NOVAGOLD Forges a U.S. Gold Titan, Seizing Full Control of Donlin

VANCOUVER, British Columbia – July 22, 2026 – In a decisive move set to reshape the North American gold landscape, NOVAGOLD RESOURCES INC. today announced it will consolidate 100% ownership of the colossal Donlin Gold project in Alaska through an all-share acquisition of its partner’s interest. The transaction will create a new, U.S.-domiciled entity named NovaGold Corporation (“New NG”) with an estimated equity value of US$4.2 billion, positioning it as a pure-play vehicle to develop what is projected to be the largest gold-producing mine in the United States.

The deal untangles a joint-venture structure with Paulson Advisers LLC, bringing the entire world-class asset under a single, streamlined corporate roof. This consolidation is being hailed by the company as a transformative step that will simplify decision-making, enhance access to capital, and accelerate the development of a mine poised to produce an average of 1.3 million ounces of gold annually in its first decade.

A Strategic Consolidation in a Bullish Gold Market

The transaction, structured as an all-share agreement, will see current NOVAGOLD shareholders own approximately 65% of the new NYSE-listed company. Paulson, led by billionaire investor John Paulson, will indirectly receive the remaining 35% in exchange for its 40% stake in Donlin Gold. Inclusive of its existing holdings, Paulson will command a 40% economic interest in New NG, though its voting power will be capped at 19.99%, preserving NOVAGOLD's independent governance.

This move comes at a pivotal moment for the gold market. With bullion prices consistently testing new highs and some market analysts forecasting a climb past US$5,000 per ounce in 2026, the industry is flush with capital and appetite for de-risked, tier-one assets. NOVAGOLD’s consolidation of Donlin fits perfectly within this macro trend, transforming a complex partnership into a straightforward investment proposition focused on a single, high-potential asset.

Greg Lang, NOVAGOLD’s President and CEO, lauded the deal's logic. “Our combination epitomizes the ultimate ‘smart’ consolidation transaction in the gold industry that aligns the interest of everyone involved,” he stated. Lang emphasized that the simplified structure under New NG will advance Donlin Gold “that much more efficiently — and at reduced operating costs.”

Redomiciling the parent company from Canada to Delaware is a critical element of the strategy. By becoming a U.S. corporation, New NG aims to better align itself with its flagship American asset, facilitating smoother engagement with federal and state agencies and expanding its appeal to a wider range of capital providers, including U.S. governmental agencies and sovereign wealth funds.

The Power Duo: Kaplan and Paulson Take the Helm

Signaling deep alignment at the highest level, the new company’s board will be co-chaired by two titans of the resource investment world: NOVAGOLD’s current Chairman, Dr. Thomas S. Kaplan, and John Paulson. Their partnership, which dates back to their initial investments in the project, is a cornerstone of the new venture's investment thesis.

This leadership structure formalizes a long and fruitful collaboration. Dr. Kaplan spoke warmly of the partnership, stating, “John Paulson and his team’s steadfast and loyal commitment as a partner and shareholder have been absolutely integral to NOVAGOLD’s continued success.” He described their shared belief in Donlin Gold as a “'holy grail' for gold mining investors,” representing a top-tier asset in a premier jurisdiction.

For John Paulson, the transaction is about unlocking value through efficiency. “Consolidating our interest in Donlin into NOVAGOLD enhances Donlin’s organizational structure and will facilitate, streamline and expedite the development of the Donlin mine,” Paulson said. His commitment is further underscored by his active role as Co-Chair, a move intended to signal massive confidence to the market. “I look forward to applying our joint expertise to advance the interests of all shareholders,” he added.

Their combined influence is expected to be instrumental in navigating the final stages of project financing and development. The duo successfully partnered just last year to jointly acquire Barrick Gold’s 50% stake in the project, a precursor to this final consolidation. With both principals now steering the same ship, investors see a clear and powerful force dedicated to bringing the mine to fruition.

Unlocking Donlin: The Path to America’s Largest Gold Mine

At the heart of this multi-billion-dollar transaction is the Donlin Gold project itself—an asset of rare scale and quality. Located in the stable and supportive jurisdiction of Alaska, the project boasts approximately 40 million ounces of gold in Measured and Indicated Resources, with an average grade of 2.22 grams per tonne (g/t). This is more than double the global industry average for open-pit deposits, promising highly attractive economics.

Once operational, Donlin is expected to be a behemoth, producing an estimated 1.1 million ounces of gold annually over a 27-year mine life. The initial years are projected to be even more robust, thanks to a higher-grade mining sequence. Furthermore, the existing resource sits on just three kilometers of an eight-kilometer mineralized trend, suggesting significant exploration upside and the potential for a multi-generational mining operation.

With 100% ownership, NOVAGOLD can now single-handedly drive the project forward. The immediate focus remains on completing an integrated Bankable Feasibility Study (BFS) and pursuing a full range of financing options in parallel. The unified structure eliminates potential partnership friction and creates a single, authoritative voice for negotiating with financiers, contractors, and other key stakeholders.

Navigating Local Interests and the Road Ahead

A critical component of Donlin’s success is the continued support of its Alaska Native landowners, Calista Corporation (which owns the mineral rights) and The Kuskokwim Corporation (TKC, owner of the surface estate). The new, unified corporate structure is expected to simplify engagement with these vital partners, who stand to see substantial economic benefits from responsible development.

NOVAGOLD has highlighted its commitment to prioritizing safety, environmental best practices, and community engagement. The project's design has already evolved based on local feedback, incorporating a natural gas pipeline to reduce barge traffic on the Kuskokwim River. However, while Calista’s leadership has been a key partner, some local tribal and environmental groups remain opposed, citing concerns over potential impacts on the region’s salmon fishery and subsistence lifestyles. Navigating these concerns will remain a key priority for New NG’s management.

The transaction is now subject to customary closing conditions, including regulatory, court, and shareholder approvals. With directors, officers, and major shareholders representing approximately 28% of NOVAGOLD’s shares already committed to voting in favor, the path to approval appears clear. The deal is expected to close in the fourth quarter of 2026.

With the corporate structure simplified, all eyes now turn to the completion of the Bankable Feasibility Study and securing the massive financing required to turn Donlin’s vast golden potential into a producing American asset.