dollar, continued availability of capital and financing and general economic, market or business conditions; regulations and regulatory changes in national and local government, including permitting and licensing regimes and taxation policies; whether or not Osisko is determined to have "passive foreign investment company" ("PFIC") status as defined in Section 1297 of the United States Internal Revenue Code of 1986, as amended; potential changes in Canadian tax treatments of offshore streams or other interests, litigation, title, permit or license disputes; risks and hazards associated with the business of exploring, development and mining on the properties in which Osisko holds a royalty, stream or other interest including, but not limited to development, permitting, infrastructure, operating or technical difficulties, unusual or unexpected geological and metallurgical conditions, slope failures or cave-ins, flooding and other natural disasters or civil unrest, rate, grade and timing of production differences from mineral resource estimates or production forecasts or other uninsured risks; risk related to business opportunities that become available to, or are pursued by Osisko and exercise of third party rights affecting proposed investments. The forward-looking statements contained in this press release are based upon assumptions management believes to be reasonable, including, without limitation: the ongoing operation of the properties in which Osisko holds a royalty, stream or other interest by the owners or operators of such properties in a manner consistent with past practice; the accuracy of public statements and disclosures made by the owners or operators of such underlying properties; no material adverse change in the market price of the commodities that underlie the asset portfolio; Osisko's ongoing income and assets relating to the determination of its PFIC status, no material changes to existing tax treatments; no adverse development in respect of any significant property in which Osisko holds a royalty, stream or other interest; the accuracy of publicly disclosed expectations for the development of underlying properties that are not yet in production; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended. However, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Investors are cautioned that forward-looking statements are not guarantees of future performance. Osisko cannot assure investors that actual results will be consistent with these forward-looking statements and investors should not place undue reliance on forward-looking statements due to the inherent uncertainty therein.

For additional information with respect to these and other factors and assumptions underlying the forward-looking statements made in this press release, see the section entitled "Risk Factors" in the most recent Annual Information Form of Osisko which is filed with the Canadian securities commissions and available electronically under Osisko's issuer profile on SEDAR at www.sedar.com and with the U.S. Securities and Exchange Commission on EDGAR at www.sec.gov. The forward-looking information set forth herein reflects Osisko's expectations as at the date of this press release and is subject to change after such date. Osisko disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law.


Osisko Gold Royalties Ltd

Consolidated Balance Sheets
(tabular amounts expressed in thousands of Canadian dollars)

      March 31,     December 31,  
                      2021                     2020  
      $     $  
               
Assets              
               
Current assets              
               
Cash     320,630     302,524  
Short-term investments     3,458     3,501  
Amounts receivable     16,035     12,894  
Inventories     18,386     10,025  
Other assets     5,028     6,244  
      363,537     335,188  
               
Non-current assets              
               
Investments in associates     125,615     119,219  
Other investments     142,872     157,514  
Royalty, stream and other interests     1,100,335     1,116,128  
Mining interests and plant and equipment     524,524     489,512  
Exploration and evaluation     42,627     42,519  
Goodwill     111,204     111,204  
Other assets     25,147     25,820  
      2,435,861     2,397,104  
               
Liabilities              
               
Current liabilities              
               
Accounts payable and accrued liabilities     41,730     46,889  
Dividends payable     8,364     8,358  
Current portion of long-term debt     -     49,867  
Provisions and other liabilities     12,567     4,431  
      62,661     109,545  
               
Non-current liabilities              
               
Provisions and other liabilities     41,345     41,536  
Long-term debt     401,266     350,562  
Deferred income taxes     54,860     54,429  
      560,132     556,072  
               
Equity              
               
Share capital     1,783,707     1,776,629  
Warrants     18,072     18,072  
Contributed surplus     45,387     41,570  
Equity component of convertible debentures     14,510     17,601  
Accumulated other comprehensive income     58,361     48,951  
Deficit     (224,902 )   (174,458 )
Equity attributable to Osisko Gold Royalties Ltd's shareholders     1,695,135     1,728,365  
Non-controlling interests     180,594     112,667  
Total equity     1,875,729     1,841,032  
      2,435,861     2,397,104  


Osisko Gold Royalties Ltd

Consolidated Balance Sheets
For the three months ended March 31, 2021 and 2020
(tabular amounts expressed in thousands of Canadian dollars)

    2021     2020  
    $     $  
             
Revenues   66,923     52,605  
             
Cost of sales   (20,397 )   (17,283 )
Depletion of royalty, stream and other interests   (11,927 )   (13,700 )
Gross profit   34,599     21,622  
             
Other operating expenses            
General and administrative   (9,906 )   (6,284 )
Business development   (987 )   (1,138 )
Exploration and evaluation   (337 )   (42 )
Impairment of a royalty interest   (2,288 )   (26,300 )
Operating income (loss)   21,081     (12,142 )
Interest income   1,310     1,121  
Finance costs   (6,143 )   (6,862 )
Foreign exchange (loss) gain   (1,129 )   2,326  
Share of loss of associates   (32 )   (1,716 )
Other (losses) gains, net   (1,910 )   629  
Earnings (loss) before income taxes   13,177     (16,644 )
Income tax (expense) recovery   (3,414 )   3,326  
Net earnings (loss)   9,763     (13,318 )
             
Net earnings (loss) attributable to:            
Osisko Gold Royalties Ltd's shareholders   10,557     (13,318 )
Non-controlling interests   (794 )   -  
Net earnings (loss) per share attributable to
           
    Osisko Gold Royalties Ltd's shareholders            
          Basic and diluted   0.06     (0.09 )


Osisko Gold Royalties Ltd

Consolidated Balance Sheets
For the three months ended March 31, 2021 and 2020
(tabular amounts expressed in thousands of Canadian dollars)

      2021     2020  
      $     $  
Operating activities              
Net earnings (loss)     9,763     (13,318)  
Adjustments for:              
Share-based compensation     3,300     2,683  
Depletion and amortization     12,261     14,132  
Impairment of assets     4,400     26,300  
Finance costs     1,839     2,624  
Share of loss of associates     32     1,716  
Net gain on acquisition of investments     (438)     (2,845)  
Change in fair value of financial assets at fair value through profit and loss     1,908     1,310  
Net gain on dilution of investments in associates     (1,391 )   -  
Foreign exchange gain     773     (2,101 )
Deferred income tax expense (recovery)     3,350     (3,515 )
Other     455     948  
Net cash flows provided by operating activities
  before changes in non-cash working capital items
    36,252     27,934  
Changes in non-cash working capital items     (14,928 )   (4,134 )
Net cash flows provided by operating activities     21,324     23,800  
               
Investing activities              
Net disposal of short-term investments     -     (1,069 )
Acquisition of investments     (9,811 )   (15,587 )
Proceeds on disposal of investments     19,771     322  
Acquisition of royalty and stream interests     (3,792 )   (7,500 )
Mining assets and plant and equipment     (35,812 )   (14,854 )
Exploration and evaluation expenses, net of tax credits     (135 )   (116 )
Other     -     156  
Net cash flows used in investing activities     (29,779 )   (38,648 )
               
Financing activities              
Increase in long-term debt     50,000     71,660  
Repayment of long-term debt     (50,000 )   -  
Investments from minority shareholders     38,841     -  
Share issue expenses from investments from minority shareholders     (2,581 )   -  
Exercise of share options and shares issued under the share purchase plan     4,978     360  
Normal course issuer bid purchase of common shares     (4,464 )   (2,956 )
Dividends paid     (7,782 )   (7,542 )
Other     (890 )   (1,155 )
Net cash flows provided by financing activities     28,102     60,367  
               
Increase in cash before effects of exchange rate changes on cash     19,647     45,519  
Effects of exchange rate changes on cash     (1,541 )   4,583  
Increase in cash     18,106     50,102  
Cash - beginning of period     302,524     108,223  
Cash - end of period     320,630     158,325  




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