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, an exploration-stage property currently on care and maintenance.

• The business model includes restarting suspended mining operations, subject to regulatory approvals and resolution of lease disputes.

• Entered into agreements to acquire up to a 90% interest in the Mampon Gold and Copper Mining Lease, with a 10% free carried interest for the Ghanaian government.

• The company is a Cayman Islands exempted entity, listed on Nasdaq under the symbols BGL (shares) and BGLWW (warrants).

Financial performance and metrics

• As of June 30, 2025, had not generated any revenue; all expenses relate to start-up, plant maintenance, and business combination activities.

• Reported an operating loss 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 was $0.3 million as of June 30, 2025, with a net working capital deficit of $10.7 million.

• Total assets as of June 30, 2025, were $33.8 million, primarily mineral rights and property, plant, and equipment.

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

Use of proceeds and capital allocation

• May receive up to $75 million from the sale of VWAP Purchase Shares, to be used for general corporate purposes.

• Proceeds from the sale of shares by the selling shareholder will not go to the company.

• Additional capital raised through convertible notes, advance payment agreements, and equipment supply agreements.