NovaGold Resources (NG) M&A Announcement summary

Deal rationale and strategic fit

• NOVAGOLD and Paulson are acquiring Barrick's 50% stake in a major gold project for $1 billion, forming a partnership to advance one of the world's largest undeveloped gold projects in Alaska.

• The asset is unique for its scale, grade, and jurisdiction, with significant exploration upside and strong local partnerships.

• Paulson brings capital and gold sector expertise, aligning with NOVAGOLD's ambition to unlock the project's value.

• The new structure resolves prior misalignments, enabling immediate progress on feasibility and development.

Financial terms and conditions

• NOVAGOLD will acquire an additional 10% interest for $200 million (raising its stake to 60%), and Paulson will acquire 40% for $800 million, totaling $1 billion.

• NOVAGOLD's $200 million payment is funded by $170 million in new equity from Paulson, Electrum, and Kopernik, plus $30 million from treasury; investors receive five-year warrants for 25.5 million shares at $3.00.

• Debt to Barrick can be retired for $90 million if paid before closing, or $100 million within 18 months post-closing.

Integration plans and timeline

• Transaction expected to close in late Q2 or early Q3 2025, subject to regulatory approvals and customary conditions.

• Upon closing, NOVAGOLD and Paulson will have equal governance rights and jointly manage the project.

• Immediate focus post-closing will be on updating the feasibility study, assembling a dedicated team, and advancing technical and community initiatives.

• Feasibility study to commence post-closing, expected to take about two years and cost approximately $80 million.