STOCK TITAN

Blue Gold (BGL) hit with Nasdaq bid price and $50M value deficiencies

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Blue Gold Limited has received two Nasdaq deficiency notices indicating its Class A ordinary shares no longer meet continued listing standards. For the past 30 consecutive business days, the closing bid price has stayed below $1.00 per share and the Market Value of Listed Securities has been under $50 million.

The shares and public warrants continue to trade on the Nasdaq Global Market while the company has until December 28, 2026 to regain compliance by meeting these thresholds for at least 10 consecutive business days. If it cannot do so, Blue Gold may seek an additional 180‑day grace period and could consider actions such as a reverse stock split to restore compliance.

Positive

  • None.

Negative

  • Nasdaq listing risk: Blue Gold’s Class A ordinary shares fell below Nasdaq’s $1.00 bid price and $50 million Market Value of Listed Securities thresholds for 30 consecutive business days, triggering deficiency notices and creating a clear risk to its Nasdaq Global Market listing if compliance is not regained.

Insights

Nasdaq deficiency notices introduce listing risk and potential remedial actions for Blue Gold.

Blue Gold Limited now faces two Nasdaq compliance issues: its share price has been below $1.00 and its Market Value of Listed Securities below $50 million for 30 consecutive business days. Both are core criteria for maintaining a Nasdaq Global Market listing.

The company has until December 28, 2026 to keep its bid price at or above $1.00 and its MVLS at or above $50 million for at least 10 consecutive business days. Failure to do so could shift the listing to another Nasdaq tier or ultimately result in delisting, depending on future determinations.

If compliance is not restored within the initial period, Blue Gold may pursue an additional 180‑day grace period and indicates it could use a reverse stock split to help meet bid price requirements. Any such step would be a structural change to the share base, and the overall impact would depend on future operating performance and market reception.

Minimum bid price requirement $1.00 per share Nasdaq continued listing standard for Class A ordinary shares
MVLS minimum threshold $50 million Required Market Value of Listed Securities for Nasdaq listing
Noncompliance duration 30 consecutive business days Period during which bid price and MVLS were below thresholds
Initial compliance period 180 calendar days Time from July 1, 2026 to December 28, 2026 to regain compliance
Compliance trading window 10 consecutive business days Minimum length above thresholds required to regain compliance
Potential additional grace period 180 calendar days Possible second compliance period if criteria for Nasdaq Capital Market are met
Market Value of Listed Securities financial
"the Market Value of Listed Securities (the “MVLS”) of the Company’s Class A ordinary shares has been below the $50 million minimum requirement"
The market value of listed securities is the total worth of stocks, bonds and other tradable instruments quoted on an exchange, measured using the prices investors are willing to pay right now. It’s calculated by multiplying each security’s current market price by the number of units outstanding and adding those amounts together, like totaling the value of every item in a store at today’s prices. Investors watch this because it shows the size, liquidity and overall health of the market or a company’s publicly traded portion, and it influences index weights, fund allocations and perceived risk.
Nasdaq Global Market financial
"for continued listing on the Nasdaq Global Market, as set forth in Nasdaq Listing Rule"
The Nasdaq Global Market is a section of the stock exchange where larger, well-established companies are listed and publicly traded. It functions like a marketplace where investors can buy and sell shares of these companies, providing them with access to capital and opportunities for growth. Its role is important because it helps investors identify and invest in reputable companies with strong financial backgrounds.
reverse stock split financial
"including by effecting a reverse stock split, if necessary"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
forward-looking statements regulatory
"This press release includes "forward-looking statements" within the meaning of the safe harbor"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"within the meaning of the safe harbor for forward-looking statements provided by Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995"
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FAQ

What Nasdaq listing issues did Blue Gold Limited (BGL) disclose?

Blue Gold disclosed two Nasdaq deficiencies: its Class A shares traded below the $1.00 minimum bid price and its Market Value of Listed Securities stayed under $50 million for 30 consecutive business days. Both issues threaten its continued listing on the Nasdaq Global Market if not corrected.

How long does Blue Gold (BGL) have to regain Nasdaq compliance?

Blue Gold has 180 calendar days, until December 28, 2026, to regain compliance. It must achieve at least a $1.00 closing bid price and a Market Value of Listed Securities of $50 million or more for a minimum of 10 consecutive business days within this period.

What happens if Blue Gold (BGL) cannot meet Nasdaq requirements by December 28, 2026?

If Blue Gold does not regain compliance by December 28, 2026, it may qualify for an additional 180‑day grace period. To do so, it must meet other Nasdaq Capital Market initial listing standards and notify Nasdaq of plans to cure the deficiency, potentially including a reverse stock split.

Are Blue Gold’s (BGL) shares and warrants still trading on Nasdaq?

Yes. Despite receiving deficiency notices, Blue Gold’s Class A ordinary shares and public warrants remain listed and continue trading on the Nasdaq Global Market. The notices currently affect only its compliance status and timelines, not immediate trading or listing of these securities.

How can Blue Gold (BGL) regain compliance with Nasdaq’s bid price rule?

To regain compliance with Nasdaq’s bid price rule, Blue Gold’s Class A ordinary shares must close at or above $1.00 per share for at least 10 consecutive business days within the 180‑day compliance period ending December 28, 2026, under applicable Nasdaq Listing Rules.

What is the MVLS requirement affecting Blue Gold (BGL) on Nasdaq?

The MVLS requirement is Nasdaq’s Market Value of Listed Securities standard. Blue Gold’s Class A ordinary shares must have an MVLS of at least $50 million for 10 consecutive business days. Recent trading left its MVLS below this level for 30 days, triggering a deficiency notice.

 

 

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 July 2026

 

Commission File Number 001-42717

 

Blue Gold Limited
(Translation of registrant’s name into English)

 

94 Solaris Avenue
Camana Bay
PO Box 1348
Grand Cayman KY1-1108
Cayman Islands
(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 ☐

 

 

 

 

 

INFORMATION CONTAINED IN THIS REPORT

 

Notification of Nasdaq Listing Deficiencies

 

On July 1, 2026, Blue Gold Limited (the “Company”) received a formal notification from Nasdaq stating that, based on the closing bid price of the Company’s class A ordinary shares of par value US$0.0001 per share (the “Class A ordinary shares”), for the last 30 consecutive business days, the Company’s Class A ordinary shares no longer comply with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq Global Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”).

 

In addition, also on July 1, 2026, the Company received a separate formal deficiency letter from Nasdaq stating that the Market Value of Listed Securities (the “MVLS”) of the Company’s Class A ordinary shares has been below the $50 million minimum requirement for the preceding 30 consecutive business days, and that the Company therefore no longer meets the minimum MVLS requirement for continued listing on the Nasdaq Global Market, as set forth in Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”).

 

On July 8, 2026, the Company issued a press release announcing that the Company received a written notification from Nasdaq of the noncompliance with the Bid Price Requirement and a deficiency letter relating to the MVLS Requirement.

 

The notification and the deficiency letter have no immediate effect on the listing or trading of the Company’s Class A ordinary shares and the Company’s public warrants, which continue to be listed and to trade on Nasdaq. In accordance with Nasdaq Listing Rules, the Company was afforded a compliance period of 180 calendar days from the date of each notification, or until December 28, 2026 with respect to the Bid Price Requirement and the MVLS Requirement, to regain compliance.

 

To regain compliance with the Bid Price Requirement, the closing bid price of the Company’s Class A ordinary shares must be at least $1.00 per share for a minimum of 10 consecutive business days during the applicable compliance period. To regain compliance with the MVLS Requirement, the Company’s MVLS must close at $50 million or more for a minimum of 10 consecutive business days during the applicable compliance period.

 

In the event the Company does not regain compliance by December 28, 2026, the Company may be eligible for an additional 180 calendar day grace period. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Bid Price Requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, including by effecting a reverse stock split, if necessary. If the Company chooses to implement a reverse stock split, it must complete the split no later than ten (10) business days prior to December 28, 2026, or the expiration of the second compliance period if granted.  

 

A copy of the press release is furnished as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K and is incorporated herein by reference.

 

Forward-Looking Statements

 

This Report of Foreign Private Issuer on Form 6-K contains forward-looking statements that involve risks and uncertainties, including those detailed in the Company’s periodic reports and other filings with the U.S. Securities and Exchange Commission. You are cautioned not to place undue reliance on forward-looking statements, which are based on the Company’s current expectations and assumptions and speak only as of the date of this Report of Foreign Private Issuer on Form 6-K. The Company does not intend to revise or update any forward-looking statement contained in this Report of Foreign Private Issuer on Form 6-K as a result of new information, future events or otherwise, except as required by law.

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Press Release, dated July 8, 2026

 

 

 

 

SIGNATURE

 

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.

 

Date: July 8, 2026

 

BLUE GOLD LIMITED  
     
By:  /s/ Andrew Cavaghan  
  Andrew Cavaghan  
  Chief Executive Officer  

 

 

 

Exhibit 99.1

 

 

Blue Gold Receives Nasdaq Deficiency Letters and Confirms Commitment to Maintaining Nasdaq Listing

 

NEW YORK, NY, July 8, 2026 /PRNewswire/ — Blue Gold Limited (Nasdaq: BGL) (Nasdaq: BGLWW) (“Blue Gold” or the “Company”), a gold mining company with the infrastructure to deliver gold from mine-to-wallet, today announced that it has received notification from Nasdaq regarding compliance with certain continued listing requirements on the Nasdaq Global Market.

 

Nasdaq Notifications

 

On July 1, 2026, the Company received a written notification from Nasdaq stating that, based on the closing bid price of the Company’s Class A ordinary shares, par value US$0.0001 per share (the “Class A Ordinary Shares”), for the last 30 consecutive business days, the Company’s Class A Ordinary Shares no longer comply with the minimum bid price requirement of $1.00 per share for continued listing on Nasdaq, as set forth in Nasdaq Listing Rule 5450(a)(1) (the “Bid Price Requirement”).

 

In addition, on July 1, 2026, the Company received a separate written notification from Nasdaq stating that the Market Value of Listed Securities (the “MVLS”) of the Company’s Class A Ordinary Shares has been below the $50 million minimum requirement for the preceding 30 consecutive business days, and that the Company therefore no longer meets the minimum MVLS requirement for continued listing on Nasdaq, as set forth in Nasdaq Listing Rule 5450(b)(2) (the “MVLS Requirement”).

 

The notifications have no immediate effect on the listing or trading of the Company’s Class A Ordinary Shares or warrants, which continue to be listed and to trade on Nasdaq. In accordance with Nasdaq Listing Rules, the Company has a period of 180 calendar days from the date of each notification, or until December 28, 2026, to regain compliance with the Bid Price Requirement and the MVLS Requirement.

 

To regain compliance with the Bid Price Requirement, the closing bid price of the Company’s Class A Ordinary Shares must be at least $1.00 per share for a minimum of 10 consecutive business days during the applicable compliance period. To regain compliance with the MVLS Requirement, the Company’s MVLS must close at $50 million or more for a minimum of 10 consecutive business days during the applicable compliance period.

 

 

 

 

“We are taking steps that position the Company for long-term success as a publicly listed company. Our Nasdaq listing provides an important platform from which to execute our strategy, and we remain committed to maintaining our listing while continuing to build long-term value for our shareholders,” said Andrew Cavaghan, CEO of Blue Gold.

 

About Blue Gold Limited

 

Blue Gold Limited (Nasdaq: BGL) (Nasdaq: BGLWW) is a gold mining company with the infrastructure to deliver gold from mine-to-wallet. The Company’s mission is to explore, develop and operate high-quality mining projects while leveraging modern technologies to sell the gold directly to end customers in tokenized form. Blue Gold prioritizes growth, sustainable development, and transparency in all its business practices. We believe that our commitment to responsible mining will enable us to create value for our shareholders while minimizing our environmental footprint.

 

Forward-Looking Statements

 

This press release includes "forward-looking statements" within the meaning of the safe harbor for forward-looking statements provided by Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on these forward-looking statements, which are current only as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Important factors that could cause actual results to differ materially from those discussed or implied in the forward-looking statements include, but are not limited to: general economic or political conditions; negative economic conditions that could impact Blue Gold Limited and the gold industry in general; reduction in demand for Blue Gold Limited's products; changes in the markets that Blue Gold Limited targets; and any change in laws applicable to Blue Gold Limited or any regulatory or judicial interpretation. As a result, we cannot assure you that the forward-looking statements included in this press release will prove to be accurate or correct. These and other important factors and risks are discussed in Blue Gold Limited’s annual report on Form 20-F, filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 29, 2026, and other filings with the SEC. In light of these risks, uncertainties, and assumptions, the future performance or events described in the forward-looking statements in this press release might not occur. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results, and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. Except as required by applicable law, we do not undertake any obligation to, and will not, update any forward-looking statements, whether as a result of new information, future events, or otherwise. For more information regarding Blue Gold Limited, please visit https://bluegoldltd.com.

 

No Offer or Solicitation

 

This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities.

 

For Further Information Contact:
Dave Gentry

RedChip Companies, Inc.

1-800-REDCHIP (733-2447)

1-407-644-4256

BGL@redchip.com

 

 

 

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