Contango Ore SEC Filings

Alyeska Investment Group, L.P., Alyeska Fund GP, LLC, and Anand Parekh filed a Schedule 13G reporting beneficial ownership in Contango ORE (CTGO).

The group reports 1,481,441 shares beneficially owned, representing 9.9% of Class A common stock, with shared voting and dispositive power over 1,481,441 shares and no sole power. They certify the holdings were acquired and are held in the ordinary course and not to change or influence control.

An exhibit notes holdings include 1,475,000 shares plus warrants to purchase 40,000 shares and 525,000 pre-funded warrants, subject to a 9.9% Beneficial Ownership Limitation; as of September 30, 2025, only 6,441 shares may be exercised under the warrants. The percentage uses 14,964,048 shares outstanding based on a Form 10-Q filed on November 13, 2025.

Contango Ore, Inc. (CTGO) furnished an 8-K announcing quarterly results and a new investor presentation. The company issued a press release with financial results for the quarter ended September 30, 2025, furnished as Exhibit 99.1, and made a corporate presentation available as Exhibit 99.2 and on its website. The materials are furnished, not filed, under the Exchange Act.

The presentation includes non-GAAP financial measures. Reconciliations are not included due to the difficulty of quantifying certain amounts, and some metrics were prepared by Kinross Gold Corporation under IFRS for Peak Gold, LLC, a joint venture in which Contango Ore holds a 30% interest managed by Kinross. The filing contains forward‑looking statements and refers readers to the company’s 10‑K and 10‑Q risk factors.

Contango ORE, Inc. (CTGO) reported third‑quarter results reflecting strong contributions from its Peak Gold JV alongside hedge‑related losses. For the quarter ended September 30, 2025, the company recorded a net loss of $5.39 million (basic and diluted loss per share $0.44). Income from its 30% interest in Peak Gold JV was $29.53 million, while a loss on derivative contracts of $30.34 million and interest and finance expense of $1.72 million weighed on results.

Liquidity strengthened: cash rose to $106.98 million and operating cash flow for the nine months reached $60.20 million, driven by $87.0 million in JV cash distributions tied to Manh Choh production. Shareholders’ equity improved to $47.81 million from $1.27 million at year‑end. Debt, net, stood at $42.10 million (including $23.10 million outstanding on the secured facility and a $20.0 million unsecured convertible debenture); the company repaid $29.0 million year‑to‑date and an additional $8.5 million on October 2, 2025.

Hedge obligations remain significant: 62,900 oz of gold were outstanding at a weighted average price of approximately $2,003/oz as of September 30, 2025, contributing to current and non‑current derivative liabilities of $72.38 million and $42.30 million, respectively. An underwritten offering on September 25, 2025 raised $50.0 million in gross proceeds. Certain litigation related to Manh Choh permitting was dismissed, and the Johnson Tract permit remains in effect.

Contango ORE, Inc. (CTGO): Franklin Resources, Inc. and affiliates filed a Schedule 13G reporting beneficial ownership of 762,925 shares of common stock, representing 5.1% of the class as of 09/30/2025. The filing states the position includes 36,575 shares issuable upon exercise of warrants.

Franklin Advisers, Inc. reports sole voting and dispositive power over 762,925 shares, while Franklin Resources, Inc., Charles B. Johnson, and Rupert H. Johnson, Jr. report no voting or dispositive power. The certification indicates the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Contango ORE.

Contango ORE (CTGO) — Schedule 13D ownership update. The Kenneth R. Peak Marital Trust and related holder reported beneficial ownership of 668,302 shares of Contango ORE common stock, representing 4.4% of the class. The filing lists sole voting power over 618,302 shares and notes that Donna Peak also owns 50,000 shares personally.

The filing indicates recent activity as “Selling rather than buying”, with the date of event on September 26, 2025. Trustee Donna Peak signed the statement, identifying the reporting person as the Kenneth R. Peak Marital Trust organized in Texas.

Contango ORE, Inc. filed an 8-K disclosing a Pre-Funded Warrant issuance and related underwriting arrangements to raise capital. The company said proceeds will be used to advance its fully permitted Lucky Shot Project toward a mine production decision over the next two years by completing underground and surface drilling and underground development. Proceeds will also be used to advance the Johnson Tract Project, subject to permits, by mobilizing equipment to build a road to the planned portal, winterizing the camp for year-round operations, beginning construction of an exploration tunnel for advanced drilling, and completing a feasibility-level mine plan. Any remaining funds will be for general corporate purposes and working capital.

The filing references an S-3 shelf registration filed November 15, 2024 and declared effective November 27, 2024. Each Pre-Funded Warrant is exercisable for one share of common stock at $0.01 per share and is immediately exercisable subject to a holder-specified Maximum Percentage not to exceed 19.99% (the "Maximum Cap"). Exhibits include the Pre-Funded Warrant (Exhibit 5.1), an underwriting agreement dated September 25, 2025 with Canaccord Genuity LLC, legal opinion and consent from Holland & Knight LLP, and press releases dated September 25 and 26, 2025.

Contango ORE, Inc. (CTGO) prospectus supplement describes an offering of common stock and pre-funded warrants, including per-share and pre-funded warrant pricing, aggregate proceeds and the number of securities to be issued. The document incorporates technical report summaries for the Manh Choh, Lucky Shot and Johnson Tract projects by reference and notes S-K 1300 requirements that a qualified person must determine mineral resources can support an economically viable project. The filing discloses lock-up agreements restricting officers and directors for 90 days, detailed U.S. and non-U.S. tax withholding rules (including potential 30% withholding and USRPHC implications), and a 2024 drilling update noting approximately 1,500 meters completed at Johnson Tract.

Contango ORE, Inc. files a prospectus supplement for an offering of common stock and pre-funded warrants that incorporates by reference multiple SEC reports and technical report summaries for the Manh Choh, Lucky Shot and Johnson Tract projects. The prospectus reiterates that investors should review the Risk Factors and other incorporated documents before investing. Officers and directors have agreed to 90-day lock-up agreements limiting transfers of shares and related securities after pricing. The filing references S-K 1300 requirements that mineral resources cannot be classified as reserves without a qualified person determining economic viability. Operationally, the Company reported completing approximately 1,500 meters of planned 2024 surface drilling at Johnson Tract, on budget and on schedule. The supplement discusses U.S. and non-U.S. tax treatment, including potential 30% withholding for non-U.S. holders and a 15% withholding in certain USRPHC-related dispositions, FATCA and documentation requirements, and other tax consequences.