NovaGold Resources (NG) Proxy filing summary

Executive summary

• Agreement reached to acquire Paulson Advisers' 40% interest in Donlin Gold, resulting in full ownership and a new entity listed on the NYSE with a $4.2 billion market cap.

• Shareholders of the acquiring company will own 65% of the new entity, with Paulson holding 35% and its voting interest capped at 19.99%.

• The transaction is expected to close before year-end, pending shareholder approval.

• Donlin Gold project in Alaska is projected to produce 1.3Mozpa in its first decade and 1.1Mozpa over a 27-year mine life.

• Feasibility study for Donlin Gold is on track for completion in Q1 2027, with permitting nearly complete.

Voting matters and shareholder proposals

• Shareholder approval is required for the proposed transaction to consolidate Donlin Gold ownership.

• Proxy statement and related materials will be filed and disseminated to security holders for voting.

Board of directors and corporate governance

• The new entity will be co-chaired by Thomas Kaplan and John Paulson.

• Information on directors, executive officers, and their interests will be included in the proxy statement.