SEC Comment Letter 0000000000-24-007696 to Contango Silver & Gold Inc. (CTGO)
Contango Silver & Gold Inc.
Date: July 8, 2024 · CIK: 0001502377 · Accession: 0000000000-24-007696
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-280509
Letter
July 8, 2024 Michael Clark Chief Financial Officer Contango ORE, Inc. 516 2nd Avenue, Suite 401 Fairbanks, Alaska 99701 Re:Contango ORE, Inc. Registration Statement on Form S-3 Filed June 26, 2024 File No. 333-280509 Dear Michael Clark: We have conducted a limited review of your registration statement and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Registration Statement on Form S-3 Incorporation by Reference, page 22 1.Please revise to incorporate by reference your Current Report on Form 8-K filed on June 28, 2024 and, to the extent that updated disclosures are provided by subsequent Current Reports on Form 8-K prior to effectiveness of the registration statement, revise to specifically incorporate such Reports by reference. General 2.Please update your disclosure regarding the status of the acquisition, including stockholder approval. In addition, please confirm, if true, that the fairness hearing has been held and you have received court approval under 3(a)(10). Refer to Staff Legal Bulletin 3A available at www.sec.gov.
July 8, 2024 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Cheryl Brown at 202-551-3905 or Daniel Morris at 202-551-3314 with any other questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc:Paul Monsour
Show Raw Text
July 8, 2024
Michael Clark
Chief Financial Officer
Contango ORE, Inc.
516 2nd Avenue, Suite 401
Fairbanks, Alaska 99701
Re:Contango ORE, Inc.
Registration Statement on Form S-3
Filed June 26, 2024
File No. 333-280509
Dear Michael Clark:
We have conducted a limited review of your registration statement and have the following
comments.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Registration Statement on Form S-3
Incorporation by Reference, page 22
1.Please revise to incorporate by reference your Current Report on Form 8-K filed on June
28, 2024 and, to the extent that updated disclosures are provided by subsequent Current
Reports on Form 8-K prior to effectiveness of the registration statement, revise to
specifically incorporate such Reports by reference.
General
2.Please update your disclosure regarding the status of the acquisition,
including stockholder approval. In addition, please confirm, if true, that the fairness
hearing has been held and you have received court approval under 3(a)(10). Refer to Staff
Legal Bulletin 3A available at www.sec.gov.
July 8, 2024
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Cheryl Brown at 202-551-3905 or Daniel Morris at 202-551-3314 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:Paul Monsour