NOVAGOLD mails proxy for Nov 3 vote on all-share deal to acquire Paulson's 40% Donlin Gold stake

NOVAGOLD RESOURCES INC

Record-date Sept 23, 2026 holders vote Nov 3, 2026 on the Arrangement, taking NOVAGOLD's Donlin Gold ownership from 60% to 100%; proxy deadline Oct 30, 2026, 10:00 a.m. Vancouver Time.
New NOVAGOLD (new Delaware parent) expected market cap ~$4.9B, based on NOVAGOLD's $7.25 close on Sept 15, 2026; current holders including Paulson to own ~65%.
Deal adds ~16Moz Measured & Indicated Resources incl. ~13Moz Proven & Probable Reserves; projected 1.3Moz gold/year in first 10 full years and 1.1Moz/year over 27-year mine life.
Citi opinion calls consideration fair to holders other than Paulson; Board unanimously recommends FOR; locked-up holders (directors, officers, Paulson, Electrum) own ~28% and vote in favor.
Requires 2/3 of votes cast plus BC Supreme Court approval; dissent rights exceeding 10% let NOVAGOLD terminate; Paulson economic interest ~39.7% but voting capped at 19.99%.

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