Contango Ore raises $50M and reshapes gold hedges
Contango ORE, Inc. filed an update covering project permitting, mine operations, hedging activity, and a recent equity financing.
Rhea-AI Filing Summary
Contango ORE, Inc. filed an update covering project permitting, mine operations, hedging activity, and a recent equity financing. The company closed a $50 million underwritten offering consisting of 1,678,206 common shares at $24.96 per share and 325,000 pre-funded warrants at $24.95 per share. Most of the net proceeds are earmarked to repurchase gold hedge contracts and buy put options for downside protection, with any remainder for general corporate purposes.
The Johnson Tract Critical Metals Project permitting timetable was added to the federal FAST-41 Dashboard, creating a public schedule for the permitting process. At Manh Choh, the Peak Gold joint venture began its first 2026 ore processing campaign through the Fort Knox mill, with no interruption reported despite a recent conveyor belt fire.
On February 12, 2026, Contango paid $46,381,535 to settle gold hedge contracts covering 15,446 ounces at an average strike price of $2,025 per ounce and spent $448,986 to purchase 15,446 put options with a $4,000 per ounce strike price. Remaining gold hedge contracts cover 11,000 ounces in 2026 and 15,000 ounces in the first half of 2027.
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Insights
Contango raises $50M and aggressively restructures its gold hedges while advancing key Alaska projects.
Contango ORE, Inc. completed a $50 million underwritten equity and pre-funded warrant offering, issuing 1,678,206 shares at $24.96 and 325,000 pre-funded warrants at $24.95. The company plans to direct about $45,000,000 of net proceeds to repurchase gold hedge contracts and around $700,000 to acquire protective gold puts, with any balance for general corporate uses.
The company simultaneously advanced operations and permitting. The Johnson Tract Critical Metals Project permitting timetable was placed on the FAST-41 Dashboard on January 30, 2026, providing a coordinated federal review schedule. At Manh Choh, the Peak Gold joint venture started its first 2026 ore processing campaign at the Fort Knox mill on February 5, 2026, with ore deliveries continuing despite a recent conveyor belt fire.
On the risk‑management side, Contango paid $46,381,535 to settle gold hedge contracts for 15,446 ounces at an average strike price of $2,025 per ounce, and spent $448,986 to purchase 15,446 put options with a $4,000 per ounce strike price, matched to the hedge settlement periods between March and September 2026. Remaining hedge exposure totals 11,000 ounces in 2026 and 15,000 ounces in the first half of 2027, so future disclosures will show how quickly the company continues to reduce this book.
8-K Event Classification
FAQ
What did Contango ORE, Inc. (CTGO) raise in its recent equity offering?
How will Contango ORE, Inc. (CTGO) use the proceeds from the $50 million offering?
What hedge contracts did Contango ORE, Inc. (CTGO) settle in February 2026?
What gold hedge exposure remains for Contango ORE, Inc. (CTGO) after these settlements?
What is the status of Contango ORE, Inc.’s Johnson Tract Critical Metals Project permitting?
What operational update did Contango ORE, Inc. (CTGO) provide on the Manh Choh project?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On February 17, 2026, Contango Ore, Inc. (the “Company”) issued a press release, announcing an updates on Johnson Tract permitting, Manh Choh operations and hedge contract settlements. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is available on the Company’s website at www.contangoore.com.
The information included herein and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Cautionary Note Regarding Forward-Looking Statements
Many of the statements included or incorporated in this Current Report on Form 8-K and the furnished exhibit constitute “forward-looking statements.” In particular, they include statements relating to future actions, strategies, future operating and financial performance, ability to realize the anticipated benefits of various transactions and the Company’s future financial results. These forward-looking statements are based on current expectations and projections about future events. Readers are cautioned that forward-looking statements are not guarantees of future operating and financial performance or results and involve substantial risks and uncertainties that cannot be predicted or quantified, and, consequently, the actual performance of the Company may differ materially from that expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, factors described from time to time in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission (including the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein).
Item 8.01 Other Events.
On February 12, 2026, the Company issued a press release announcing that it had closed a $50 million underwritten offering of its common stock and pre-funded warrants. A copy of the press release is attached as Exhibit 99.2 hereto, and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description of Exhibit |
99.1 |
Press Release of the Company, dated February 17, 2026. |
99.2 |
Press Release of the Company, dated February 12, 2026 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 hereunto duly authorized.
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CONTANGO ORE, INC. |
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February 18, 2026 |
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/s/ Mike Clark |
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Chief Financial Officer and Secretary |
NEWS RELEASE
CONTANGO ORE, INC.
Contango Provides Corporate Update on Johnson Tract Critical Metals Project, Manh Choh Mine and Hedge Settlements
FAIRBANKS, AK -- (February 17, 2026) -- Contango ORE, Inc. (“Contango” or the “Company”) (NYSE American: CTGO) is pleased to provide an update on Johnson Tract permitting, Manh Choh operations and hedge contract settlements.
Johnson Tract Permitting
The Johnson Tract Critical Metals Project Permitting Timetable was officially placed onto the FAST-41 Dashboard on January 30, 2026. The permitting timetable for Johnson Tract serves as a publicly visible contract between the federal government and the Company to ensure that development of the Johnson Tract Critical Metals Project stays on track and remains coordinated between all parties involved in the ongoing permitting process. Updates can be viewed at the following link: https://www.permits.performance.gov/permitting-project/fast-41-covered-projects/contango-ore-johnson-tract-critical-metals-project.
Rick Van Nieuwenhuyse, the Company’s President & CEO said, “We are pleased that our Johnson Tract project is now up and running on the FAST 41 Dashboard, and posting progress in real time with our first Initial Application submitted for a Permit on February 2, 2026. We appreciate the efforts of Permitting Council, the US Army Corps of Engineers as the lead federal agency and all cooperating agencies and parties involved in the permitting process. We believe this transparent process will enable all parties to remain coordinated and accountable throughout permitting. I encourage all interested parties to stay up to date on the Johnson Tract Critical Metals Project as it moves through the permitting process.”
Manh Choh Operations
On February 5, 2026 the Peak Gold JV commenced the first production campaign for 2026 (“Campaign #1-2026”) of Manh Choh ore through the Kinross Fort Knox mill located near Fairbanks, Alaska. Processing of ore for Campaign #1-2026 is planned to continue into early to mid-March.
Rick Van Nieuwenhuyse continued, “At Manh Choh, we look forward to processing the first batch of ore for 2026 through the Fort Knox milling facility. It has been a cold winter in Alaska with Spring still a few months away, but ore has continued to be delivered to the Manh Choh stockpile at Fort Knox. Despite the conveyor belt fire reported at Fort Knox late last month, there has been
no interruption to processing Manh Choh ore. We will continue to report production parameters as those results become available.
Hedge Contract Settlement
On February 12, 2026, the Company paid $46,381,535 to settle gold hedge contracts for 15,446 ounces with an average strike price of $2,025 per ounce with maturities ranging between March and September 2026. In addition, as part of a price protection strategy to offset the hedge settlements, the Company paid $448,986 to purchase 15,446 puts with a strike price of $4,000 per ounce. The schedule of the puts match the periods of the hedge settlements. The remaining gold hedge contracts total 11,000 ounces in 2026 and 15,000 ounces in the first half of 2027.
Mike Clark, the Company’s Chief Financial Officer said, “We are pleased to have substantially reduced our hedge book for 2026, resulting in more exposure to record high gold prices for the Company. We will continue to work with our lenders to eliminate the remainder of the hedges this year.”
ABOUT CONTANGO
Contango is a NYSE American listed company that engages in exploration for gold and associated minerals in Alaska. Contango holds a 30% interest in the Peak Gold JV, which leases approximately 675,000 acres of land for exploration and development on the Manh Choh project, with the remaining 70% owned by KG Mining (Alaska), Inc., an indirect subsidiary of Kinross Gold Corporation, operator of the Peak Gold JV. The Company and its subsidiaries also have (i) a lease on the Johnson Tract project from the underlying owner, CIRI, (ii) a lease on the Lucky Shot project from the underlying owner, Alaska Hardrock Inc., (iii) 100% ownership of approximately 8,600 acres of peripheral State of Alaska mining claims, and (iv) a 100% interest in approximately 145,000 acres of State of Alaska mining claims that give Contango the exclusive right to explore and develop minerals on these lands. Additional information can be found on our web page at www.contangoore.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements regarding Contango that are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995, based on Contango’s current expectations and includes statements regarding future results of operations, quality and nature of the asset base, the assumptions upon which estimates are based and other expectations, beliefs, plans, objectives, assumptions, strategies or statements about future events or performance (often, but not always, using words such as “expects”, “projects”, “anticipates”, “plans”, “estimates”, “potential”, “possible”, “probable”, or “intends”, or stating that certain actions, events or results “may”, “will”, “should”, or “could” be taken, occur or be achieved). Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks and uncertainties, which could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to: the risks of the exploration and the mining industry (for example, operational risks in exploring for and developing mineral reserves; risks and uncertainties involving geology; the speculative nature of the mining industry; the uncertainty of estimates and projections relating to future production, costs and expenses; the volatility of natural resources prices, including prices of gold and associated minerals; the existence and extent of commercially exploitable minerals in properties acquired by Contango or the Peak Gold JV; ability to realize the
anticipated benefits of the Peak Gold JV; potential delays or changes in plans with respect to exploration or development projects or capital expenditures; the interpretation of exploration results and the estimation of mineral resources; the loss of key employees or consultants; health, safety and environmental risks and risks related to weather and other natural disasters); uncertainties as to the availability and cost of financing; Contango’s inability to retain or maintain its relative ownership interest in the Peak Gold JV; inability to realize expected value from acquisitions; inability of our management team to execute its plans to meet its goals; the extent of disruptions caused by an outbreak of disease, such as the COVID-19 pandemic; and the possibility that government policies may change, political developments may occur or governmental approvals may be delayed or withheld, including as a result of presidential and congressional elections in the U.S. or the inability to obtain mining permits. Additional information on these and other factors which could affect Contango’s exploration program or financial results are included in Contango’s other reports on file with the U.S. Securities and Exchange Commission. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from the projections in the forward-looking statements. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Contango does not assume any obligation to update forward-looking statements should circumstances or management’s estimates or opinions change.
CONTACTS:
Contango ORE, Inc.
Rick Van Nieuwenhuyse
(907) 388-7770
www.contangoore.com
Contango Ore Closes $50 Million Underwritten Offering of Common Stock and Pre-funded Warrants
FAIRBANKS, AK – (February 12, 2026) – Contango ORE, Inc. (“Contango” or the “Company”) (NYSE American: CTGO), is pleased to announce that it has closed its previously announced underwritten offering (the “Offering”) of common stock (the “Shares”) of the Company consisting of 1,678,206 Shares at an offering price of $24.96 per Share to two institutional investors. In the Offering, Contango also offered pre-funded warrants to purchase 325,000 Shares at a purchase price of $24.95 per Share (the “Pre-funded Warrants”), which equals the offering price per Share less the $0.01 exercise price per Share of each Pre-funded Warrant. Aggregate gross proceeds from the Offering are approximately $50 million, before deducting underwriting discounts and commissions and other offering expenses, and excluding the exercise of the Pre-funded Warrants.
The Company intends to use approximately $45,000,000 of the net proceeds to buy back gold hedge contracts and approximately $700,000 of the net proceeds to buy gold put contracts for downside protection. Any remaining proceeds will also be used for general corporate purposes, including working capital.
Canaccord Genuity acted as Sole Bookrunner for the Offering. Cantor, National Bank of Canada Capital Markets, and ATB Cormark Capital Markets acted as Co-Managers for the Offering.
The Offering was made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-283285) previously filed with the U.S. Securities and Exchange Commission (“SEC”) and declared effective on November 27, 2024. A final prospectus supplement and the accompanying prospectus relating to and describing the terms of the Offering, which form a part of the effective registration statement, was filed with the SEC and available on the SEC’s website at www.sec.gov/edgar. Copies of the final prospectus supplement and accompanying prospectus relating to the Offering may also be obtained by contacting Canaccord Genuity LLC, Attention: Syndication Department, 1 Post Office Square, 30th Floor, Boston, MA 02109, or by email at prospectus@cgf.com.
This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
ABOUT CONTANGO
Contango is a NYSE American listed company that engages in exploration for and development of gold and associated minerals in Alaska. Contango holds a 30% interest in Peak Gold, LLC (the “Peak Gold JV”), which leases approximately 675,000 acres of land for exploration and development on the Manh Choh project, with the remaining 70% owned by KG Mining (Alaska), Inc., an indirect subsidiary of Kinross Gold Corporation, operator of the Peak Gold JV. The Company and its subsidiaries also have (i) a lease on the
Johnson Tract project from the underlying owner, Cook Inlet Region, Inc.; (ii) a lease on the Lucky Shot project from the underlying owner, Alaska Hardrock Inc.; (iii) a 100% interests held through it wholly owned subsidiary Contango Minerals Alaska, LLC in approximately 145,280 acres of State of Alaska mining claims; and (iv) a 100% interest held through its wholly owned subsidiary Avidian Gold Alaska Inc. in approximately 11,711 acres of State of Alaska mining claims and leases, including a lease of approximately 3,380 acres at Amanita. Additional information can be found on our web page at www.contangoore.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements regarding Contango that are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995, based on Contango’s current expectations and includes statements regarding, the expected use of proceeds from the Offering, the assumptions upon which estimates are based and other expectations, beliefs, plans, objectives, assumptions, strategies or statements about future events or performance (often, but not always, using words such as “expects”, “projects”, “anticipates”, “plans”, “estimates”, “potential”, “possible”, “probable”, or “intends”, “believe,” “ensure,” “if,” “intend,” “forecasts,” “predict,” “outlook,” “aim,” “will,” “could,” “should,” “would,” “seek,” “may,” “might,” “likely,” “plan,” “positioned,” “strategy,” “continue,” “future,” “going forward,” “designed to,” “proposed,” “contemplate,” and similar expressions or other words of similar meaning, and the negatives thereof, or stating that certain actions, events or results “may”, “will”, “should”, or “could” be taken, occur or be achieved). However, the absence of these words does not mean that the statements are not forward-looking. Forward-looking statements are based on current expectations, estimates and projections that involve risks and uncertainties, which could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to: the results of unwinding hedging contracts; the risks of the exploration and mining industry (for example, operational risks in exploring for, developing mineral reserves; risks and uncertainties involving geology; the speculative nature of the mining industry; the uncertainty of estimates and projections relating to future production, costs and expenses; the volatility of natural resources prices, including prices of gold and associated minerals; the existence and extent of commercially exploitable minerals in properties acquired by Contango or the Peak Gold JV; ability to realize the anticipated benefits of the Peak Gold JV; potential delays or changes in plans with respect to exploration or development projects or capital expenditures; the interpretation of exploration results and the estimation of mineral resources; the loss of key employees or consultants; health, safety and environmental risks and risks related to weather and other natural disasters); uncertainties as to the availability and cost of financing; Contango’s inability to retain or maintain its relative ownership interest in the Peak Gold JV; inability to realize expected value from acquisitions; inability of our management team to execute its plans to meet its goals; the extent of disruptions caused by an outbreak of disease; and the possibility that government policies may change, political developments may occur or governmental approvals may be delayed or withheld, including as a result of presidential and congressional elections in the U.S. or the inability to obtain mining permits. Additional information on these and other factors which could affect Contango’s exploration program or financial results are included in Contango’s other reports on file with the SEC. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or
developments may differ materially from the projections in the forward-looking statements. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Contango does not assume any obligation to update forward-looking statements should circumstances or management’s estimates or opinions change.
CONTACTS
Contango ORE, Inc.
Rick Van Nieuwenhuyse
(907) 388-7770
www.contangoore.com