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Blue Gold Ltd (BGL) Form 424B3 — Aug 5, 2026

$BGLForm 424B3Filed Aug 5, 2026, 4:40 PM ET0001213900-26-085721Original filing

Blue Gold Limited filed Prospectus Supplement No. 1 to its May 29, 2026 prospectus, registering the resale of up to 32,157,957 Class A ordinary shares by selling shareholder Tumim Stone Capital LLC for up to an aggregate purchase price of $73.0 million. The company will receive no proceeds from these sales and bears all registration costs. The supplement details Blue Gold's equity line with Tumim Stone Capital, signed August 29, 2025, allowing issuance of up to $75 million in Class A shares at 0.95-0.97 times VWAP, capped at the lesser of 20-40% of daily volume or $2-3 million per purchase.

Key figures

Gross Proceeds
up to $73.0 million aggregate purchase price (to Selling Shareholder); Company receives no proceeds
Offering Price
0.95 x lower of closing price or VWAP (1-day period) or 0.97 x lowest VWAP (3-day period), per amended Ordinary Share SPA
Shares Offered
32157957
Daily volume range
30,900 to 29,059,500 shares
Compliance deadline
January 20, 2027
Equity line capacity
$75 million aggregate under Ordinary Share SPA
Nasdaq mvphs minimum
$15,000,000
Compliance period days
180
Vwap purchase cap 1day
lesser of 20% of daily volume or $2,000,000 / VWAP
Vwap purchase cap 3day
lesser of 40% of daily volume or $3,000,000 / VWAP
Commitment shares issued
69419
Closing price jul 29 2026
$0.21
Price range since listing
$0.20 to $133.00 (June 26, 2025 to July 29, 2026)
Warrant closing price jul 29 2026
$0.05
Additional shares issued under spa
2245713

AI analysis

Red flags7 · Pro

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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.

    Blue Gold Ltd (BGL) Form 424B3 — Aug 5, 2026: AI Analysis | Signal8