Dakota Gold Announces Offering of Common Stock

Dakota Gold (NYSE: DC) announced a public offering of $75,000,000 of common stock, with an underwriter option for an additional $11,250,000 (15%) exercisable for 30 days.

Rhea-AI Summary

Dakota Gold (NYSE: DC) announced a public offering of $75,000,000 of common stock, with an underwriter option for an additional $11,250,000 (15%) exercisable for 30 days. Proceeds are planned for working capital and general corporate purposes. The offering will be made under the company’s effective shelf registration on Form S-3 and led by BMO Capital Markets and Scotiabank; prospectus materials are available via the SEC.

Positive

• Raises up to $75,000,000 of capital
• Underwriters led by BMO and Scotiabank
• Shelf registration Form S-3 in place

Negative

• Potential shareholder dilution from new shares offered
• Underwriter option could increase offering by 15%

Argus Feb 10 session

-11.23% close to close Open Argus

Details

News Market Reaction – DC

On Feb 10, the first trading day after this news, DC closed 11.23% below the previous close.

Data tracked by StockTitan Argus for the Feb 10 session.

Market Context

On Feb 10, the first trading day after this news, the stock closed 11.2% below the previous close. A...

Analysis

On Feb 10, the first trading day after this news, the stock closed 11.2% below the previous close. A negative reaction despite ongoing project advancement fits the pattern seen in prior offerings, which averaged about -8.79% after announcement. With the stock trading above its 200-day MA and still below its 52-week high, dilution concerns from a $75,000,000 equity raise could weigh on sentiment. Attention would likely focus on the final deal terms and how efficiently proceeds support the stated corporate purposes.

Key Figures

Offering size: $75,000,000 Underwriters’ option: $11,250,000 Par value: $0.001 +4 more

Offering size

$75,000,000

Public offering of common stock in the United States

Underwriters’ option

$11,250,000

Additional common stock, 30-day option for up to 15% more shares

Par value

$0.001

Par value per share of common stock in the offering

Greenshoe percentage

15%

Maximum additional shares under 30-day underwriters’ option

Option period

30 days

Duration of underwriters’ option to purchase additional shares

Registration form

Form S-3

Effective shelf registration statement for this U.S. offering

Securities Act

1933

Offering documents must meet Section 10 of the Securities Act of 1933

Previous Offering Reports

2 past events · Latest: Mar 20

Same Type 2 events

1. Mar 20

   Equity offering pricing

   24h Move

   -8.8%

   Priced common stock offering for gross proceeds of about $35M.

2. Mar 20

   Equity offering launch

   24h Move

   -8.8%

   Announced launch of 12.4M-share common stock offering with 30-day option.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

public offering, shelf registration statement, form s-3, prospectus supplement, +2 more

6 terms

public offering financial

"today announced the launch of a $75,000,000 public offering of its common stock"

A public offering is when a company sells shares to the general public through the stock market, either by issuing new shares to raise cash or by letting existing owners sell their stakes. Think of it like a business opening its doors to many new owners at once: it can bring in money for growth but also increases the number of shares available, which can change the stock price and dilute existing ownership — key factors investors watch closely.

shelf registration statement regulatory

"pursuant to the Company's effective shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3 regulatory

"effective shelf registration statement on Form S-3, including a base prospectus"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"by means of a prospectus and related prospectus supplement meeting the requirements"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

underwriters financial

"with a syndicate of underwriters, led by BMO Capital Markets and Scotiabank"

Underwriters are financial professionals or institutions that help companies raise money by selling new securities, such as stocks or bonds, to investors. They assess the risk and determine the price at which these securities should be sold, acting like a bridge between the company and the investors. Their role helps ensure that the company raises the needed funds while providing investors with options that reflect the level of risk involved.

rule 144 regulatory

"notice of proposed sale of 250,000 shares of common stock under Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

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Lead, South Dakota--(Newsfile Corp. - February 9, 2026) - Dakota Gold Corp. (NYSE American: DC) ("Dakota Gold" or the "Company") today announced the launch of a $75,000,000 public offering of its common stock, par value $0.001 (the "Common Stock"), in the United States ( the "Offering").

The Company expects to use the net proceeds of the Offering for working capital and other general corporate purposes.

The shares of Common Stock will be offered by the Company with a syndicate of underwriters, led by BMO Capital Markets and Scotiabank (collectively, the "Underwriters").

Dakota Gold intends to grant the Underwriters an option, exercisable for a period of 30 days from the date hereof, to purchase up to an additional $11,250,000 of its Common Stock representing up to 15% of the shares of Common Stock to be sold pursuant to the Offering.

The Offering to the public in the United States is being made pursuant to the Company's effective shelf registration statement on Form S-3, including a base prospectus, previously filed with the Securities and Exchange Commission (the "SEC"). The Offering in the United States will be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. You may obtain these documents for free by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and the base prospectus may be obtained by contacting BMO Capital Markets Corp., Attn: Equity Syndicate Department, 151 W 42nd Street, New York, NY 10036, or by email at bmoprospectus@bmo.com or Scotia Capital Inc., 40 Temperance Street, 6^th Floor, Toronto, Ontario, Canada M5H 1Y4, Attention: Equity Capital Markets, or by telephone at (212) 255-6854, or by email at us.ecm@scotiabank.com.

This news release does not constitute an offer to sell or the solicitation of an offer to buy shares of Common Stock, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

About Dakota Gold Corp.

Dakota Gold is a South Dakota-based responsible gold exploration and development company with a specific focus on revitalizing the Homestake District in Lead, South Dakota. Dakota Gold has high-caliber gold mineral properties covering over 49 thousand acres surrounding the historic Homestake Mine.

For further information about Dakota Gold Corp., please contact:

Jack Henris
President and COO
Tel: +1 605-717-2540

Shawn Campbell
Chief Financial Officer
Tel: +1 778-655-9638

Carling Gaze
VP of Investor Relations and Corporate Communications
Tel: +1 605-679-7429
Email: info@dakotagoldcorp.com

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS OR INFORMATION

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, but are not limited to, disclosure regarding the conduct of the Offering; the granting of the Underwriters' option to purchase additional shares; and the anticipated use of proceeds from the Offering. In certain cases, forward-looking statements can be identified by the use of words and phrases or variations of such words and phrases or statements such as "anticipate," "expect" "plan," "likely," "believe," "intend," "forecast," "project," "estimate," "potential," "could," "may," "will," "would" or "should." These forward-looking statements are based on assumptions and expectations that may not be realized and are inherently subject to numerous risks and uncertainties, which could cause actual results to differ materially from these statements. For additional information regarding factors that may cause actual results to differ materially from those indicated in our forward-looking statements, we refer you to the risk factors included in Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as updated by annual, quarterly and current reports that we file with the SEC, which are available at www.sec.gov. We caution investors not to place undue reliance on the forward-looking statements contained in this communication. These statements speak only as of the date of this communication, and we undertake no obligation to update or revise these statements, whether as a result of new information, future events or otherwise, except as may be required by law. You should not take any statement regarding past trends or activities as a representation that the trends or activities will continue in the future. Accordingly, you should not put undue reliance on these statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/283275

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is Dakota Gold (DC) offering in the February 9, 2026 announcement?

Dakota Gold is offering $75,000,000 of common stock, with a 30-day option for $11,250,000. According to the company, the option equals up to 15% additional shares and can be exercised within 30 days from the offering date.

How will Dakota Gold (DC) use the proceeds from the $75,000,000 offering?

Proceeds are intended for working capital and general corporate purposes. According to the company, no specific projects or acquisitions are designated and funds will support ongoing operational and corporate needs.

Who are the underwriters for Dakota Gold's (DC) public offering announced February 9, 2026?

The offering is led by BMO Capital Markets and Scotiabank as joint bookrunners. According to the company, the underwriters will syndicate the sale and distribute the prospectus to potential investors.

Does Dakota Gold (DC) have an option to increase the offering size?

Yes. Dakota Gold granted underwriters a 30-day option to buy an additional $11,250,000 of common stock. According to the company, this option represents up to 15% of the shares offered in the base offering.

Where can investors obtain the Dakota Gold (DC) prospectus for the February 9, 2026 offering?

Prospectus materials are available free on the SEC EDGAR website and from the underwriters. According to the company, copies can be requested from BMO Capital Markets or Scotiabank using the listed contact details.