NovaGold to acquire 100% of Donlin Gold via all-share deal with Paulson; creates ~$4.2B gold developer

NOVAGOLD RESOURCES INC

NovaGold shareholders to receive 1 New NovaGold share per NG share; Paulson contributes 40% Donlin interest for ~35% of New NG.
New NG to be Delaware-domiciled, listed on NYSE; current NG holders (incl. Paulson) own ~65%, Paulson voting capped at 19.99%.
Donlin Gold projected to produce ~1.3M oz/yr first decade, ~1.1M oz/yr over 27-year mine life; 40M oz M&I resources.
Dr. Thomas S. Kaplan and John Paulson to co-chair New NG board; Paulson gets two director seats if >15% ownership.
Transaction expected to close Q4 2026; requires 66 2/3% shareholder approval, court and regulatory approvals.

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