Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

Share Name	Share Symbol	Market	Type
Triple Flag Precious Metals Corporation	NYSE:TFPM	NYSE	Common Stock

	Price Change	% Change	Share Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	0.00	0.00%	17.34				0	01:00:00

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 2024

Commission File Number: 001-41484

TRIPLE FLAG PRECIOUS METALS CORP.

(Translation of the registrant’s name into English)

TD Canada Trust Tower, 161 Bay Street, Suite 4535, Toronto, Ontario, Canada M5J 2S1

(Address of principal executive office)

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

Form 20-F ☐ Form 40-F ☒

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): ☐

Exhibits 99.1 and 99.2 of this Form 6-K are incorporated by reference into Triple Flag Precious Metal Corp.’s registration statements on Form F-10 (File No. 333-266940) and Form S-8 (File No. 333-267209).

EXHIBIT INDEX

The following document, which is attached as an exhibit hereto, is incorporated by reference herein:

Exhibit		Title
99.1		Management’s Discussion and Analysis of Financial Condition and Results of Operations as of and for the three months ended March 31, 2024
99.2		Unaudited Condensed Interim Consolidated Financial Statements as of and for the three months ended March 31, 2024
99.3		52-109F2 – Certification of Interim Filings – CEO
99.4		52-109F2 – Certification of Interim Filings – CFO

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.


	TRIPLE FLAG PREICOUS METALS CORP.

Date: May 7, 2024	By:	/s/ C. Warren Beil
		Name: C. Warren Beil
		Title: General Counsel

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Exhibit 99.1

Management’s Discussion and Analysis of

Triple Flag Precious Metals Corp.

For the three months ended March 31, 2024

(Expressed in United States Dollars)

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s Discussion and Analysis (‘‘MD&A’’) is intended to help the reader understand Triple Flag Precious Metals Corp. (‘‘TF Precious Metals’’), its operations, financial performance and the present and anticipated future business environment. This MD&A, which has been prepared as of May 7, 2024, should be read in conjunction with the unaudited condensed interim consolidated financial statements of TF Precious Metals as at and for the three months ended March 31, 2024 (the “Interim Financial Statements”), which been prepared in accordance with International Financial Reporting Standards (“IFRS Accounting Standards” or “IFRS”) as issued by the International Accounting Standards Board (“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 have been prepared on a basis consistent with the audited consolidated financial statements of TF Precious Metals as at December 31, 2023 and for the years ended December 31, 2023 and 2022 (the “Annual Financial Statements”), which have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards” or “IFRS”). Certain notes to the Annual Financial Statements are specifically referred to in this MD&A. All amounts in this MD&A are in U.S. dollars unless otherwise indicated. References to “US$”, “$” or “dollars” are to United States dollars, references to “C$” are to Canadian dollars and references to “A$” are to Australian dollars. In this MD&A, all references to ‘‘Triple Flag’’, the ‘‘Company’’, ‘‘we’’, ‘‘us’’ or ‘‘our’’ refer to TF Precious Metals together with its subsidiaries, on a consolidated basis.

This MD&A contains forward-looking information. Forward-looking information is necessarily based on a number of opinions, estimates and assumptions that we considered appropriate and reasonable as of the date such statements were made, and are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to the risk factors described in the ‘‘Risk Factors” section of the Company’s most recent annual information form (“AIF”) available from time to time on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, users should not place undue reliance on forward-looking information, which speaks only as of the date made. See ‘‘Forward-Looking Information’’ in this MD&A.

CHANGES IN PRESENTATION OF NON-IFRS FINANCIAL PERFORMANCE MEASURES

We use certain non-IFRS financial performance measures in our MD&A. For a detailed description of each of the non-IFRS financial performance measures used in this MD&A and a detailed reconciliation to the most directly comparable measure under IFRS Accounting Standards, please refer to the “Non-IFRS Financial Performance Measures” section of this MD&A. The non-IFRS financial performance measures set out in this MD&A are intended to provide additional information to investors and do not have any standardized meaning under IFRS Accounting Standards, and therefore may not be comparable to other issuers, and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. In 2024, we made changes to the following non-IFRS performance measures:

Adjusted Net Earnings and Adjusted Net Earnings per Share

We have adjusted our net earnings to include the effect of changes in fair value of prepaid gold interests. This adjustment will result in a more meaningful measure of adjusted net earnings for investors and analysts to assess our current operating performance and to predict future operating results.

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Adjusted EBITDA

We have adjusted our EBITDA to include the effect of changes in fair value of prepaid gold interests. This adjustment will result in a more meaningful measure of adjusted EBITDA for investors and analysts to assess our current operating performance and to predict future operating results.

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Company Overview	5
Market Overview	6
Financial and Operating Highlights	7
2024 Guidance	8
Sustainability Initiatives	8
Portfolio of Streaming and Related Interests and Royalty Interests	9
Key Developments	10
Operating Assets – Performance	11
Investments and Prepaid Gold Interests	15
Financial Condition and Shareholders’ Equity Review	15
Results of Operations Review	16
Liquidity and Capital Resources	19
Quarterly Information	21
Commitments and Contingencies	22
Risk and Risk Management	24
Disclosure Controls & Procedures	25
Internal Controls over Financial Reporting	25
IFRS Accounting Standards Critical Accounting Policies and Accounting Estimates	25
Non-IFRS Financial Performance Measures	26
Public Securities Filings and Regulatory Announcements	29
Forward-Looking Information	30
Cautionary Statement to U.S. Investors	31
Technical and Third-Party Information	31

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Company Overview

Triple Flag is a precious-metals-focused streaming and royalty company offering bespoke financing solutions to the metals and mining industry. Our mission is to be a preferred funding partner to mining companies throughout the commodity cycle by providing customized streaming and royalty financing, while offering value beyond capital as partners via our networks, capabilities and sustainability support.

Since inception, we have invested in and systematically developed a long-life, low-cost, high-quality diversified portfolio of streams and royalties providing exposure primarily to gold and silver. Our portfolio is comprised of 234 assets, consisting of 15 streams and 219 royalties.

The following charts highlight our recent quarterly performance:

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GEOs, adjusted EBITDA and adjusted net earnings are non-IFRS financial performance measures with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of each non-IFRS measure to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.


Asset Count
Producing		32
Development & Exploration		202
Total		234

Our portfolio is underpinned by a stable base of cash flow generating streams and royalties and is designed to grow intrinsically over time through exposure to potential mine life extensions, exploration success, new mine builds and throughput expansions. In addition, we are focused on further enhancing portfolio quality by executing accretive investments to grow the scale and quality of our portfolio of precious metals streams and royalties. We believe we have a differentiated approach to deal origination and due diligence, increasing the applicability of stream and royalty financing to an underserved mining sector, expanding the application of this form of financing through bespoke deal generation for miners while creating a high-quality, precious-metals-focused portfolio of streams and royalties for our investors. We focus on ‘‘per share’’ metrics with the objective that accretive new investments are pursued with careful management of the capital structure to effectively compete for quality assets without incurring long-term financial leverage.

Market Overview

The market prices of gold and silver are primary drivers of our profitability and ability to generate free cash flow.

The following table sets forth the average gold and silver prices, and the average exchange rate between the Canadian and U.S. dollars, for the periods indicated.


	Three months ended March 31
Average Metal Prices/Exchange Rates	2024	2023
Gold (US$/oz)¹	2,070	1,890
Silver (US$/oz)²	23.34	22.55
Exchange rate (US$/C$)³	1.3486	1.3525

1.	Based on the London Bullion Market Association (“LBMA”) PM fix.

2.	Based on the LBMA fix.

3.	Based on the Bank of Canada daily average exchange rate.

Gold

The market price of gold is subject to volatile price movements over short periods of time and can be affected by numerous macroeconomic factors including, but not limited to, the value of the U.S. dollar, the sale or purchase of gold by central banks and financial institutions, interest rates, inflation or deflation, global and regional supply and demand and global political and economic conditions. The market price of gold is a significant contributor to the performance of our gold streams and related interests and royalty portfolio.

During the three months ended March 31, 2024, the gold price set an all-time record, ranging from $1,985 to $2,214 per ounce, averaging $2,070 per ounce for the period, a 10% increase from the same period in the prior year. As at March 31, 2024, the gold price was $2,214 per ounce (based on the most recent LBMA PM fix).

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Silver

The market price of silver is also subject to volatile price movements. Silver, often considered a proxy for gold with a high level of correlation to the metal, is predominantly used in industrial applications and silver demand is also correlated to the Industrial Index. A rebound of manufacturing activity is expected to have a positive effect on silver as silver has many uses. The market price of silver is driven by factors similar to those influencing the market price of gold, as stated above. The market price of silver is a significant contributor to the performance of our silver streams.

During the three months ended March 31, 2024, the silver price ranged from $22.09 to $25.43 per ounce, averaging $23.34 per ounce for the period, a 4% increase from the same period in the prior year. As at March 31, 2024, the silver price was $24.54 per ounce (based on the most recent LBMA fix).

Currency Exchange Rates

We are subject to minimal currency fluctuations as the majority of our revenue and cost of sales are denominated in U.S. dollars, with the majority of general administration costs denominated in Canadian dollars. The Company monitors foreign currency risk as part of its risk management program. As at March 31, 2024, there were no hedging programs in place for non-U.S. dollar expenses.

Financial and Operating Highlights

Three months ended March 31, 2024 compared to three months ended March 31, 2023


		Three months ended
		March 31,
($ thousands except GEOs, per share metrics, and asset margin)	2024		2023
IFRS measures:
Revenue	$	57,528	$	50,269
Gross Profit		33,259		22,874
Depletion		17,720		15,928
General Administration Costs		5,478		5,672
Net Earnings		17,424		16,534
Net Earnings per Share – basic and diluted		0.09		0.09
Operating Cash Flow		38,875		38,870
Operating Cash Flow per Share		0.19		0.20

Non-IFRS measures¹:
GEOs		27,794		26,599
Adjusted Net Earnings		23,203		15,284
Adjusted Net Earnings per Share		0.12		0.08
Adjusted EBITDA		48,068		39,436
Free Cash Flow		38,875		38,870
Asset Margin		92%		88%

GEOs, adjusted net earnings, adjusted net earnings per share, adjusted EBITDA, free cash flow and asset margin as presented above are non-IFRS financial performance measures with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of each non-IFRS measure to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.

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2024 Guidance

The following contains forward-looking information. Reference should be made to the “Forward-Looking Information” and “Technical and Third-Party Information” sections at the end of this MD&A.

The following table provides our full year 2024 guidance, which is unchanged from our 2024 guidance included in our annual MD&A:


	2024 Guidance³
GEOs¹	105,000 to 115,000 GEOs
Depletion	$70 million to $80 million
General administration costs	$23 million to $24 million
Australian Cash Tax rate²	~25%

GEOs as presented above and in the following discussion is a non-IFRS financial performance measure with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of GEOs to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.

2.	Australian Cash Taxes are payable for Triple Flag’s Australian royalty interests, which include Fosterville, Beta Hunt, Stawell, Henty and Dargues.

3.	Assumed commodity prices of $1,900/oz gold and $21.00/oz silver.

Our 2024 outlook on stream and royalty interests is based on publicly available forecasts of the owners or operators of the underlying properties and/or operations on which we have stream and royalty interests. When publicly available forecasts on properties are not available, we obtain internal forecasts from the owners or operators, or use our own best estimate. We conduct our own independent analysis of this information to reflect our expectations based on an operator’s historical performance and track record of replenishing Mineral Reserves and the operator’s publicly disclosed guidance on future production, the conversion of Mineral Resources to Mineral Reserves, timing risk adjustments, our view on opportunities for mine plan optimization and other factors. We may also make allowances for the risk of uneven stream deliveries, timing differences in the deliveries under our streams or the payment of our royalties, and the attainment of public guidance ranges. Achievement of the GEOs and the other metrics set forth in the guidance above is subject to risks and uncertainties, including changes in commodity prices and the ability of operators to attain the results set out in their forecasts. Accordingly, we can provide no assurance that the actual GEOs and such other metrics for 2024 will be in the ranges set forth above. In addition, we may revise our guidance during the year to reflect more current information. If we are unable to achieve our anticipated guidance, or if we revise our guidance, our future results of operations may be adversely affected, and our share price may decline.

Sustainability Initiatives

Throughout the first quarter of 2024, our ESG team developed a near-term plan for indirect (scope 2) carbon emissions reduction to complement and build on our net zero target by 2050. In alignment with sustainability objectives set by our corporate office building management, we are targeting a 50% reduction in scope 2 emissions by 2030 (from a 2018 baseline). We are proud to announce that our 2030 carbon emissions reduction target has been approved by the Science Based Targets initiative (“SBTi”). The SBTi is a corporate climate action organization that defines and promotes best practice in emissions reductions and net-zero targets in line with climate science, including the 2015 Paris Agreement.

As part of our continued commitment to enhance our mining partners’ social license to operate, Triple Flag contributed to community initiatives surrounding the Stawell mine (“Stawell”) in Australia and Cerro Lindo mine in Peru. In Peru, we have invested nearly $20 thousand to provide technology improvements and training to teachers and students within the annexes of San Juan de Luyo and Huirpina of the Cc. Chavín. In Australia, Triple Flag sponsored the 2024 Powercor Stawell Gift’s Bill McManus Backmarker’s Handicap Race. The event brought in young athletes from across the region, with Stawell displaying an underground cable bolter for families to learn more about mining. These projects are guided

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by our commitment to the United Nations Global Compact Sustainable Development Goal (“SDG”) 4: Quality Education and SDG 11: Sustainable Cities and Communities.

Portfolio of Streaming and Related Interests and Royalty Interests

The following tables present our revenue and GEOs sold by asset for the periods indicated. GEOs are based on stream and related interests as well as royalty interests and are calculated on a quarterly basis by dividing all revenue from such interests for the quarter by the average gold price during that quarter. The gold price is determined based on the LBMA PM fix.

Three months ended March 31, 2024 compared to three months ended March 31, 2023


	Three months ended March 31
Revenue ($000s)	2024		2023
Streaming and Related Interests
Cerro Lindo	$	13,628	$	13,975
Northparkes		13,009		5,189
Impala Bafokeng		3,181		2,874
Altan Tsagaan Ovoo ("ATO")		2,849		6,110
Auramet		2,608		2,460
Buriticá		2,015		2,793
La Colorada		1,137		1,266
Moss		1,076		2,993
Other		—		3,613
	$	39,503	$	41,273
Royalty Interests
Kensington	$	4,606	$	—
Beta Hunt		2,513		1,835
Fosterville		2,176		1,682
Camino Rojo		1,357		989
Young-Davidson		1,349		1,186
Dargues		1,099		389
Florida Canyon		928		463
Stawell		789		236
Agbaou		679		—
Other		1,157		2,216
	$	16,653	$	8,996
Revenue from contracts with customers	$	56,156	$	50,269
Revenue – Other	$	1,372	$	—
Total	$	57,528	$	50,269


	Three months ended March 31
Revenue ($000s)	2024		2023
Gold	$	36,524	$	26,468
Silver		19,632		21,517
Other		1,372		2,284
Total	$	57,528	$	50,269

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	Three months ended March 31
GEOs (ounces)	2024	2023
Streaming and Related Interests
Cerro Lindo	6,585	7,394
Northparkes	6,286	2,746
Impala Bafokeng	1,537	1,521
ATO	1,376	3,233
Auramet	1,260	1,302
Buriticá	974	1,478
La Colorada	549	670
Moss	520	1,583
Other	—	1,912
	19,087	21,839
Royalty Interests
Kensington	2,225	—
Beta Hunt	1,214	971
Fosterville	1,051	890
Camino Rojo	656	523
Young-Davidson	652	627
Dargues	531	206
Florida Canyon	448	269
Stawell	381	125
Agbaou	328	—
Other	558	1,149
	8,044	4,760
GEOs – Other	663	—
Total	27,794	26,599


	Three months ended March 31
GEOs (ounces)	2024	2023
Gold	17,646	14,005
Silver	9,485	11,385
Other	663	1,209
Total	27,794	26,599

For the three months ended March 31, 2024, we sold 27,794 GEOs, an increase of 4% from 26,599 GEOs sold for the same period in the prior year, largely due to higher GEOs from Northparkes and Kensington. This was partially offset by lower GEOs from ATO, Moss, Buriticá and Cerro Lindo due to lower deliveries.

Key Developments

For the three months ended March 31, 2024

Kensington litigation settlement

On March 28, 2024, Triple Flag and Coeur Mining, Inc. (“Coeur”) entered into a settlement agreement to resolve litigation regarding the terms of a royalty held by Triple Flag on Coeur’s Kensington gold mine.

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royalties in arrears and litigation expenses incurred. As such, the settlement amounts were recognized as revenue and recoupment of costs in the condensed interim consolidated statement of income for the three months ended March 31, 2024.

Further to that settlement, Triple Flag and Coeur agreed to amend the terms of the existing Kensington royalty to provide that:

●

Effective January 1, 2024, the royalty will pay at a rate of 1.25% of net smelter returns occurring through to December 31, 2026;

●

The royalty rate will increase to 1.50% of net smelter returns from January 1, 2027; and

●

The amended net smelter return (“NSR”) royalty is subject to a cap of two million ounces of gold, adjusted for consideration received related to royalties in arrears.

Steppe Gold Prepaid Gold Interest

On March 15, 2024, Triple Flag and Steppe Gold Ltd. (“Steppe Gold”) agreed to amend and restate the Steppe Gold Prepaid Gold Interest agreement such that the Company would make a further cash payment of $5.0 million in exchange for delivery of 2,650 ounces of gold over 5 months, with the first delivery under the amended and restated agreement to be made in August 2024.

The Steppe Gold Prepaid Gold Interest was accounted for as a financial asset at fair value through profit or loss.

Operating Assets – Performance

Our business is organized into a single operating segment, consisting of acquiring and managing precious metals and other high-quality streams and royalties. Our chief operating decision-maker, the CEO, makes capital allocation decisions, reviews operating results and assesses performance.

Asset Performance — Streams and related assets (producing)

Cerro Lindo (Operator: Nexa Resources S.A.)

Under the stream agreement with Nexa Resources S.A. (“Nexa”), we receive 65% of payable silver produced from the Cerro Lindo mine until 19.5 million ounces have been delivered and 25% thereafter. Typically, deliveries under the stream lag production by up to four months. As at March 31, 2024, 14.8 million ounces of silver had been delivered under the stream agreement with Nexa since inception.

For the three months ended March 31, 2024, we sold 580,179 ounces of silver delivered under the agreement, a 9% decrease from the same period in the prior year driven by lower deliveries. GEOs sold were 6,585 for the three months ended March 31, 2024, compared to 7,394 for the same period in the prior year.

On March 27th, Nexa announced updated reserves and resources for Cerro Lindo, including proven and probable silver reserves of 41.15mt at 22.6 g/t totaling 29,966 koz Ag as of December 31, 2023. Current measured and indicated silver resources (exclusive) totaled 7.70 mt at 23.7 g/t totaling 5,857 koz Ag, with inferred silver resources of 9.28 mt at 32.6 g/t totaling 9,726 koz Ag.

For the three months ended March 31, 2024, a total of 6.3 km of exploration drilling and 12.2 km of mining infill drilling were executed. Exploration drilling activities were behind schedule due to heavy rainfall at the mine site and operational drilling issues. The updated drilling program for Cerro Lindo in 2024 is set at 21.4 km of exploration drilling, targeting new mineralized zones at Patahuasi Millay and to continue extension drilling at Orebodies 8B, 9, and 6A.

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Northparkes (Operator: Evolution Mining Limited)

Under the stream agreement, we receive 54% of payable gold from Northparkes until an aggregate of 630,000 ounces have been delivered and 27% of payable gold thereafter. We also receive 80% of payable silver until an aggregate of 9 million ounces of silver have been delivered, and 40% of payable silver thereafter. Typically, deliveries under the stream may lag production by approximately two months. As at March 31, 2024, 46 thousand ounces of gold and 831 thousand ounces of silver had been delivered under the stream agreement since inception.

For the three months ended March 31, 2024, we sold 4,221 ounces of gold and 74,661 ounces of silver. This compares to 2,273 ounces of gold and 45,300 ounces of silver delivered and sold for the same period in the prior year. GEOs sold were 6,286 for the three months ended March 31, 2024, compared to 2,746 for the same period in the prior year.

During the first quarter of 2024, Evolution Mining Limited (“Evolution”) released an updated Mineral Resources and Ore Reserves estimate reported in accordance with the JORC code 2012, which continued to support the multi-decade life of the asset. On a 100% basis, gold ore reserves at Northparkes as of December 31, 2023 were 93,700 kt at 0.27 g/t totaling 828 koz Au, with silver ore reserves of 93,700 kt at 1.91 g/t totaling 5,750 koz Ag.

A feasibility study for the E22 underground orebody is expected by the end of the second quarter of 2024.

Higher-grade gold ore from the E31 and E31N open pits continue to contribute to mill feed blend, which is expected to drive significant GEOs sales growth in 2024 versus 2023. During the first quarter of 2024, 452 kt of sulphide ore was mined to the run-of-mine stockpile from the E31 open pits compared to 232 kt in the fourth quarter of 2023.

Impala Bafokeng Operations, previously known as Royal Bafokeng Platinum (Operator: Impala Platinum Holdings Limited)

Under the stream agreement, we receive 70% of payable gold until 261,000 ounces are delivered and 42% of payable gold thereafter from the Impala Bafokeng Operations. Typically, deliveries under the stream may lag production by approximately five months. As at March 31, 2024, 30 thousand ounces of gold had been delivered under the stream agreement since inception.

For the three months ended March 31, 2024, we sold 1,536 ounces of gold delivered by Implats under the stream agreement, in line with ounces delivered and sold for the same period in the prior year. GEOs sold were 1,537 for the three months ended March 31, 2024, compared to 1,521 for the same period in the prior year.

As of December 31, 2023, Impala Bafokeng’s proven and probable gold reserves at the Merensky deposit were 57,976 kt at 0.19 g/t totaling 356 koz Au. Measured and indicated gold resources (exclusive) at the Merensky deposit were 68,033 kt at 0.32 g/t totaling 704 koz Au.

Altan Tsagaan Ovoo (Operator: Steppe Gold)

Under the stream agreement with Steppe Gold, we receive 25% of the payable gold until 46 thousand ounces of gold have been delivered and 25% of payable gold thereafter, subject to an annual cap of 7,125 ounces. We also receive 50% of the payable silver until 375 thousand ounces of silver have been delivered and 50% of payable silver thereafter, subject to an annual cap of 59,315 ounces. As at March 31, 2024, 27 thousand ounces of gold and 86 thousand ounces of silver had been delivered under the stream agreement with Steppe Gold since inception.

For the three months ended March 31, 2024, we sold 1,249 ounces of gold and 9,870 ounces of silver delivered to the Company under the stream, compared to the 3,217 ounces of gold and 397 ounces of silver sold for the same period in the prior year, respectively. GEOs sold were 1,376 for the three months ended March 31, 2024, compared to 3,233 for the same period in the prior year.

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During the quarter, Steppe Gold reported progress on the ATO Phase 2 Expansion, and have now fully drawn down the first $50 million of the previously announced $150 million project financing package. Construction of the flotation plant for Phase 2 is expected to commence in the second quarter of 2024, with a new crushing circuit anticipated to be operating later this year.

As per disclosures from the operator, Phase 2 is expected to generate a total of 1.2 million ounces of gold equivalent over 12 years, at an average of over 100 thousand gold equivalent ounces per annum over 12 years. First concentrate production from Phase 2 is expected by 2026.

On January 22, 2024, Steppe Gold announced that it had entered into a binding term sheet pursuant to the acquisition of Boroo Gold LLC. On April 11, 2024, Steppe Gold announced that it had entered into a share exchange agreement to acquire all of the outstanding common shares of Boroo Gold LLC. The completion of this acquisition is expected to establish Steppe as the largest gold producer in Mongolia, providing further financial strength, asset diversification and scale.

On March 15, 2024, the Company entered into an agreement with Steppe Gold to acquire a prepaid gold interest. Under the terms of the agreement, the Company made a cash payment of $5 million to acquire the prepaid gold interest in exchange for delivery of 2,650 ounces of gold that will be delivered by Steppe Gold over five months. Repayments will commence on August 15, 2024, with five equal monthly deliveries of 530 ounces of gold.

Buriticá (Operator: Zijin Mining Group Co.)

Under the stream agreement, we receive 100% of payable silver from Buriticá based on a fixed silver-to-gold ratio of 1.84 over the life of the asset.

For the three months ended March 31, 2024, we sold 83,354 ounces of silver delivered to the Company under the agreement, compared to 128,240 ounces of silver delivered and sold for the same period in the prior year. GEOs sold were 974 for the three months ended March 31, 2024, compared to 1,478 for the same period in the prior year.

Throughout the first quarter of 2024, Buriticá was able to maintain steady operations; however, due to the ongoing presence of illegal miners, certain areas of the mine were avoided as a precautionary measure. The mine site continues to engage closely with the surrounding community on illegal mining and is supported by the National Army and National Police of Colombia.

Asset Performance — Royalties (Producing)

Fosterville Gold Mine (Operator: Agnico Eagle Mines Limited)

We own a 2% NSR royalty interest in Agnico Eagle Mines Limited’s (“Agnico Eagle") Fosterville mine in Australia

GEOs earned were 1,051 for the three months ended March 31, 2024, compared to 890 for the prior year.

In February 2024, Agnico Eagle released an updated three-year gold outlook. The operator expects Fosterville to produce between 200,000 to 220,000 ounces of gold in 2024, between 140,000 to 160,000 ounces of gold in 2025 and between 140,000 to 160,000 ounces of gold in 2026. Longer-term, work is ongoing to evaluate the potential to optimize mining and milling activities to ensure that Fosterville remains a sustainable producer of 175,000 to 200,000 ounces of gold annually. Preliminary results of this evaluation are expected in the second half of 2024.

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Beta Hunt (Operator: Karora Resources Inc.)

The Company holds a 3.25% gross revenue return (“GRR”) and 1.5% NSR royalty on all gold production and aggregate 1.5% NSR royalties on all nickel production from the Beta Hunt mine, located in Australia.

GEOs earned were 1,214 for the three months ended March 31, 2024, compared to 971 for the prior year.

Karora Resources disclosed that performance at Beta Hunt in the first quarter of 2024 was impacted by wet weather and a regional interruption to grid power that impacted processing operations. Full primary crushing was restored by the end of March. The operator is on track to deliver 2024 production guidance of 170,000 to 185,000 ounces of gold.

The expansion project to increase mine capacity at Beta Hunt to 2 million tonnes per annum remains on track for completion by the end of 2024. To accommodate the expected increase in mining fleet, orders were placed for the supply, installation and commissioning of new permanent primary ventilation fans late in the third quarter of 2024.

On April 7, 2024, Westgold Resources and Karora Resources announced a friendly merger pursuant to which, Westgold will acquire 100% of the issued and outstanding common shares of Karora. Completion of the transaction is expected to create one of the top 5 largest, ASX-listed gold producers operating exclusively in Western Australia.

An immediate focus for Westgold is on the Fletcher zone, with initial cuts expected in the second half of 2024. Significant existing drilling equipment from Westgold will be redeployed to Beta Hunt, which is currently defined over 7 km with only 4 km drilled historically.

Young-Davidson Gold Mine (Operator: Alamos Gold Inc.)

We own a 1.5% NSR royalty interest in Alamos Gold Inc.’s (“Alamos Gold”) Young-Davidson mine in Canada. GEOs earned were 652 for the three months ended March 31, 2024, compared to 627 for the same period in the prior year.

On February 20, 2024, Alamos Gold reported updated reserves and resources for Young-Davidson. As at December 31, 2023, proven and probable reserves were 43,911 kt at 2.31 g/t totaling 3,261 koz Au. Measured and indicated resources (exclusive) were 11,653 kt at 3.01 g/t totaling 1,127 koz Au, with inferred resources of 1,381 kt at 3.26 g/t totaling 145 koz Au.

Based on ongoing underground mining rates of 8,000 tonnes per day, the mineral reserve life of the Young-Davidson mine remains approximately 15 years as of December 31, 2023. Young-Davidson has maintained at least a 13-year Mineral Reserve life since 2011, reflecting a strong track record of resource conversion. The deposit is open at depth and to the west.

Alamos Gold has budgeted $12 million for exploration at Young-Davidson in 2024, focusing on extending mineralization within the syenite, which hosts the majority of the current reserve and resource base. Drilling is also expected to test the hanging wall and footwall of the deposit, where higher grades have been previously intersected.

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Investments and Prepaid Gold Interests

The following table summarizes investments and prepaid gold interests as at March 31, 2024 and December 31, 2023:


	As at		As at
($ thousands)	March 31, 2024		December 31, 2023
Prepaid gold interests - Auramet Capital Partners¹	$	39,311	$	40,248
Prepaid gold interests - Steppe Gold²		5,868		—
Total Prepaid Gold Interests	$	45,179	$	40,248
Investments³		7,151		6,248
Total Investments and Prepaid Gold Interests	$	52,330	$	46,496

Represents a prepaid gold interest with Auramet Capital Partners, L.P., a subsidiary of Auramet International LLC (“Auramet”). The contract requires Auramet to deliver 1,250 ounces of gold to Triple Flag per quarter. Triple Flag is required to make ongoing cash payments equal to 16% of the spot gold price for each gold ounce delivered. On September 27, 2031 and after 50,000 ounces of gold have been delivered, Auramet shall have the option to terminate the stream for a cash payment of $5 million less certain cash flows related to the gold deliveries. The Auramet Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss.

On March 15, 2024, the Company entered into an agreement with Steppe Gold to acquire a prepaid gold interest. The Company made a cash payment of $5 million to acquire the prepaid gold interest in exchange for delivery of 2,650 ounces of gold that will be delivered by Steppe Gold in five monthly deliveries. The first delivery is due in August 2024. The Steppe Gold Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss.

Investments comprise equity interests and warrants in publicly traded and private companies and have been recorded at fair value. The fair value of the public equity investments is classified as level 1 of the fair value hierarchy because the main valuation inputs used are quoted prices in active markets, the fair value of the warrants is classified as level 2 because one or more of the significant inputs are based on observable market data, and the fair value of the private equity investments is classified as level 3 of the fair value hierarchy because the relevant observable inputs are not available.

Financial Condition and Shareholders’ Equity Review

Summary Balance Sheet

The following table presents summarized consolidated balance sheet information as at March 31, 2024 and December 31, 2023:


	As at		As at
($ thousands)	March 31, 2024		December 31, 2023
Cash and cash equivalents	$	29,361	$	17,379
Other current assets		49,161		39,659
Non‑current assets		1,825,034		1,837,426
Total assets	$	1,903,556	$	1,894,464

Current liabilities	$	17,834	$	17,315
Debt		60,000		57,000
Other non‑current liabilities		10,717		9,408
Total liabilities		88,551		83,723
Total shareholders’ equity		1,815,005		1,810,741
Total liabilities and shareholders’ equity	$	1,903,556	$	1,894,464

Total assets were $1,903.6 million as at March 31, 2024, compared to $1,894.5 million as at December 31, 2023. Our asset base primarily consists of non-current assets such as mineral interests, which consist of our interests in streams and related interests and royalties. Our asset base also includes current assets, which generally include cash and cash

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equivalents, receivables, and investments. Total assets remained consistent with the balance from December 31, 2023 with the increase in cash and other assets largely offset by depletion on mineral interests.

Total liabilities were $88.6 million as at March 31, 2024, compared to $83.7 million as at December 31, 2023. The increase in total liabilities is largely driven by net drawdown of the Credit Facility. Total liabilities consist largely of debt, amounts payable and accrued liabilities, deferred tax liabilities and lease obligations. For information about the Credit Facility, see “Liquidity and Capital Resources” below.

Total shareholders’ equity as at March 31, 2024 was $1,815.0 million, compared to $1,810.7 million as at December 31, 2023. The increase in shareholders’ equity largely reflects income generated during the period net of dividends paid.

Shareholders’ Equity


As at March 31, 2024		Number of shares
Common shares		201,120,593
As at December 31, 2023		Number of shares
Common shares		201,353,962

Our common shares are listed on the TSX in Canadian dollars and on the NYSE in U.S. dollars, in each case under the symbol “TFPM”.

In connection with the Normal Course Issuer Bid (“NCIB”), the Company entered into an Automatic Share Purchase Plan (“ASPP”) with the designated broker responsible for the NCIB. The ASPP is intended to allow for the purchase of its common shares under the NCIB at times when the Company would ordinarily not be permitted to purchase its common shares due to regulatory restrictions and customary self-imposed blackout periods. The Company has recorded a liability of $8 million reflecting the obligation to purchase shares under the ASPP. For the three months ended March 31, 2024, the Company purchased 283,100 of its common shares under the NCIB for $3.6 million.

As at May 7, 2024, 201,157,242 common shares are issued and outstanding and stock options are outstanding to purchase a total of 4,628,127 common shares.

For the three months ended March 31, 2024, we declared and paid dividends in United States dollars totaling $10.6 million (2023: $10 million). For the three months ended March 31, 2024, no shares were issued from treasury for participation in the Dividend Reinvestment Plan. In the first quarter of 2024, the Company declared and paid a dividend of US$0.0525 per share.

Results of Operations Review

Condensed Consolidated Statements of Income

The following table presents summarized consolidated statements of income information for the three months ended March 31, 2024 and 2023:

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	Three months ended March 31
($ thousands except share and per share information)		2024		2023
Revenue	$	57,528	$	50,269
Cost of sales		(24,269)		(27,395)
Gross profit		33,259		22,874

General administration costs		(5,478)		(5,672)
Business development costs		(834)		(1,574)
Impairment reversals		589		—
Expected credit losses		(6,851)		—
Operating income		20,685		15,628

Increase in fair value of prepaid gold interest		2,104		2,345
Increase (decrease) in fair value of investments		(427)		1,308
Finance costs, net		(1,294)		(1,308)
Sustainability initiatives		(193)		(118)
Other expenses		(773)		—
Foreign currency translation gain		40		45
Other (expense)/ income		(543)		2,272
Earnings before income taxes		20,142		17,900
Income tax expense		(2,718)		(1,366)
Net earnings	$	17,424	$	16,534
Weighted average shares outstanding –basic		201,140,642		191,778,186
Weighted average shares outstanding –diluted		201,180,685		192,405,036
Earnings per share – basic and diluted	$	0.09	$	0.09

Three months ended March 31, 2024 compared to three months ended March 31, 2023

Revenue was $57.5 million, a quarterly record, an increase of 14% from $50.3 million for the same period in the prior year. The increase was largely driven by $7.5 million higher revenue due to higher volume and newly acquired royalties, $4.7 million higher revenue due to higher gold and silver prices, partially set off by $5 million from lower volumes from streams and related interests. Higher revenue from royalties was largely due to revenue from Kensington, a portion of which related to revenue in arears and the remainder from the royalty payments received for Q1, as well as higher revenue from Beta Hunt and Agbaou, which was acquired in June 2023. Lower revenue from streams and related interests was driven by lower deliveries from ATO, Renard, Moss and Cerro Lindo, partially set off by higher deliveries from Northparkes.

Market gold price and gold sales volume for our streams were $2,070 per ounce, a quarterly record, and 8,477 ounces, respectively, compared to $1,890 per ounce and 6,182 ounces, respectively, in the prior year. Market silver price and silver sales volume were $23.34 per ounce and 813 thousand ounces, respectively, compared to $22.55 per ounce and 941 thousand ounces, respectively, in the prior year.

Cost of sales primarily represented the price of metals acquired under our stream agreements, non-cash cost of sales related to prepaid gold interests, as well as the depletion expense for streams and royalties, both of which are calculated based on units of metal sold or attributable royalty ounces. Cost of sales of $24.3 million decreased from $27.4 million in the prior year primarily due to sales mix. The decrease in cost of sales was driven by lower cost of sales from prepay arrangements from ATO and Moss and lower stream deliveries from Renard, Buritica, Moss and El Mochito, partially offset by higher cost of sales from higher stream deliveries from the Northparkes stream as well as higher depletion from higher attributable ounces from royalties, notably Kensington and Beta Hunt.

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Gross profit was $33.3 million, an increase of 45% from $22.9 million for the same period in the prior year. The increase was largely driven by higher stream deliveries from Northparkes, royalties from Kensington combined with higher gold and silver prices, partially offset by lower gross profit from Renard and Moss.

General administration costs were $5.5 million, compared to $5.7 million for the same period in the prior year. The decrease was due to lower professional services driven by cost recoveries and lower integration costs, partially offset by higher employee costs driven by increased headcount as we continued to grow our business. General administration costs in 2023 included one-time integration costs related to the Maverix acquisition which closed on 19 January 2023.

Business development costs were $0.8 million, compared to $1.6 million for the same period in the prior year. Business development costs represent ongoing business development costs incurred throughout the year including use of third-party service providers, net of costs capitalized, and costs reimbursed from our counterparties.

The expected credit loss represents the difference between the contractual cash flows that are due to the Company and the cash flows that management expects to receive discounted at the original effective interest rate. The expected credit loss provision taken against loans receivable from Elevation was $6.9 million, compared to nil for the same period in the prior year.

The decrease in the fair value of investments represents the decrease in the fair value of our equity investments. The increase in the fair value of our prepaid gold interests for the three months ended March 31, 2024, was $2.1 million, compared to $2.3 million for the same period in the prior year. This is due to a decrease in our prepaid gold interests held over the three months which is partially offset by a higher gold price.

Finance costs, net was $1.3 million, in line with the same period in the prior year. The finance costs largely reflect interest charges and standby fees on the Credit Facility, net of interest earned on cash and loan balances.

Income tax expense was $2.7 million, compared to $1.4 million for the same period in the prior year. The increase in income tax expense was driven by sales mix, partially offset by the tax recovery from the expected credit losses taken in the period.

Net earnings were $17.4 million, compared to $16.5 million for the same period in the prior year. Higher net earnings in 2024 were driven by higher gross profit, partially offset by the expected credit loss provision taken in the period.

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Condensed Statements of Cash Flows

The following table presents summarized consolidated statements of cash flow information for the three months ended March 31, 2024 and March 31, 2023:


	Three months ended March 31
($ thousands)	2024		2023
Operating cash flow before working capital and taxes	$	47,242	$	38,591
Income taxes paid		(1,885)		(1,226)
Operating cash flow before working capital		45,357		37,365
Change in working capital		(6,482)		1,505
Operating cash flow		38,875		38,870
Net Cash used in investing activities		(14,651)		(155,245)
Net Cash (used in)/from financing activities		(12,262)		66,987
Effect of exchange rate changes on cash and cash equivalents		20		2
Increase/(decrease) in cash during the period		11,982		(49,386)
Cash and cash equivalents at beginning of period		17,379		71,098
Cash and cash equivalents at end of period	$	29,361	$	21,712

Three months ended March 31, 2024 compared to three months ended March 31, 2023

Operating cash flow was $38.9 million, in line with the same period in the prior year. Operating cash flow before working capital and taxes was $47.2 million, an increase of 22% from $38.6 million for the same period in the prior year. The increase was largely driven by higher cash flows from streams, royalties and related interests.

Net cash used in investing activities was $14.7 million, compared to $155.2 million for the same period in the prior year. Net cash used in investing activities in 2024 included $6.8 million of loans, $5 million for the acquisition of the Steppe Gold Prepaid Gold Interest and $1.4 million of funding for the Prieska royalty. Net cash used in investing activities in 2023 largely included $146 million net cash outflows pursuant to the Maverix acquisition, and $8.5 million of long-term loans.

Net cash used in financing activities was $12.3 million, compared to $67.0 million cash from financing activities for the same period in the prior year. Net cash used in financing activities for the first quarter largely consisted of dividend payments of $10.6 million, $7 million in debt repayment, $3.6 million paid to purchase shares under the NCIB and interest payments of $1.4 million, partially offset by $10 million drawdowns from the Credit Facility. Net cash used in financing activities in 2023 largely consisted of $110 million drawdowns from the Credit Facility to fund the Maverix acquisition, partially offset by Credit Facility repayments of $30 million, dividend payments of $10 million, $2.6 million paid to purchase shares under the NCIB, as well as interest payments of $1.1 million.

Liquidity and Capital Resources

As at March 31, 2024, our cash and cash equivalents were $29.4 million, compared to $17.4 million as at December 31, 2023. Significant variations in the liquidity and capital resources during the period are explained in the ‘‘Condensed Statements of Cash Flows’’ section of this MD&A.

Our primary uses of capital are to finance operations, acquire new stream and related interests and royalty assets, general working capital and payment of dividends. Our objectives when managing capital are to ensure that we will continue to have enough liquidity to achieve our acquisition growth strategy, finance working capital requirements and provide returns to our shareholders. The timing of metal sales from inventory from our stream and related interests is based on commercial considerations, including our assessment of market conditions and our financial requirements. We

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believe our cash on hand, estimated cash flow from royalties and the sales of metal credits will be sufficient to fund our anticipated operating cash requirements, payment of dividends and share repurchases under the NCIB for the next 12 months and beyond.

Credit Facility

The Company currently has a Credit Facility of $500 million with an additional uncommitted accordion of up to $200 million for a total availability of up to $700 million, maturing on August 30, 2026. As at March 31, 2024, the Credit Facility balance was $60 million.

Finance costs relating to the Credit Facility for the three months ended March 31, 2024 were $1.3 million, including standby fees. This compares to finance costs of $1.3 million for the three months ended March 31, 2023, including interest charges, amortization of debt issuance costs and standby fees. The Credit Facility includes covenants that require us to maintain certain financial ratios, including leverage ratios, as well as certain non-financial requirements. As at March 31, 2024, all such ratios and requirements were met. The Credit Facility is used for general corporate purposes and investments in the mineral industry, including the acquisition of streams and related interests and royalty assets.

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Quarterly Information^{1, 2}


	2024	2023				2022
	Q1	Q4	Q3	Q2	Q1	Q4	Q3	Q2
IFRS measures:
Cash and cash equivalents	29,361	17,379	14,343	16,438	21,712	71,098	82,703	74,431
Total assets	1,903,556	1,894,464	1,905,778	1,922,759	1,924,417	1,337,031	1,325,499	1,318,244
Revenue	57,528	51,739	49,425	52,591	50,269	43,886	33,754	36,490
Net earnings	17,424	9,755	(6,041)	16,034	16,534	15,460	12,815	10,922
Earnings per share (basic and diluted)	0.09	0.05	(0.03)	0.08	0.09	0.10	0.08	0.07
Operating cash flow	38,875	37,644	36,749	40,875	38,870	36,721	25,356	29,940
Operating cash flow per share	0.19	0.19	0.18	0.20	0.20	0.24	0.16	0.19

Non-IFRS measures³:
GEOs	27,794	26,243	25,629	26,616	26,599	25,428	19,523	19,507
Adjusted Net Earnings	23,203	17,754	17,337	17,660	15,284	17,429	13,258	14,854
Adjusted Net Earnings per share	0.12	0.09	0.09	0.09	0.08	0.11	0.09	0.10
Adjusted EBITDA	48,068	41,017	38,804	41,630	39,436	33,848	26,054	28,144
Average gold price⁴	2,070	1,971	1,928	1,976	1,890	1,726	1,729	1,871
Average silver price⁵	23.34	23.20	23.57	24.13	22.55	21.17	19.23	22.60

1.	All amounts in thousands of U.S. dollars except for GEOs, per share information, and average gold and silver price.

2.	Sum of all the quarters may not add up to the annual total due to rounding.

GEOs, adjusted net earnings, adjusted net earnings per share and adjusted EBITDA as presented above are non-IFRS financial performance measures with no standardized meaning under IFRS Accounting Standards and therefore may not be comparable to similar measures presented by other issuers. For further information and a detailed reconciliation of GEOs, adjusted net earnings, adjusted net earnings per share and adjusted EBITDA to the most directly comparable IFRS Accounting Standards measure, see ‘‘Non-IFRS Financial Performance Measures’’ in this MD&A.

4.	Based on the LBMA PM fix.

5.	Based on the LBMA fix.

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In the first quarter of 2024 we acquired the Steppe Prepaid Gold Interest. In the fourth quarter of 2023, we acquired a GRR on the Johnson Camp Mine, operated by Excelsior. In the third quarter of 2023, we acquired an additional royalty interest in Stawell. In the second quarter of 2023, we acquired the Agbaou royalty and participated in the execution of the Nevada Copper financing package. In the first quarter of 2023 we completed the Maverix acquisition, adding nearly 150 assets. In the fourth quarter of 2022, we increased our NSR royalty on Nevada Copper’s open pit project and provided remaining funding for the Nevada Copper gold and silver stream. In the third quarter of 2022, we listed our shares on the NYSE and acquired the Steppe Gold Prepaid Gold Interest. In the second quarter of 2022, we acquired the Sofia royalty.

Commitments and Contingencies

From time to time, we are and may be involved in disputes with other parties arising in the ordinary course of business that may result in litigation. If we are unable to resolve these disputes favorably, it may have a material adverse impact on our financial condition, cash flow and results of operations. We record a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. We are not currently involved in any material legal proceedings.

Contractual Obligations and Commitments

In the normal course of business, we enter into contracts that give rise to commitments for future minimum payments.

Stream Agreements

As of March 31, 2024, we had significant commitments to make per-ounce cash payments for precious metals and copper pursuant to the terms of the metals purchase and sale agreements, as detailed in the following table:

Attributable

volume

Per unit

Mineral interest

Commodity

Inception date

Unit

purchased

cash payment

Term

Cerro Lindo

Silver

Dec. 20, 2016

Ounce

65%¹

10% of monthly average

Life of mine

Altan Tsagaan Ovoo

Gold

Aug. 11, 2017

Ounce

25%²

17% of spot

Life of mine

Altan Tsagaan Ovoo

Silver

Aug. 11, 2017

Ounce

4%³

17% of spot

Life of mine

Pumpkin Hollow

Gold

Dec. 21, 2017

Ounce

97.5%⁴

5% of spot

Life of mine

Pumpkin Hollow

Silver

Dec. 21, 2017

Ounce

97.5%⁴

5% of spot

Life of mine

Gunnison

Copper

Oct. 30, 2018

Pound

16.5%⁵

25% of spot

Life of mine

Buriticá

Silver

Mar. 15, 2019

Ounce

100%⁶

5% of spot

Life of mine

Impala Bafokeng

Gold

Jan. 23, 2020

Ounce

70%⁷

5% of spot

Life of mine

Northparkes

Gold

Jul. 10, 2020

Ounce

54%⁸

10% of spot

Life of mine

Northparkes

Silver

Jul. 10, 2020

Ounce

80%⁸

10% of spot

Life of mine

La Bolsa

Gold

Jan. 19, 2023

Ounce

Lesser of $450 and spot

Life of mine

La Colorada

Gold

Jan. 19, 2023

Ounce

100%

Lesser of $650 and spot

Life of mine

El Mochito

Silver

Jan. 19, 2023

Ounce

25%

25% of spot

Life of mine

Moss

Silver

Jan. 19, 2023

Ounce

100%

20% of spot

Life of mine

Prepaid interests

Auramet

Gold

Jan. 19, 2023

Ounce

1,250 ounces per
quarter

16% of spot

Until certain commercial
conditions are achieved

⁹

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1.	65% of payable silver produced from Cerro Lindo until 19.5 million ounces have been delivered and 25% thereafter.

2.	25% of gold from ATO until 46,000 ounces of gold have been delivered and thereafter, 25% of gold subject to an annual cap of 7,125 ounces.

3.	50% of silver from ATO until 375,000 ounces of silver have been delivered and thereafter, 50% of silver subject to an annual cap of 59,315 ounces.

Streamed gold is to be based on a fixed gold-to-copper ratio (being 162.5 ounces of gold for each million pounds of payable copper over the life of the asset) multiplied by a 97.5% gold stream percentage and streamed silver is to be based on a fixed silver-to-copper ratio (being 3,131 ounces of silver for each million pounds of payable copper over the life of the asset) multiplied by a 97.5% silver stream percentage.

The stream percentage of refined copper produced from the Gunnison mine ranges from 3.5% to 16.5% depending on the Gunnison mine’s total production capacity, with the stream percentage starting at 16.5% and decreasing as the Gunnison mine’s production capacity increases. We have the option to increase our stream participation percentage by paying an additional deposit of an amount up to $65 million.

6.	Streamed silver is to be based on a fixed silver-to-gold ratio of 1.84 over the life of the asset.

7.	70% of the payable gold until 261,000 ounces have been delivered and 42% thereafter.

8.	54% of the payable gold produced from the Northparkes mine until 630,000 ounces have been delivered and 27% thereafter; 80% of payable silver produced from the Northparkes mine until 9 million ounces have been delivered and 40% thereafter.

9.	On and after September 27, 2031 and the delivery of 50,000 ounces of gold.

Investments in Stream and Royalty Interests

As of March 31, 2024, we had commitments related to the acquisition of streams and royalties as detailed in the following table:


Company	Project (Asset)	Payments		Triggering Event
Centerra Gold Inc.¹	Kemess Project	$	10 million	Positive construction decision
		$	10 million	1st anniversary of positive construction decision
		$	12.5 million	2nd anniversary of positive construction decision
		$	12.5 million	3rd anniversary of positive construction decision
Nevada Copper Inc.	Tedeboy Area	$	5 million	Payment contingent upon commencement of commercial production
DS McKinnon Holdings Limited	Hemlo		C$50,000	For each 100,000 ounces of gold produced by the Hemlo mine in excess of 675,000 ounces
154619 Canada Inc.	Eagle River		C$50,000	For each 50,000 ounces of gold produced by the Eagle River mine in excess of 207,000 ounces
Silvercorp Metals²	Silvertip		Payment of deferred equity consideration	Payment contingent upon commencement of commercial production and cumulative throughput of 400,000 tonnes of ore
Newmont Corporation	Portfolio of royalties		Up to $15 million	Payment contingent upon achievement of certain production milestones
Barrick Gold Corporation	Portfolio of royalties		Up to $10 million	Payment contingent upon certain commercial conditions
Orion Minerals Ltd.	Prieska Copper‐Zinc Mine (Gross Revenue Return)		A$3.8 million³	Contingent upon satisfying milestone conditions
	Prieska Copper‐Zinc Mine (Gold and Silver Stream)		$80 million⁴	Conditional upon obtaining South African Reserve Bank exchange control approvals, the mine being fully funded and the finalization of an executable mine plan to Triple Flag’s satisfaction. If the above conditions are met, funding is to be provided in tranches with each tranche subject to the mine continuing to be fully funded to production, among other conditions, and of an amount not to exceed planned expenditures for the next 90 days.

1.	Kemess stream agreement is with AuRico Metals Inc., a subsidiary of Centerra Gold Inc.

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2.	Maverix acquired the Silvertip royalty from 0875786 BC. Ltd., a subsidiary of Silvercorp Metals Inc. (“Silvercorp”). The payment of the deferred equity consideration is payable to Silvercorp.

3.	GRR closed on July 21, 2023 and as at 31 March 2024 a total draw of A$6.2million was completed.

4.	Triple Flag has the option to reject the mine plan and supporting documentation, entitling either party to terminate the Stream Agreement.

The commitments noted in the table above are expected to be funded from operating cash flow over the next few years.

Contractual Obligations and Commitments


($ thousands)	Less than 1 year		1–3 years		3–5 years		More than 5 years		Total
Lease¹	$	389	$	745	$	699	$	264	$	2,097
Lease interest¹		123		177		77		7		384
Debt repayments²		18,000		42,000		—		—		60,000
Debt interest²		3,589		5,155		—		—		8,744
Standby charges²		1,772		2,510	$	—		—		4,282
	$	23,873	$	50,587	$	776	$	271	$	75,507

1.	We are committed to minimum amounts under long-term lease agreements for office space, which expire in 2025.

2.	Represents the Credit Facility, which matures on August 30, 2026. Subsequent to quarter-end, we repaid $18 million under the Credit Facility, leaving a remaining balance of $42 million.

Off-Balance Sheet Arrangements or Commitments

We have not entered into any off-balance sheet arrangements or commitments other than as set forth under ‘‘Contractual Obligations and Commitments’’.

Contingencies

Contingencies can be either possible assets or possible liabilities arising from past events which, by their nature, will be resolved only when one or more future events, not wholly within our control, occur or fail to occur. The assessment of such contingencies inherently involves the exercise of significant judgment and estimates of the outcome of future events. Refer to Note 18 of the Annual Financial Statements for further details on the contingencies.

We are not aware of any known trends, commitments (other than as described above), events or uncertainties that will materially affect the Company.

Risk and Risk Management

We are in the business of rational risk-taking in pursuit of value creation. Effective risk management is core to the attainment of those often-competing priorities. The ability to deliver on our vision and strategic objectives depends on our ability to understand and effectively respond to and mitigate the risks or uncertainties we face. For additional information about these risks see the “Risk and Risk Management” section of the Company’s most recent Annual Report and the “Risk Factors” section of the Company’s most recent AIF, both of which are available from time to time on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Also see the “Cautionary Statement on Forward-Looking Information” in this MD&A.

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Disclosure Controls & Procedures

Management is responsible for establishing and maintaining a system of disclosure controls and procedures to provide reasonable assurance that all material information relating to the Company is gathered and reported to senior management, including the Chief Executive Officer and Chief Financial Officer of the Company, on a timely basis so that appropriate decisions can be made regarding public disclosure, including to ensure that information required to be disclosed by the Company in reports that the Company files or submits under the U.S. Securities Exchange Act of 1934, as amended (the “U.S. Exchange Act”), and applicable Canadian securities laws is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and the Canadian securities regulatory authorities. Management, under the oversight of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures as of March 31, 2024. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (as defined in National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings and in Rule 13a-15(e) and Rule 15d-15(e) under the U.S. Exchange Act) were effective as of March 31, 2024.

The Company’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, and the Chief Executive Officer and Chief Financial Officer do not expect that the disclosure controls and procedures will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Disclosure controls and procedures have been designed to provide reasonable assurance that all relevant information required to be disclosed by the Company is accumulated and communicated to senior management as appropriate to allow timely decisions regarding required disclosure.

Internal Controls over Financial Reporting

The Chief Executive Officer and Chief Financial Officer are responsible for establishing and maintaining internal controls over financial reporting in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS Accounting Standards. The Company’s internal control framework was designed based on the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission 2013 Framework.

There was no change in the Company’s internal controls over financial reporting that occurred during the three months ended March 31, 2024 that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as at March 31, 2024 using the COSO framework. Based on management’s assessment, the Company’s internal control over financial reporting was effective as at March 31, 2024.

The Company’s management, including the Chief Executive Officer and Chief Financial Officer, believe that any internal controls over financial reporting and disclosure controls and procedures, no matter how well designed, can have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance that the objectives of the control system are met.

IFRS Accounting Standards Critical Accounting Policies and Accounting Estimates

Management has discussed the development and selection of our critical accounting estimates with the Audit & Risk Committee and Board of Directors, and the Audit & Risk Committee has reviewed the disclosure relating to such estimates in conjunction with its review of this MD&A. The accounting policies and methods we utilize determine how

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we report our financial condition and results of operations, and they may require management to make estimates or rely on assumptions about matters that are inherently uncertain. The consolidated financial statements have been prepared in accordance with IFRS as issued by the International Accounting Standards Board. Our material accounting policies are disclosed in Note 3 to the Annual Financial Statements, including a summary of current and future changes in accounting policies, which are included in Note 5 to the Annual Financial Statements.

Critical Accounting Estimates and Judgments

Certain accounting estimates have been identified as being “critical” to the presentation of our financial condition and results of operations because they require us to make subjective and/or complex judgments about matters that are inherently uncertain; or there is a reasonable likelihood that materially different amounts could be reported under different conditions or using different assumptions and estimates. Our significant accounting judgments, estimates and assumptions are disclosed in Note 4 to the Annual Financial Statements.

Non-IFRS Financial Performance Measures

Gold Equivalent Ounces (“GEOs”)

GEOs are a non-IFRS measure that is based on stream and royalty interests and calculated on a quarterly basis by dividing all revenue from such interests for the quarter by the average gold price during such quarter. The gold price is determined based on the LBMA PM fix. For periods longer than one quarter, GEOs are summed for each quarter in the period. Management uses this measure internally to evaluate our underlying operating performance across our stream and royalty portfolio for the reporting periods presented and to assist with the planning and forecasting of future operating results. GEOs are intended to provide additional information only and do not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The measures are not necessarily indicative of gross profit or operating cash flow as determined under IFRS Accounting Standards. Other companies may calculate these measures differently. The following table reconciles GEOs to revenue, the most directly comparable IFRS Accounting Standards measure:


	Three months ended
	March
($ thousands, except average gold price and GEOs information)	2024	2023
Revenue	57,528	50,269
Average gold price per ounce	2,070	1,890
GEOs	27,794	26,599

Adjusted Net Earnings and Adjusted Net Earnings per Share

Adjusted net earnings is a non-IFRS financial measure, which excludes the following from net earnings:

●

impairment charges, write-downs, and reversals, including expected credit losses;

●

gain/loss on sale or disposition of assets/mineral interests;

●

foreign currency translation gains/losses;

●

increase/decrease in fair value of investments;

●

non-recurring charges; and

●

impact of income taxes on these items.

Management uses this measure internally to evaluate our underlying operating performance for the reporting periods presented and to assist with the planning and forecasting of future operating results. Management believes that adjusted

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net earnings is a useful measure of our performance because impairment charges, write-downs, and reversals, including expected credit losses, gain/loss on sale or disposition of assets/mineral interests, foreign currency translation gains/losses, increase/decrease in fair value of investments, and non-recurring charges do not reflect the underlying operating performance of our core business and are not necessarily indicative of future operating results. The tax effect is also excluded to reconcile the amounts on a post-tax basis, consistent with net earnings. Management’s internal budgets and forecasts and public guidance do not reflect the types of items we adjust for. Consequently, the presentation of adjusted net earnings enables users to better understand the underlying operating performance of our core business through the eyes of management. Management periodically evaluates the components of adjusted net earnings based on an internal assessment of performance measures that are useful for evaluating the operating performance of our business and a review of the non-IFRS measures used by industry analysts and other streaming and royalty companies. Adjusted net earnings is intended to provide additional information only and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The measures are not necessarily indicative of gross profit or operating cash flow as determined under IFRS Accounting Standards. Other companies may calculate these measures differently. The following table reconciles adjusted net earnings to net earnings, the most directly comparable IFRS Accounting Standards measure.

Reconciliation of Net Earnings to Adjusted Net Earnings


	Three months ended
	March 31
($ thousands, except share and per share information)	2024		2023
Net earnings	$	17,424	$	16,534
Impairment reversal		(589)		—
Expected credit losses		6,851		—
Foreign currency translation gain		(40)		(45)
Decrease (Increase) in fair value of investments		427		(1,308)
Income tax effect		(870)		103
Adjusted net earnings	$	23,203	$	15,284
Weighted average shares outstanding – basic		201,140,642		191,778,186
Net earnings per share	$	0.09	$	0.09
Adjusted net earnings per share	$	0.12	$	0.08

Free Cash Flow

Free cash flow is a non-IFRS measure that deducts acquisition of other assets (excluding acquisition of investments and prepaid gold interests or mineral interests) from operating cash flow. Management believes this to be a useful indicator of our ability to operate without reliance on additional borrowing or usage of existing cash. Free cash flow is intended to provide additional information only and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The measure is not necessarily indicative of operating profit or operating cash flow as determined

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under IFRS Accounting Standards. Other companies may calculate this measure differently. The following table reconciles free cash flow to operating cash flow, the most directly comparable IFRS Accounting Standards measure:


	Three months ended
	March 31
($ thousands)	2024		2023
Operating cash flow	$	38,875	$	38,870
Acquisition of other assets		—		—
Free cash flow	$	38,875	$	38,870

Adjusted EBITDA

Adjusted EBITDA is a non-IFRS financial measure, which excludes the following from net earnings:

●

income tax expense;

●

finance costs, net;

●

depletion and amortization;

●

impairment charges, write-downs, and reversals, including expected credit losses;

●

gain/loss on sale or disposition of assets/mineral interests;

●

foreign currency translation gains/losses;

●

increase/decrease in fair value of investments;

●

non-cash cost of sales related to prepaid gold interests; and

●

non-recurring charges

Management believes that adjusted EBITDA is a valuable indicator of our ability to generate liquidity by producing operating cash flow to fund working capital needs, service debt obligations and fund acquisitions. Management uses adjusted EBITDA for this purpose. Adjusted EBITDA is also frequently used by investors and analysts for valuation purposes, whereby adjusted EBITDA is multiplied by a factor or ‘‘multiple’’ that is based on an observed or inferred relationship between adjusted EBITDA and market values to determine the approximate total enterprise value of a company.

In addition to excluding income tax expense, finance costs, net and depletion and amortization, adjusted EBITDA also removes the effect of impairment charges, write-downs, and reversals, including expected credit losses, gain/loss on sale or disposition of assets/mineral interests, foreign currency translation gains/losses, increase/decrease in fair value of investments, non-cash cost of sales related to prepaid gold interests and non-recurring charges. We believe these items provide a greater level of consistency with the adjusting items included in our adjusted net earnings reconciliation, with the exception that these amounts are adjusted to remove any impact of income tax expense as they do not affect adjusted EBITDA. We believe this additional information will assist analysts, investors and our shareholders to better understand our ability to generate liquidity from operating cash flow, by excluding these amounts from the calculation as they are not indicative of the performance of our core business and not necessarily reflective of the underlying operating results for the periods presented.

Adjusted EBITDA is intended to provide additional information to investors and analysts and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. Adjusted EBITDA is not necessarily indicative of operating profit or operating cash flow as determined under IFRS Accounting Standards. Other companies may calculate adjusted EBITDA differently. The following table reconciles adjusted EBITDA to net earnings, the most directly comparable IFRS Accounting Standards measure.

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Reconciliation of Net Earnings to Adjusted EBITDA


	Three months ended
	March 31
($ thousands)	2024		2023
Net earnings	$	17,424	$	16,534
Finance costs, net		1,294		1,308
Income tax expense		2,718		1,366
Depletion and amortization		17,810		16,021
Impairment reversal		(589)		—
Expected credit losses¹		6,851		—
Non-cash cost of sales related to prepaid gold interests		2,173		5,560
Foreign currency translation gain		(40)		(45)
Decrease (Increase) in fair value of investments		427		(1,308)
Adjusted EBITDA	$	48,068	$	39,436

1.	Expected credit losses for the three months ended March 31, 2024 primarily relate to expected credit loss provision for loan receivables.

Gross Profit Margin and Asset Margin

Gross profit margin is an IFRS Accounting Standards financial measure which we define as gross profit divided by revenue. Asset margin is a non-IFRS financial measure which we define by taking gross profit and adding back depletion and non-cash cost of sales related to prepaid gold interests and dividing by revenue. We use gross profit margin to assess profitability of our metal sales and asset margin to evaluate our performance in increasing revenue, containing costs and providing a useful comparison to our peers. Asset margin is intended to provide additional information only and does not have any standardized definition under IFRS Accounting Standards and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The following table reconciles asset margin to gross profit margin, the most directly comparable IFRS Accounting Standards measure:


	Three months ended
	March 31
($ thousands except Gross profit margin and Asset margin)	2024		2023
Revenue	$	57,528	$	50,269
Less: Cost of sales		24,269		27,395
Gross profit		33,259		22,874
Gross profit margin		58%		46%
Gross profit	$	33,259	$	22,874
Add: Depletion		17,720		15,928
Add: Non-cash cost of sales related to prepaid gold interests		2,173		5,560
		53,152		44,362
Revenue		57,528		50,269
Asset margin		92%		88%

Public Securities Filings and Regulatory Announcements

Additional information related to Triple Flag, including the Company’s most recent AIF, is available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. These documents contain descriptions of certain of Triple Flag’s stream and royalty and related interests, as well as a description of risk factors affecting the Company. For additional information, please see our website at www.tripleflagpm.com. The content of any website referred to in this report is not incorporated by reference in, and does not form part of, this report.

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Forward-Looking Information

This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities laws and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, respectively (collectively referred to herein as “forward-looking information”). Forward-looking information may be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “outlook”, “forecasts”, “projection”, “prospects”, “strategy”, “intends”, “anticipates”, “believes” or variations of such words and phrases or terminology which states that certain actions, events or results “may”, “could”, “would”, “might”, “will”, “will be taken”, “occur” or “be achieved”. Forward-looking information in this MD&A includes, but is not limited to, statements with respect to the Company’s annual guidance, operational and corporate developments for the Company, developments in respect of the Company’s portfolio of royalties and streams and related interests and those developments at certain of the mines, projects or properties that underlie the Company’s interests and our assessments of, and expectations for, future periods (including, but not limited to, the long-term production outlook for GEOs). Our assessments of and expectations for future periods described in this MD&A, including our future financial outlook and anticipated events or results, business, financial position, business strategy, growth plans, strategies, budgets, operations, financial results, taxes, dividend policy, plans and objectives, are considered forward-looking information. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding possible future events or circumstances.

The forward-looking information included in this MD&A is based on our opinions, estimates and assumptions in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we currently believe are appropriate and reasonable in the circumstances. The forward-looking statements contained in this MD&A are also based upon the ongoing operation of the properties in which we hold a stream, royalty or other similar 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; and the accuracy of publicly disclosed expectations for the development of underlying properties that are not yet in production. These assumptions include, but are not limited to, the following: assumptions in respect of current and future market conditions and the execution of our business strategies; that operations, or ramp-up where applicable, at properties in which we hold a royalty, stream or other interest continue without further interruption through the period; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated, intended or implied. Despite a careful process to prepare and review the forward-looking information, there can be no assurance that the underlying opinions, estimates and assumptions will prove to be correct. Forward-looking information is also subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such risks, uncertainties and other factors include, but are not limited to, those set forth under the caption “Risk Factors” in our most recently filed AIF, which is available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. In addition, we note that Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability and inferred resources are considered too geologically speculative for the application of economic considerations.

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Although we have attempted to identify important risk factors that could cause actual results or future events to differ materially from those contained in the forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this MD&A represents our expectations as of the date of this MD&A and is subject to change after such date. We disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required by applicable securities laws. All of the forward-looking information contained in this MD&A is expressly qualified by the foregoing cautionary statements.

Cautionary Statement to U.S. Investors

Information contained or referenced in this MD&A or in the documents referenced herein concerning the properties, technical information and operations of Triple Flag has been prepared in accordance with requirements and standards under Canadian securities laws, which differ from the requirements of the U.S. Securities and Exchange Commission (“SEC”) under subpart 1300 of Regulation S-K (“S-K 1300”). Because the Company is eligible for the Multijurisdictional Disclosure System adopted by the SEC and Canadian Securities Administrators, Triple Flag is not required to present disclosure regarding its mineral properties in compliance with S-K 1300. Accordingly, certain information contained in this MD&A may not be comparable to similar information made public by U.S. companies subject to reporting and disclosure requirements of the SEC.

Technical and Third-Party Information

Triple Flag does not own, develop or mine the underlying properties on which it holds stream or royalty interests. As a royalty or stream holder, Triple Flag has limited, if any, access to properties included in its asset portfolio. As a result, Triple Flag is dependent on the owners or operators of the properties and their qualified persons to provide information to Triple Flag or on publicly available information to prepare disclosure pertaining to properties and operations on the properties on which Triple Flag holds stream, royalty or other similar interests. Triple Flag generally has limited or no ability to independently verify such information. Although Triple Flag does not believe that such information is inaccurate or incomplete in any material respect, there can be no assurance that such third-party information is complete or accurate.

Exhibit 99.2

Unaudited Condensed Interim Consolidated Financial Statements of
Triple Flag Precious Metals Corp.

For the three months ended March 31, 2024

(Expressed in United States Dollars)

Triple Flag Precious Metals Corp.

Condensed Interim Consolidated Balance Sheets


($US thousands) (Unaudited)		As at March 31, 2024		As at December 31, 2023

ASSETS
Cash and cash equivalents	$	29,361	$	17,379
Amounts receivable and prepaid expenses (Note 5)		20,105		13,725
Prepaid gold interests (Note 7a)		13,536		7,699
Investments (Note 7b)		7,151		6,248
Loans receivable (Note 6)		6,051		8,990
Income tax receivable		2,177		1,605
Inventory		141		1,392
Current assets		78,522		57,038

Mineral interests (Note 8)		1,757,779		1,773,053
Loans receivable (Note 6)		22,310		18,986
Prepaid gold interests (Note 7a)		31,643		32,549
Deferred income tax		10,066		9,343
Other assets		3,236		3,495
Non-current assets		1,825,034		1,837,426

TOTAL ASSETS	$	1,903,556	$	1,894,464

LIABILITIES AND EQUITY
Liabilities
Amounts payable and other liabilities	$	14,574	$	15,666
Lease obligation		389		390
Income tax payable		2,871		1,259
Current liabilities		17,834		17,315

Debt (Note 9)		60,000		57,000
Lease obligation		1,631		1,756
Deferred income tax		4,156		3,638
Other non-current liabilities		4,930		4,014
Non-current liabilities		70,717		66,408

Shareholders’ equity
Share capital (Note 12)		1,746,606		1,749,180
Retained earnings		52,983		46,831
Other		15,416		14,730
		1,815,005		1,810,741

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,903,556	$	1,894,464

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Triple Flag Precious Metals Corp.

Condensed Interim Consolidated Statements of Income


For the three months ended March 31 ($US thousands, except per share information) (Unaudited)		2024		2023

Revenue (Note 14)	$	57,528	$	50,269

Cost of sales
Cost of sales excluding depletion		(6,549)		(11,467)
Depletion		(17,720)		(15,928)
Gross profit		33,259		22,874

General administration costs (Note 10)		(5,478)		(5,672)
Business development costs (Note 10)		(834)		(1,574)
Impairment reversals		589		—
Expected credit losses (Note 6)		(6,851)		—
Operating income		20,685		15,628

Increase in fair value of prepaid gold interest (Note 7a)		2,104		2,345
Increase (decrease) in fair value of investments (Note 7b)		(427)		1,308
Finance costs, net		(1,294)		(1,308)
Other expenses		(773)		—
Sustainability initiatives		(193)		(118)
Foreign currency translation gain		40		45
Other (expenses) / income		(543)		2,272

Earnings before income taxes		20,142		17,900
Income tax expense		(2,718)		(1,366)
Net earnings	$	17,424	$	16,534

Earnings per share
Basic	$	0.09	$	0.09
Diluted	$	0.09	$	0.09

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Triple Flag Precious Metals Corp.

Condensed Interim Consolidated Statements of Cash Flows


For the three months ended March 31 ($US thousands, except per share information) (Unaudited)		2024		2023

Operating activities
Net earnings	$	17,424	$	16,534
Adjustments for the following items:
Depletion		17,720		15,928
Non-cash cost of sales related to prepaid gold interests		2,173		5,560
Amortization (Note 10)		90		93
Expected credit losses (Note 6)		6,851		—
Increase in fair value of prepaid gold interests (Note 7a)		(2,104)		(2,345)
Decrease (increase) in fair value of investments (Note 7b)		427		(1,308)
Stock-based compensation expense		686		847
Income tax expense		2,718		1,366
Finance and other costs, net		1,257		1,916
Operating cash flow before working capital and taxes		47,242		38,591
Income taxes paid		(1,885)		(1,226)
Change in working capital (Note 16)		(6,482)		1,505
Operating cash flow		38,875		38,870

Investing activities
Acquisition of mineral interests (Note 8)		(1,436)		(146,004)
Acquisition of loans receivable (Note 6)		(6,885)		(8,500)
Acquisition of investments and prepaid gold interests (Note 7)		(6,330)		(741)
Net cash used in investing activities		(14,651)		(155,245)

Financing activities
Proceeds from issuance of debt (Note 9)		10,000		110,000
Repayments of debt (Note 9)		(7,000)		(30,000)
Proceeds from exercise of stock options (Note 12)		370		805
Normal course issuer bid purchase of common shares (Note 12)		(3,582)		(2,571)
Dividends paid (Note 12)		(10,556)		(10,042)
Repayments and interest on lease obligation		(81)		(84)
Payments of interest and other financing costs		(1,413)		(1,121)
Net cash from/(used in) financing activities		(12,262)		66,987
Effect of exchange rate changes on cash and cash equivalents		20		2
(Decrease)/increase in cash and cash equivalents during the quarter		11,982		(49,386)
Cash and cash equivalents at beginning of the quarter		17,379		71,098
Cash and cash equivalents at end of the quarter	$	29,361	$	21,712

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Triple Flag Precious Metals Corp.

Condensed Interim Consolidated Statements of Changes in Equity




($US thousands, except share information) (Unaudited)	Common Shares	Share Capital		Retained Earnings		Other		Total

At January 1, 2023	155,685,593	$	1,250,194	$	63,670	$	4,615	$	1,318,479

Shares issued to Maverix shareholders	45,097,390		491,111		—		—		491,111
Issuance of shares from exercise of stock options	210,367		805		—		—		805
Normal course issuer bid purchase of common shares	(191,206)		(1,536)		(1,035)		—		(2,571)
Stock-based compensation granted to Maverix employees	—		—		—		6,709		6,709
Stock-based compensation expense	—		—		—		847		847
Net earnings	—		—		16,534		—		16,534
Dividends	—		—		(10,042)		—		(10,042)
Warrants issued to Maverix shareholders	—		—		—		7,938		7,938
Automatic Share Purchase Plan	—		—		—		(3,859)		(3,859)
Balance at March 31, 2023	200,802,144	$	1,740,574	$	69,127	$	16,250	$	1,825,951

At January 1, 2024	201,353,962	$	1,749,180	$	46,831	$	14,730	$	1,810,741

Issuance of shares from exercise of stock options	49,731		292		—		—		292
Normal course issuer bid purchase of common shares and ASPP (Note 12)	(283,100)		(2,866)		(716)		—		(3,582)
Stock-based compensation expense	—		—		—		686		686
Net earnings	—		—		17,424		—		17,424
Dividends	—		—		(10,556)		—		(10,556)
Balance at March 31, 2024	201,120,593	$	1,746,606	$	52,983	$	15,416	$	1,815,005

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

1. Nature of operations

Triple Flag Precious Metals Corp. (“TF Precious Metals”) was incorporated on October 10, 2019 under the Canada Business Corporations Act. TF Precious Metals is domiciled in Canada and the address of its registered office is 161 Bay Street, Suite 4535, Toronto, Ontario, M5J 2S1, Canada.

The condensed interim consolidated financial statements of TF Precious Metals for the three months ended March 31, 2024 and 2023 comprise TF Precious Metals and its wholly owned subsidiaries (together, the “Company” or “Triple Flag”).

The Company is a precious-metals-focused streaming and royalty company. Its revenues are largely generated from a diversified portfolio of properties in Australia, Canada, Chile, Colombia, Cote d’Ivoire, Mexico, Mongolia, Peru, South Africa and the United States.

2. Basis of presentation

These condensed interim consolidated financial statements of TF Precious Metals and its subsidiaries have been prepared in accordance with International Financial Reporting Standards (“IFRS Accounting Standards” or “IFRS”) as issued by the International Accounting Standards Board (“IASB”), applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34, Interim Financial Reporting.

These condensed interim consolidated financial statements should be read in conjunction with TF Precious Metals’ most recently issued audited financial statements for the years ended December 31, 2023, and 2022 (“2023 Annual Financial Statements”), which include information necessary or useful to understanding the Company’s business and financial statement presentation. In particular, the Company’s material accounting policies were presented in Note 3 to the 2023 Annual Financial Statements and have been consistently applied in the preparation of these condensed interim consolidated financial statements. Certain comparative figures have been reclassified to conform to current year presentation. There were no new accounting standards effective January 1, 2024 that had a material impact to the Company’s financial statements as at March 31, 2024. These condensed interim consolidated financial statements were authorized for issuance by the Board of Directors of TF Precious Metals on May 7, 2024.

3. Critical accounting estimates and judgments

The judgments, estimates, assumptions and risks discussed here reflect updates from the 2023 Annual Financial Statements. For judgments, estimates, assumptions and risks related to other areas not discussed in these condensed interim consolidated financial statements, please refer to Note 4 of the 2023 Annual Financial Statements.

Impairment

As at March 31, 2024, the Company identified an indicator of impairment for its stream interest in the Moss mine. As a result, the Company performed an impairment assessment considering relevant production scenarios. The Company concluded that the recoverable amount exceeded the carrying amount and as such, no impairment charge was recognized in the condensed interim consolidated statement of income for the three months ended March 31, 2024.

4. Key developments

Kensington litigation settlement

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

As part of the settlement agreement, Triple Flag shall receive $6.75 million in Coeur shares ($3.0 million received in April 2024, and $3.75 million to be received in the first quarter of 2025). The Coeur share consideration is in settlement of royalties in arrears and litigation expenses incurred. As such, the settlement amounts were recognized as revenue and recoupment of costs in the condensed interim consolidated statement of income for the three months ended March 31, 2024.

Further to that settlement, Triple Flag and Coeur agreed to amend the terms of the existing Kensington royalty to provide that:

●

Effective January 1, 2024, the royalty will pay at a rate of 1.25% of net smelter returns occurring through to December 31, 2026;

●

The royalty rate will increase to 1.50% of net smelter returns from January 1, 2027; and

●

The amended net smelter return (“NSR”) royalty is subject to a cap of two million ounces of gold, adjusted for consideration received related to royalties in arrears.

5. Amounts receivable and prepaid expenses


As at	March 31, 2024		December 31, 2023
Royalty receivables	$	17,632	$	11,655
Other receivables		1,364		652
Prepaid expenses		717		1,190
Sales tax recoverable		392		228
Total amounts receivable and prepaid expenses	$	20,105	$	13,725

Royalty receivables represent amounts that are generally collected within 60 days of quarter-end. Prepaid expenses largely represent various insurance programs that are in place.

Royalty receivables and other receivables include $6.75 million pursuant to the Kensington litigation settlement (refer to Note 4). Subsequent to quarter end, Triple Flag received the first tranche of Coeur shares valued at $3.0 million as partial settlement of these receivables, in accordance with the terms of the settlement agreement.

6. Loans receivable


As at	March 31, 2024		December 31, 2023
Loan receivable – Elevation	$	17,731	$	17,731
Promissory and demand notes receivable – Elevation		13,090		6,490
Loan receivable – Nevada Copper		12,443		11,840
Convertible debenture – Excelsior Mining		1,671		1,638
Total loans receivable	$	44,935	$	37,699
Provision for expected credit losses		(16,574)		(9,723)
Net loans receivable	$	28,361	$	27,976
Current portion		6,051		8,990
Loans receivable – long-term	$	22,310	$	18,986

In conjunction with the acquisition of Maverix Metals Inc. (“Maverix”), Triple Flag acquired a $10.2 million loan receivable from Elevation Gold Mining Corp (“Elevation”) and subsequently provided an additional $2.0 million loan during the first quarter of 2023. On May 15, 2023, Triple Flag entered into an amended and restated loan agreement with Elevation and subsequently provided an additional $5.5 million loan during the second quarter of 2023. Under the terms of the amended and restated agreement, interest accrues at an interest rate of 10% per annum, payable quarterly. On March 15, 2024, the loan was further amended, removing the mandatory quarterly interest payments. The balance of the principal and interest is due on, or before, April 1, 2025.

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Triple Flag funded Elevation $6.5 million during the fourth quarter of 2023 and funded a further $6.6 million during the first quarter of 2024 through promissory and demand notes. The promissory note is due on May 31, 2024.

In connection with the Nevada Copper restart financing package for operations at the Pumpkin Hollow mine, its senior credit facility was amended on October 28, 2022 to provide for a new tranche of up to $25 million. The Company funded $2.5 million on each of February 22, 2023 and March 13, 2023, respectively. Pursuant to the binding financing package agreement dated May 9, 2023, entered with Triple Flag, Pala Investments Limited and Mercuria Energy Holdings (Singapore) Pte. Ltd, Triple Flag funded an additional $3.3 million to Nevada Copper during the second quarter of 2023. In September 2023, Triple Flag funded an additional $3.3 million, the last of its commitments under the financing package. The loan carries interest at SOFR plus an adjustment spread and a fixed margin. The loan matures on July 31, 2029 and can be repaid prior to maturity with no penalty.

On February 9, 2023, Triple Flag invested $1.5 million in Excelsior Mining Corp (“Excelsior”) in the form of a Convertible Debenture (“Debenture”). The Debenture matures on February 9, 2026 and carries interest at 10%. Interest is payable in cash or in Excelsior shares, at the election of Triple Flag. The Debenture also has a conversion feature whereby Triple Flag has the option to convert it into Excelsior shares prior to maturity.

The expected credit loss for the loans receivable is measured based on the general approach. Refer to Note 13 for more details. Triple Flag recorded a provision for expected credit loss against its loans receivable of $6.9 million related to Elevation in the condensed interim consolidated statement of income for the three months ended March 31, 2024 (2023: nil), resulting in a total provision for expected credit loss as at March 31, 2024 of $16.6 million (December 31, 2023: $9.7 million).

7. Investments and prepaid gold interests

7a. Prepaid gold interests


As at	March 31, 2024		December 31, 2023
Auramet	$	39,311	$	40,248
Steppe Gold		5,868		—
Total prepaid gold interests	$	45,179	$	40,248
Current portion		13,536		7,699
Non-current portion	$	31,643	$	32,549

For the three months ended March 31, 2024, the Company recognized a gain of $2.1 million (2023: $2.3 million) as a result of changes in fair value of prepaid gold interest.

Auramet

On January 19, 2023, as part of the Maverix acquisition, the Company acquired a prepaid gold interest with Auramet. The contract requires Auramet to deliver 1,250 ounces of gold to Triple Flag per quarter. Triple Flag is required to make ongoing cash payments equal to 16% of the spot gold price for each gold ounce delivered. On September 27, 2031 and after 50,000 ounces of gold have been delivered, Auramet shall have the option to terminate the prepaid interest agreement for a cash payment of $5 million less certain cash flows related to the gold deliveries. The Auramet Prepaid Gold Interest is accounted for as a financial asset at fair value through profit or loss. The remaining contractual ounces to be delivered as of March 31, 2024 are 36,250 ounces of gold. The prepaid interest is classified as level 2 of the fair value hierarchy.

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Steppe Gold

On March 15, 2024, Triple Flag and Steppe Gold agreed to amend and restate the Steppe Gold Prepaid Gold Interest agreement such that the Company would make a further cash payment of $5.0 million in exchange for delivery of 2,650 ounces of gold over 5 months, with the first delivery under the amended and restated agreement to be made in August 2024. The Steppe Gold Prepaid Gold Interest was accounted for as a financial asset at fair value through profit or loss. The prepaid interest is classified as level 2 of the fair value hierarchy.

7b. Investments

Investments comprise equity interests and warrants in publicly traded and private companies and have been recorded at fair value. The fair value of public equity investments is classified as level 1 of the fair value hierarchy, as the main valuation inputs used are quoted prices in active markets. The fair value of private equity investments is classified as level 3, as the relevant observable inputs are not available. The fair value of the level 1 investments is $5.6 million (2023: $4.7 million) and the fair value of the level 3 investments is $1.6 million (2023: $1.6 million).

For the three months ended March 31, 2024, the Company recognized a loss of $0.4 million (2023: $1.3 million gain) as a result of changes in fair value of investments.

8. Mineral interests


March 31, 2024	Mineral Streams		Royalties		Total¹
Cost
As at January 1, 2024	$	1,357,954	$	835,460	$	2,193,414
Additions²		—		1,538		1,538
As at March 31, 2024	$	1,357,954	$	836,998	$	2,194,952

Accumulated depletion and impairments
As at January 1, 2024	$	(337,290)	$	(83,071)	$	(420,361)
Depletion		(9,775)		(7,037)		(16,812)
As at March 31, 2024	$	(347,065)	$	(90,108)	$	(437,173)
Carrying value	$	1,010,889	$	746,890	$	1,757,779


December 31, 2023	Mineral Streams		Royalties		Total¹
Cost
As at January 1, 2023	$	1,281,254	$	285,857	$	1,567,111
Additions³		76,700		552,603		629,303
Disposals⁴		—		(3,000)		(3,000)
As at December 31, 2023	$	1,357,954	$	835,460	$	2,193,414

Accumulated depletion and impairments
As at January 1, 2023	$	(284,095)	$	(54,845)	$	(338,940)
Depletion		(44,747)		(21,390)		(66,137)
Impairment charges⁵		(8,448)		(6,836)		(15,284)
As at December 31, 2023	$	(337,290)	$	(83,071)	$	(420,361)
Carrying value	$	1,020,664	$	752,389	$	1,773,053

1.	Includes $1,153 million (2023: $1,168 million) of depletable mineral interest and $605 million (2023: $605 million) of non-depletable mineral interest.

2.	Includes $1.4 million funding for the Prieska royalty.

3.	Reflects acquisition of Maverix, the Agbaou royalty ($15.5 million), the Stawell royalty ($16.6 million), the Johnson Camp Mine royalty ($5.5 million), the Prieska royalty ($3.5 million) and the Nueva Recuperada royalty ($2.2 million).

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

4.	Reflects the Eastern Borosi royalty buy-down.

5.	Reflects impairment charges taken for the Renard stream ($8.5 million) and the Beaufor royalty ($6.8 million).

9. Debt


As at	March 31, 2024		December 31, 2023
Debt – beginning of year	$	57,000	$	—
Revolving Credit Facility drawdown		10,000		130,000
Repayments		(7,000)		(73,000)
Debt	$	60,000	$	57,000

Revolving Credit Facility

The Credit Facility is to be used for general corporate purposes and investments in the mineral industry, including the acquisition of mineral interests and other assets. The Credit Facility is secured by the Company’s assets, present and future (including mineral interests and other assets).

Advances under the Credit Facility can be drawn as follows:

●

Base rate loans with interest payable monthly at the greater of (a) the aggregate of (i) the Federal Funds Effective Rate and (ii) 1/2 of 1.0% per annum and (b) the Base Rate Canada, plus between 0.75% and 1.75% per annum (2023: 0.75% and 1.75% per annum) depending upon the Company’s leverage ratio; or

●	SOFR loans for periods of one, two, three or six months with interest payable at a rate of SOFR, plus between 1.75% and 2.75% per annum (December 31, 2023: 1.75% and 2.75% per annum), depending on the Company’s leverage ratio.

As at March 31, 2024, $60.0 million of the Credit Facility was drawn down (December 31, 2023: $57.0 million). Finance costs, net for the three months ended March 31, 2024 were $1.3 million (2023: $1.3 million), including interest charges and standby fees. The Credit Facility includes covenants that require the Company to maintain certain financial ratios, including the Company’s leverage ratios. As at March 31, 2024, all such ratios and requirements were met.

10. Operating expenses by nature¹


For the three months ended		March 31, 2024		March 31, 2023
Employee costs^2,3	$	4,568	$	3,943
Office, insurance and other expenses		1,241		1,162
Professional services³		413		2,048
Amortization		90		93
Total operating expenses	$	6,312	$	7,246

^1.Includes general administration costs and business development costs.

^2.Includes share-based compensation expense of $1.9 million (2023: $1.6 million).

^3.Certain costs have been presented within business development costs due to their nature.

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

11. Earnings per share – basic and diluted


	For the three months ended March 31
	2024				2023
	Basic		Diluted		Basic		Diluted
Net earnings	$	17,424	$	17,424	$	16,534	$	16,534
Weighted average shares outstanding		201,140,642		201,180,685		191,778,186		192,405,036
Earnings per share	$	0.09	$	0.09	$	0.09	$	0.09

12. Shareholders’ equity

Share capital

The Company is authorized to issue an unlimited number of common and preferred shares. At March 31, 2024, the share capital comprised 201,120,593 common shares with no par value.


	Number of common shares	Share capital
Balance at December 31, 2022	155,685,593	$	1,250,194
Issuance of shares pursuant to the Maverix acquisition	45,097,390		491,111
Exercise of stock options	256,799		442
Issuance of shares upon exercise of warrants¹	1,800,000		24,336
Normal course issuer bid purchase of common shares and ASPP	(1,485,820)		(16,903)
Balance at December 31, 2023	201,353,962	$	1,749,180
Exercise of stock options	49,731		292
Normal course issuer bid purchase of common shares and ASPP	(283,100)		(2,866)
Balance at March 31, 2024	201,120,593	$	1,746,606

On April 12, 2023, the holder of 1,800,000 Triple Flag share warrants, exercised the warrants and acquired 1,800,000 Triple Flag shares at an exercise price of $9.11 per share.

In November 2023, Triple Flag received approval from the TSX to renew its normal course issuer bid (“NCIB”). Under the NCIB, the Company may acquire up to 10,078,488 (2022 NCIB: 2,000,000) of its common shares from time to time in accordance with the NCIB procedures of the TSX. Repurchases under the NCIB are authorized until November 14, 2024. Daily purchases will be limited to 26,350 common shares, representing 25% of the average daily trading volume of the common shares on the TSX for the period from May 1, 2023 to October 31, 2023, except where purchases are made in accordance with the “block purchase exemption” of the TSX rules. All common shares that are repurchased by the Company under the NCIB will be cancelled.

For the three months ended March 31, 2024, the Company purchased 283,100 of its common shares under the NCIB for $3.6 million (2023: $2.6 million), of which $2.5 million (2023: $1.5 million) was share capital. Under our current NCIB, Triple Flag may purchase a remaining 9,623,788 common shares out of the authorized total of 10,078,488.

In connection with the NCIB, the Company established an Automatic Share Purchase Plan (“ASPP”) with the designated broker responsible for the NCIB. The ASPP is intended to allow for the purchase of common shares under the NCIB at times when the Company would ordinarily not be permitted to purchase its common shares due to regulatory restrictions and customary self-imposed blackout periods. The Company accrued $8.0 million (December 2023: $8.0 million) for share repurchases under the ASPP for the self-imposed blackout period over the quarter-end reporting period.

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Dividends

In the three months ended March 31, 2024, we declared and paid dividends in United States dollars totaling $10.6 million (2023: $10.0 million), which equates to an average dividend per share of $0.0525 (2023: $0.05). For the three months ended March 31, 2024, and the year ended December 31, 2023, no shares were issued from treasury for participation in the Distribution Reinvestment Plan.

13. Financial instruments

The Company’s financial instruments include cash and cash equivalents, amounts receivable (excluding sales taxes and prepaid expenses), investments and loans receivable, amounts payable and other liabilities, lease obligations and debt.

The Company applies all of the requirements of IFRS 9 to its financial instruments. The approach in IFRS 9 is based on how an entity manages its financial instruments and the contractual cash flow characteristics of the financial asset. IFRS 9 introduced a single expected credit loss impairment model, which is based on changes in debt or credit quality since initial recognition.

IFRS 9 applies an expected credit loss model to evaluate financial assets for impairment. The Company’s financial assets that are subject to credit risk include cash and cash equivalents, amounts receivable (excluding sales taxes and prepaid expenses) and loans receivable. The amounts receivable (excluding sales taxes and prepaid expenses) are carried at amortized cost and had a carrying value of $19.0 million as at March 31, 2024 (December 31, 2023: $12.3 million) and loans receivable at a carrying value of $28.4 million (December 31, 2023: $28.0 million).

The expected credit loss for the loans receivable is measured based on the general approach. Triple Flag recorded a provision for expected credit loss against its loans receivable of $6.9 million in the condensed interim consolidated statement of income for the three months ended March 31, 2024 (2023: nil), resulting in a total provision for expected credit loss as at March 31, 2024 of $16.6 million (December 31, 2023: $9.7 million). The expected credit loss was estimated as the difference between the contractual cash flows that are due to Triple Flag and the cash flows that management expects to receive, discounted at the original effective interest rate. Cash flows that management expects to receive are based on the expected ability of the counterparties to repay the amounts owed, which is dependent on a variety of factors including, among others, production results, operating costs, commodity prices and capital requirements. Triple Flag considered both quantitative and qualitative factors as part of this assessment.

The Company applies the simplified approach permitted by IFRS 9 for amounts receivable, which requires lifetime expected credit losses to be recognized from initial recognition of the receivables. Considering the current turnover and credit risk associated with the amounts receivable (excluding sales taxes and prepaid expenses), the application of the expected credit loss model did not have a significant impact, because the Company determined that the expected credit losses on these financial assets were nominal.

To provide an indication of the reliability of the inputs used in determining fair value, the Company classifies its financial instruments into the three levels prescribed under the accounting standards. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. Refer to Note 7 for additional details on investments that are measured at fair value.

The carrying value of amounts receivable (excluding sales taxes and prepaid expenses), cash and cash equivalents, investments, loans receivable, amounts payable and other liabilities, and debt approximates their fair value. Financial assets and financial liabilities as at March 31, 2024 and December 31, 2023 were as follows:

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)


			Financial assets		Financial liabilities
As at March 31, 2024	FVTPL		at amortized cost		at amortized cost
Cash and cash equivalents	$	—	$	29,361	$	—
Amounts receivable (excluding sales taxes and prepaid expenses)		—		18,996		—
Investments and prepaid gold interests		52,330		—		—
Loans receivable		—		28,361		—
Amounts payable and other liabilities		—		—		14,574
Debt		—		—		60,000
Total	$	52,330	$	76,718	$	74,574


			Financial assets		Financial liabilities
As at December 31, 2023	FVTPL		at amortized cost		at amortized cost
Cash and cash equivalents	$	—	$	17,379	$	—
Amounts receivable (excluding sales taxes and prepaid expenses)		—		12,307		—
Investments and prepaid gold interests		46,496		—		—
Loans receivable		—		27,976		—
Amounts payable and other liabilities		—		—		15,666
Debt		—		—		57,000
Total	$	46,496	$	57,662	$	72,666

14. Revenue

Revenue is comprised of the following:


For the three months ended March 31	2024		2023
Revenue from contracts with customers
Streaming and related interests
Gold	$	20,336	$	18,294
Silver		19,167		20,844
Other		—		2,135
Royalty Interests		16,653		8,951
Revenue – other		1,372		45
Total revenues	$	57,528	$	50,269

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Stream and royalty interest revenues were mainly earned from the following mineral interests:


For the three months ended March 31	2024		2023
Revenue from contracts with customers
Streaming and related interests
Cerro Lindo	$	13,628	$	13,975
Northparkes		13,009		5,189
Impala Bafokeng		3,181		2,874
Altan Tsagaan Ovoo		2,849		6,110
Auramet		2,608		2,460
Buriticá		2,015		2,793
La Colorada		1,137		1,266
Moss		1,076		2,993
Other		—		3,613
	$	39,503	$	41,273
Royalty Interests
Kensington	$	4,606	$	—
Beta Hunt		2,513		1,835
Fosterville		2,176		1,682
Camino Rojo		1,357		989
Young-Davidson		1,349		1,186
Dargues		1,099		389
Florida Canyon		928		463
Stawell		789		236
Agbaou		679		—
Other		1,157		2,216
	$	16,653	$	8,996
Revenue from contracts with customers	$	56,156	$	50,269
Revenue – other	$	1,372	$	-
Total revenues	$	57,528	$	50,269

15. Segment disclosure

The Company’s business is organized into one single operating segment, consisting of acquiring and managing precious metals and other high-quality streams and royalties. The Company’s chief operating decision-maker, the CEO, makes capital allocation decisions, reviews operating results and assesses performance.

Geographic revenues from the sale of metals acquired from streams and royalties is determined by the location of the mining operations giving rise to the stream or royalty interest.

For the three months ended March 31, 2024 and 2023, stream and royalty interest revenues were mainly earned from the following jurisdictions:

Triple Flag Precious Metals Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

For the three months ended March 31, 2024 and 2023.

(Tabular amounts expressed in thousands of US dollars, except share and per share information)

Revenue by geography


For the three months ended March 31	2024		2023
Australia¹	$	19,871	$	10,081
Peru²		13,843		14,124
United States³		10,591		5,961
South Africa⁴		3,181		2,874
Mongolia⁴		2,849		6,110
Mexico⁶		2,743		2,928
Colombia⁴		2,015		2,793
Canada⁵		1,755		3,722
Other⁷		680		1,676
Total revenues	$	57,528	$	50,269

1.	Includes revenue from streams for the three months ended March 31, 2024 of $13.0 million (2023: $5.2 million) and revenues from royalties for the three months ended March 31, 2024 of $6.9 million (2023: $4.9 million).

2.	Includes revenue from streams for the three months ended March 31, 2024 of $13.6 million (2023: $14.0 million) and revenues from royalties for the three months ended March 31, 2024 of $0.2 million (2023: $0.1 million).

3.	Includes revenue from streams and related interests for the three months ended March 31, 2024 of $3.7 million (2023: $5.4 million) and revenues from royalties for the three months ended March 31, 2024 of $5.6 million (2023: $0.5 million) and other revenue of $1.3 million (2023: $nil).

4.	All revenue from streams.

5.	Includes revenue from streams for the three months ended March 31, 2024 of $nil (2023: $2.1 million), revenues from royalties for the three months ended March 31, 2024 of $1.8 million (2023: $1.6 million).

6.	Includes revenue from streams for the three months ended March 31, 2024 of $1.1 million (2023: $1.3 million) and revenues from royalties for the three months ended March 31, 2024 of $1.6 million (2023: $1.7 million).

7.	Includes royalty revenue from Chile, Cote d’Ivoire and Honduras.

16. Change in working capital


As at March 31	2024		2023
(Increase) decrease in amounts receivable and other assets	$	(6,481)	$	1,751
Decrease (increase) in inventory		323		(64)
Decrease in amounts payable and other liabilities		(324)		(182)
Change in working capital	$	(6,482)	$	1,505

Exhibit 99.3

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Shaun Usmar, Chief Executive Officer, Triple Flag Precious Metals Corp., certify the following:

1.Review: I have reviewed the interim financial statements and interim MD&A (together, the “interim filings”) of Triple Flag Precious Metals Corp. (the “issuer”) for the interim period ended March 31, 2024.

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 statements together with the other financial information included in the interim filings fairly present in all material respects the financial condition, results of operations 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 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 National Instrument 52-109 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 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.

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

5.2N/A

5.3N/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 1, 2024 and ended on March 31, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: May 7, 2024


/s/ Shaun Usmar
Shaun Usmar
Chief Executive Officer

Exhibit 99.4

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Sheldon Vanderkooy, Chief Financial Officer, Triple Flag Precious Metals Corp., certify the following:

5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer 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)

(b)

5.2N/A

5.3N/A

Date: May 7, 2024

/s/ Sheldon Vanderkooy
Sheldon Vanderkooy
Chief Financial Officer

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TFPM Triple Flag Precious Metals Corporation