Contango Ore (CTGO) investor relations material

Executive summary

• Merger agreement signed to combine two North American precious metals companies on a merger-of-equals basis, creating a mid-tier silver and gold producer and developer with a diversified asset portfolio in Alaska and British Columbia.

• Combined entity will be named Contango Silver & Gold Inc., with a seven-member board (four from one company, three from the other) and a management team blending leadership from both organizations.

• Shareholders of each company will own approximately 50% of the new entity on a fully diluted basis; the transaction is expected to close in Q1 2026, subject to shareholder, court, and regulatory approvals.

• The combined company will have over $100 million in cash, minimal debt, and cash flow from the producing Manh Choh gold mine, supporting further development and exploration.

Voting matters and shareholder proposals

• Shareholders will vote on the merger, an increase in authorized shares from 45 million to 250 million, a name change, and the issuance of new shares and exchangeable shares to effect the transaction.

• Approval requires a two-thirds majority from one company’s shareholders and a simple majority from the other’s, with both boards and key shareholders already signing voting support agreements.

• Reciprocal termination fees of $15 million are in place, and the agreement includes non-solicitation and fiduciary-out provisions.

Board of directors and corporate governance

• The post-merger board will consist of seven directors: four from one company and three from the other.

• Key executive roles are allocated to leaders from both companies, ensuring continuity and integration.

• Voting support agreements require directors, officers, and significant shareholders to vote in favor of the transaction.