SCHEDULE: Tether Holdings Boosts Gold Royalty Stake to 11.6%

Tether Holdings, S.A. de C.V. and its affiliates have increased their beneficial ownership in Gold Royalty Corp. to 11.6% through recent open market purchases.

Summary

• Tether Holdings, S.A. de C.V., Tether Investments, S.A. de C.V., and Giancarlo Devasini collectively beneficially own 20,170,713 common shares of Gold Royalty Corp.
• This represents 11.6% of Gold Royalty Corp.'s outstanding common shares, based on 173,930,729 shares outstanding as of November 5, 2025.
• The shares are held by Tether Investments, S.A. de C.V., a wholly-owned subsidiary of Tether Holdings, S.A. de C.V.
• Giancarlo Devasini, President of Tether Holdings and Sole Administrator of Tether Investments, has a greater than 50% voting interest in Tether Holdings and is therefore deemed to beneficially own these shares.
• Tether Holdings, S.A. de C.V. and its affiliates have a history of regulatory proceedings, including a $41 million settlement with the CFTC in October 2021 and an $18.5 million settlement with the NYAG in February 2021.
• The CFTC settlement related to allegations of misleading statements regarding USDT backing, while the NYAG settlement involved fund transfers with Bitfinex and required discontinuing trading with New York persons/entities.

Sentiment

Score: 6

Explanation: The increased stake in Gold Royalty Corp. is a positive for the issuer, indicating investor confidence. However, the historical regulatory issues of Tether introduce a degree of caution and potential reputational risk for the investing entity.

Positives

• Increased beneficial ownership in Gold Royalty Corp. to 11.6% indicates a significant investment and potential confidence in the issuer.
• The continued open market purchases suggest a strategic accumulation of shares by Tether Holdings and its affiliates.

Negatives

• Tether Holdings and its affiliates have a history of significant regulatory fines and settlements with the CFTC ($41 million) and NYAG ($18.5 million) related to past business practices.
• The NYAG settlement included a requirement for Tether and Bitfinex to discontinue trading activity with New York persons or entities.

Risks

• Past regulatory actions and settlements with the CFTC and NYAG highlight potential ongoing regulatory scrutiny and reputational risks for Tether and its affiliated entities.
• The requirement to discontinue trading with New York persons or entities could limit future operational scope for Tether and Bitfinex.
• The beneficial ownership is concentrated, with Giancarlo Devasini having significant control, which could pose governance risks depending on his strategic direction.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance from Gold Royalty Corp. or the Reporting Persons regarding future performance or strategic direction beyond the continued accumulation of shares.

Management Comments

• Mr. Devasini has a greater than 50% voting interest in Tether Holdings, S.A. de C.V.
• The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest.

Industry Context

This filing highlights a notable investment by a major cryptocurrency stablecoin issuer, Tether, into a traditional gold royalty company, Gold Royalty Corp. This could signal a diversification strategy by Tether into tangible assets or a belief in the long-term value of gold and royalty streams, potentially reflecting broader trends of crypto entities seeking to bridge into traditional finance or hedge against market volatility.

Comparison to Industry Standards

• The filing does not provide sufficient information to make specific comparisons to industry standards or comparable companies/projects. It primarily details beneficial ownership and past regulatory actions of the reporting entity.

Legal Proceedings

• In October 2021, the U.S. Commodity Futures Trading Commission (CFTC) instituted and settled regulatory proceedings against Tether Holdings, S.A. de C.V. and other Tether entities, resulting in a civil monetary penalty of $41 million. The settlement addressed allegations that Tether made untrue or misleading statements regarding USDT being fully backed by U.S. Dollars from June 2016 to February 2019.
• In February 2021, the Office of the Attorney General of the State of New York (NYAG) entered into an agreement with Tether and several Bitfinex companies to settle a 2019 proceeding. This settlement involved paying $18.5 million in penalties and required Bitfinex and Tether to discontinue trading activity with New York persons or entities and submit to mandatory reporting.

Stakeholder Impact

• Shareholders of Gold Royalty Corp.: The increased stake by Tether Holdings could be seen as a vote of confidence, potentially stabilizing or increasing share value. It also introduces a significant new institutional holder.
• Tether Holdings/Investments: The investment diversifies their asset holdings into traditional commodities, potentially impacting their overall risk profile and investment strategy.
• Regulatory Bodies: The disclosure of past legal proceedings reinforces the ongoing regulatory environment surrounding cryptocurrency-related entities.

Next Steps

• Tether Holdings, S.A. de C.V. and its affiliates may continue to acquire or dispose of Gold Royalty Corp. shares, which would necessitate further Schedule 13D amendments.
• Gold Royalty Corp. will continue its operations as a gold royalty company.

Key Dates

Recommendation

The filing indicates a significant and growing stake by Tether Holdings in Gold Royalty Corp., which could be viewed positively as a vote of confidence. However, the historical regulatory issues of Tether, while settled, introduce a layer of uncertainty and potential reputational risk that warrants a cautious 'hold' stance rather than an outright 'buy' or 'sell' based solely on this ownership update. Investors should consider the implications of a crypto-related entity's substantial investment in a traditional asset class and Gold Royalty Corp.'s own fundamentals.

Keywords

Tether Holdings, Gold Royalty Corp, Schedule 13D, Beneficial Ownership, Giancarlo Devasini, Cryptocurrency Investment, Gold Mining, SEC Filing, CFTC Settlement, NYAG Settlement, USDT