GROY Gold Royalty Corp

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

Form 6-K/A

(Amendment No. 1)

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2024

 

Commission File Number 001-40099

 

GOLD ROYALTY CORP.

(Registrant’s name)

 

1188 West Georgia Street, Suite 1830

Vancouver, BC V6E 4A2

(604) 396-3066

(Address of principal executive offices)

 

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

 

Form 20-F ☒

Form 40-F ☐

 

 

 

EXPLANATORY NOTE

 

Gold Royalty Corp. (the “Company”) is filing this Amendment No. 1 to the Company’s Report on Form 6-K, filed with the Securities and Exchange Commission on May 28, 2024, solely for the purpose of adding Exhibit 99.6, which was inadvertently omitted from the Original 6-K. No other changes were made to the Original 6-K, or to the exhibits attached thereto.

 

INCORPORATION BY REFERENCE

 

EXHIBIT 99.6, INCLUDED WITH THIS REPORT, IS HEREBY INCORPORATED BY REFERENCE AS AN EXHIBIT TO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3, AS AMENDED AND SUPPLEMENTED (FILE NOS. 333-276305, 333-265581, 333-267633, 333-270682) AND FORM S-8 (FILE NO. 333-267421), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	GOLD ROYALTY CORP.
Date: May 28, 2024	By:	/s/ Andrew Gubbels
	Name:	Andrew Gubbels
	Title:	Chief Financial Officer

 

 

EXHIBIT INDEX

 

Exhibit		Description of Exhibit
99.1*†		Underwriting Agreement
99.2*		Consent of Sangra Moller LLP
99.3*		Consent of PwC
99.4*		Opinion of Sangra Moller LLP
99.5*		Opinion of Haynes and Boone, LLP
99.6		Consent of McMillan LLP

 

† Certain of the schedules (and similar attachments) to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K under the Securities Act because they do not contain information material to an investment or voting decision and that information is not otherwise disclosed in the exhibit or the disclosure document. The registrant hereby agrees to furnish a copy of all omitted schedules (or similar attachments) to the SEC upon its request.

 

* Previously filed.

 

 

 

 

Exhibit 99.6

 

 

May 28, 2024

 

British Columbia Securities Commission

Alberta Securities Commission

Financial and Consumer Affairs Authority of Saskatchewan

Manitoba Securities Commission

Ontario Securities Commission

Nova Scotia Securities Commission

Financial and Consumer Services Commission (New Brunswick)

Office of the Superintendent of Securities, Prince Edward Island

Office of the Superintendent of Securities, Newfoundland and Labrador

Office of the Yukon Superintendent of Securities

Northwest Territories Superintendent of Securities

 

Dear Sirs/Mesdames:

 

Re:	Gold Royalty Corp.

 

In connection with the prospectus supplement dated May 28, 2024 of Gold Royalty Corp. (the “Prospectus Supplement”), we consent to the reference to our name on page ii and under the headings “Legal Matters”, and to the reference of our name and opinion under the heading “Eligibility for Investment”.

 

We have read the Prospectus Supplement and have no reason to believe that there are any misrepresentations in the information contained therein that is derived from our opinion referred to therein or that is within our knowledge as a result of the services that we performed in connection with such opinion.

 

Yours truly,

 

“McMillan LLP”

 

McMillan LLP | Brookfield Place, 181 Bay Street, Suite 4400, Toronto, Ontario, Canada M5J 2T3 | t 416.865.7000 | f 416.865.7048 Lawyers | Patent & Trademark Agents | Avocats | Agents de brevets et de marques de commerce

Vancouver | Calgary | Toronto | Ottawa | Montréal | mcmillan.ca

 

 

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