Contango Silver & Gold (NYSE: CTGO) converts remaining gold hedges into debt
Rhea-AI Filing Summary
Contango Silver & Gold Inc. amended its credit facility through a new consent and amendment, mainly to convert its remaining gold hedge contracts into debt. An indirect wholly owned subsidiary increased term loans by approximately $33 million, using the proceeds to terminate required hedge agreements on 15,000 ounces of gold and to buy replacement put option contracts covering the same volume with maturities in March and June 2027. The amendment also lowers the applicable margin under the credit agreement from 5.00% to 3.63% per year, which the company reports as an interest rate of about 7.40%. Total principal under the amended credit facility now stands at $46.3M, with scheduled repayments of $1M on September 30, 2026, $1M on December 31, 2026, about $15.5M on March 31, 2027, and about $28.8M on June 30, 2027. Management highlights that removing the hedge book gives shareholders full, unhedged exposure to future gold prices while retaining flexibility to prepay the debt.
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Insights
Contango trades hedge protection for higher debt but lower interest cost.
Contango Silver & Gold has exchanged its remaining 15,000 ounces of gold hedges for additional term loans, lifting the amended credit facility principal from $12.6M to $46.3M. This materially increases balance-sheet debt while simplifying exposure to gold prices.
The amendment cuts the margin on the facility from 5.00% to 3.63%, which the company describes as an overall interest rate near 7.40%. Scheduled repayments in 2026–2027 are heavily back‑loaded, with about $44.3M due in 2027, concentrating refinancing or repayment risk in that period.
Management emphasizes unhedged exposure to gold and purchased 15,000 put contracts with a $3,100 strike as price protection, funded and added to debt. Future filings describing cash flow from Manh Choh and progress on early repayment of this facility will be important to understanding leverage sustainability.
8-K Event Classification
Key Figures
Key Terms
Material Definitive Agreement regulatory
Credit and Guarantee Agreement financial
hedge agreements financial
put option contracts financial
Amended Credit Facility financial
forward-looking statements regulatory
FAQ
What did Contango Silver & Gold (CTGO) change in its credit facility?
How much did Contango Silver & Gold (CTGO) increase its term loans by?
What are the new repayment terms for Contango Silver & Gold’s amended debt?
How did the hedge conversion affect Contango Silver & Gold’s gold price exposure?
What interest rate does Contango Silver & Gold expect under the Amended Credit Facility?
How much did Contango Silver & Gold pay for its new gold price protection strategy?
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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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 1.01 Entry into a Material Definitive Agreement.
On July 1, 2026, CORE Alaska, LLC (the “Borrower”), an indirect wholly-owned subsidiary of Contango Silver & Gold Inc. (the “Company”), entered into Consent No. 7 and Amendment No. 13 (the “Amendment”) to that certain Credit and Guarantee Agreement, dated as of May 17, 2023 (as amended, the “Credit Agreement”), by and among the Borrower, the Company and the other guarantors party thereto, the lenders party thereto from time to time (the “Lenders”), ING Capital LLC, as administrative agent, and Macquarie Bank Limited, as collateral agent for the secured parties.
The Amendment, among other things, provides for: (i) the termination of the remaining required hedge agreements corresponding to scheduled delivery dates of 10,000 ounces of gold on March 31, 2027 and 5,000 ounces of gold on June 30, 2027 (collectively, the “Hedge Terminations”) and Lender consent to the Hedge Terminations; (ii) the entry by the Borrower into put option contracts with the hedge providers corresponding to scheduled delivery dates of 5,250 ounces of gold on March 31, 2027 and 9,750 ounces of gold on June 30, 2027 (the “Options Contracts”); (iii) an increase of approximately $33 million of principal amount to the aggregate amount of term loans under the Credit Agreement (the “Term Loans”), the proceeds of which were used to effect the Hedge Terminations and to purchase the Options Contracts; and (iv) a reduction of the applicable margin under the Credit Agreement from 5.00% to 3.63% per annum.
The Term Loans are scheduled to be repaid as follows: (i) $1 million on September 30, 2026; (ii) $1 million on December 31, 2026; (iii) approximately $15.5 million on March 31, 2027; and (iv) approximately $28.8 million on June 30, 2027.
The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions, covenants and agreements contained in the Amendment, and is subject to and qualified in its entirety by reference to the full text of the Amendment, which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated into this Item 1.01 by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
Item 7.01 Regulation FD Disclosure.
On July 6, 2026, the Company issued a press release announcing that it had amended its credit facility with its existing lenders to convert its remaining gold hedge contracts into debt. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information included herein and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities 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 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description of Exhibit |
10.1 |
Consent No. 7 and Amendment No. 13 to Credit and Guarantee Agreement, dated as of July 1, 2026, among CORE Alaska, LLC, Contango Silver & Gold Inc., the other Guarantors party thereto, and ING Capital LLC, as administrative agent. |
99.1 |
Press Release of the Company, dated July 6, 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 SILVER & GOLD INC. |
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July 8, 2026 |
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Mike Clark |
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Chief Financial Officer |
Ex. 99.1
NEWS RELEASE
CONTANGO SILVER & GOLD
Contango Converts Remaining Hedge Contracts into Debt
FAIRBANKS, AK - (July 6, 2026) - Contango Silver & Gold Inc. ("Contango" or the "Company") (NYSE American/ TSX: CTGO) is pleased to announce that it has amended its credit facility (the “Amended Credit Facility”) to convert the remaining 15,000 ounces of hedged gold into debt with its existing lenders. As part of the Amended Credit Facility, the interest rate was reduced to approximately 7.40%.
Rick Van Nieuwenhuyse, the Company’s CEO, commented: “We viewed the recent pullback in gold prices as an opportunistic window to completely liquidate our hedge book. By converting the remaining 15,000 ounces of hedge contracts into debt, we have successfully removed the ceiling on our future cash flows from gold production. We are particularly bullish on gold’s macro trajectory from these levels, and our priority is to deliver full, unhedged exposure to rising gold prices directly to Contango shareholders. Operationally, Manh Choh is in a transitional phase as mining transitions from the North Pit to the South Pit and is poised to finish 2026 with higher-grade campaigns, perfectly setting the stage for a record-breaking, fully unhedged production year in 2027. Crucially, we retain the flexibility to repay this debt at any time, and we remain aggressively focused on paying down the credit facility ahead of schedule.”
Highlights of the Amended Credit Facility
Conference Call and Webcast
Contango will host a conference call and webcast to discuss the hedge conversion with CEO Rick Van Nieuwenhuyse and CFO Mike Clark on Monday, July 6, at 1:00pm EST / 10:00am PST.
Participants may join the webcast using the following call-in details: https://6ix.com/event/contango-silver-and-gold-update-on-hedges.
ABOUT CONTANGO
Contango is an NYSE American and TSX-listed mining company that engages in the exploration for and development of silver, gold, and associated minerals with a growth strategy focused on district-scale silver and gold exploration in British Columbia’s Golden Triangle funded by high-grade gold production in Alaska. The Company's flagship Canadian asset comprises approximately 247,000 acres (100,000 hectares) of prospective silver-gold mineral tenures in and around the Kitsault Valley, the southern cornerstone of the Golden Triangle. In Alaska, Contango holds a 30% interest in the Peak Gold JV, which leases approximately 675,000 acres of land for production and exploration 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 hold: (i) a lease on the Johnson Tract project, which consists of mineral rights to approximately 21,000 acres located near tidewater, 125 miles southwest of Anchorage, Alaska, from the underlying owner, CIRI; (ii) 100% ownership of the Lucky Shot project, which consists of mineral rights to approximately 8,600 acres of State of Alaska and patented mining claims located in the Willow Mining District about 75 miles north of Anchorage, Alaska; (iii) mineral rights to approximately 145,000 acres of State of Alaska mining claims; and (iv) mineral rights to approximately 11,700 acres of State of Alaska mining claims and upland mining leases, all of which 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 information and forward-looking statements within the meaning of applicable securities (“Forward-looking Statements”). These include statements regarding Contango’s plans and expectations for its properties and operations, the content within future annual filings, operations in respect of Contango mineral properties and any benefits of investment in Contango. These Forward-looking Statements also include those relating to the Amended Credit Facility and its terms, the Company’s plans to repay that facility over time and potentially ahead of schedule, the conversion of the Company’s remaining hedges into debt and the resulting unhedged exposure to gold prices, management’s outlook on gold prices, the Company’s price protection strategy, and expectations for mining and production at Manh Choh through 2026 and into 2027. The Forward-looking Statements regarding Contango 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”, “intends”, “believes”, “ensures”, “forecasts”, “predicts”, “proposes”, “contemplates”, “aims”, “seeks”, “continues”, “potential”, “positioned”, “strategy”, “outlook”, “future”, “going forward”, “designed to”, and similar expressions or other words of similar meaning, and the negatives thereof, or stating that certain actions, events or results “may”, “might”, “will”, “should”, “would”, or “could” be taken, or that
they are “possible”, “probable”, or “likely” to 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 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; risks related to weather and other natural disasters; uncertainties as to the availability and cost of financing; risks relating to the Company’s indebtedness under the Amended Credit Facility, including its ability to service or repay that debt on or ahead of schedule and the effect of changes in interest rates; the Company’s unhedged exposure to gold prices and the effectiveness of its price protection strategy; and the Company’s ability to achieve anticipated production and grades at Manh Choh, which depends in part on the operator of the Peak Gold JV; 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 operations 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 Silver & Gold
Rick Van Nieuwenhuyse
(907) 388-7770
www.contangoore.com