Blue Gold (BGL) Registration filing summary

Company overview and business model

• Operates as a holding company with subsidiaries focused on acquiring, developing, financing, licensing, and operating gold mines, primarily in Ghana's Ashanti Gold Belt.

• Recently acquired mining leases for the Bogoso Prestea Mine, currently in care and maintenance, with plans to restart operations pending regulatory approvals and resolution of a lease dispute.

• Entered into agreements to acquire up to a 90% interest in the Mampon Gold and Copper Mining Lease in Ghana, subject to regulatory approvals and staged share issuances.

• The Government of Ghana is entitled to a 10% free carried interest in key mining subsidiaries.

Financial performance and metrics

• No revenue generated as of June 30, 2025; operations remain in the exploration and development stage.

• Reported operating losses of $11.6 million for the year ended December 31, 2024, and $7.8 million for the six months ended June 30, 2025.

• Cash balance of $0.3 million and a net working capital deficit of $10.7 million as of June 30, 2025.

• Total assets of $33.8 million and total liabilities of $48.3 million as of June 30, 2025.

• Accumulated deficit of $19.8 million as of June 30, 2025.

Use of proceeds and capital allocation

• Proceeds from warrant exercises (up to $3.6 million) and additional senior convertible notes ($1.5 million) are earmarked for general corporate purposes.

• No proceeds from the resale of shares by the selling shareholder; company will not rely on warrant exercises for operational funding.

• Additional capital needs are expected to be met through equity, debt, trade, or offtake finance, with a $25 million advance payment facility from Gerald Metals contingent on conditions precedent.