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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 28, 2007
ROYAL GOLD, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-13357
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84-0835164 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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1660 Wynkoop Street, Suite 1000, Denver, CO
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80202-1132 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code 303-573-1660
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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ITEM 1.01. |
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT |
On August 28, 2007, the Company entered into separate indemnification agreements (the
Indemnification Agreements) with William Heissenbuttel, the Companys Vice President of Corporate
Development, and Bruce C. Kirchhoff, the Companys Vice President and General Counsel. The
Indemnification Agreements set forth the scope of indemnification, the procedures for seeking
indemnification and the methods for determining entitlement to indemnification. The preceding
summary is qualified in its entirety by reference to the Form of Employment Agreement included
herewith as Exhibit 10.1 and incorporated by reference herein.
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ITEM 5.02. |
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DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
PRINCIPAL OFFICERS |
On August 28, 2007, the Company entered into an employment agreement (the Employment Agreement)
with Bruce C. Kirchhoff, the Companys Vice President and General Counsel (the Employment
Agreement). The following summary is qualified in its entirety by reference to the Form of
Employment Agreement included herewith as Exhibit 10.2 and incorporated by reference herein.
The Employment Agreement with Mr. Kirchhoff provides that the Company will pay Mr. Kirchhoff an
annual base salary of $225,000. Mr. Kirchhoff will be eligible to participate in the Companys
present and future employee benefits plans if at such time he meets their respective
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eligibility requirements. The Employment Agreement with Mr. Kirchhoff provides that if he is
Involuntarily Terminated (as defined in the Employment Agreement), which includes the termination
of, or voluntary resignation by, him upon a Change of Control Event (as defined in the Employment
Agreement), the Company is required to pay Mr. Kirchhoff his base salary for a period of one year
from the date of such Involuntary Termination and if Mr. Kirchhoff is terminated for Death or
Disability (as defined in the Employment Agreement), the Company will pay him his base salary for
a period of six months from the end of the month in which the termination takes place. In
addition, the Employment Agreement with Mr. Kirchhoff places certain restrictions on his ability to
compete with the Company during the term of the Employment Agreement and for a period of one year
thereafter. The term of the Employment Agreement with Mr. Kirchhoff is one year and will
automatically be extended for additional and successive one-year periods without further action by
either party; however, the Company may terminate the Employment Agreement by providing 90 days
prior written notice of Involuntary Termination.
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ITEM 9.01. |
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FINANCIAL STATEMENTS AND EXHIBITS |
(c) Exhibits.
Exhibit No
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10.1
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Form of Indemnification Agreement (filed as Exhibit 10.01 to the Companys Current Report
on Form 8-K (File No. 001-13357) on November 13, 2006 and incorporated herein by reference) |
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10.2
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Form of Employment Agreement (filed as Exhibit 99.3 to the Companys Current Report on Form
8-K (File No. 001-13357) on September 22, 2005 and incorporated herein by reference) |
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99.1
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Schedule of Certain Officers Parties to the Employment Agreement |
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99.2
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Schedule of Certain Officers Parties to the Indemnification Agreement |
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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 hereunto duly authorized.
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Royal Gold, Inc.
(Registrant)
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By: |
/s/ Karen Gross
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Name: |
Karen Gross |
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Title: |
Vice President & Corporate Secretary |
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Dated September 4, 2007
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Exhibit Index
Exhibit No.
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10.1
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Form of Indemnification Agreement (filed as Exhibit 10.01 to the Companys Current Report
on Form 8-K (File No. 001-13357) on November 13, 2006 and incorporated herein by reference) |
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10.2
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Form of Employment Agreement (filed as Exhibit 99.3 to the Companys Current Report on Form
8-K (File No. 001-13357) on September 22, 2005 and incorporated herein by reference) |
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99.1
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Schedule of Certain Officers Parties to the Employment Agreement |
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99.2
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Schedule of Certain Officers Parties to the Indemnification Agreement |