UPDATE 3-NOVAGOLD Resources to acquire Paulson's Donlin interests in $4.2 billion deal

Novagold Resources Inc

Novagold Resources Inc

NG

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Adds analyst comment in paragraph 6 and updates shares

By Dharna Bafna

- NOVAGOLD Resources NG.TO said on Wednesday it would acquire the shares it does not already own in Donlin Gold from Paulson Advisors in an all-stock deal that would create a gold producer worth $4.2 billion.

Shares of NovaGold Resources rose 7.3% around midday.

A record rally in gold has bolstered miners' cash flows and improved their access to capital, encouraging them to expand reserves of the precious metal and grow their presence in safer mining regions such as Canada and the United States.

The deal aims to end split control of Donlin Gold and create a single, fully owned U.S.-listed entity for improve access to governmental agencies and sovereign wealth funds to support its next phase of project development.

It adds over 16 million ounces of measured and indicated resources to NOVAGOLD Resources. This includes 13 million ounces contained in proven and probable reserves and increases projected attributable gold production by over 520,000 ounces annually for 10 years.

Consolidating full project-level interest of Donlin Gold simplifies ownership at a critical juncture, ahead of the bankable feasibility study (expected mid-2027), upcoming project financing discussions, and a potential construction decision anticipated in 2028 or later, an analyst at RBC Capital Markets said.

Upon completion of the deal, a new company — NovaGold Corporation — will be formed, with NOVAGOLD shareholders owning nearly 65% and Paulson receiving about 35% in exchange for its Donlin Gold interest.

Inclusive of its existing equity ownership in NOVAGOLD, New York-based Paulson would own approximately 40% in the new entity, the company said.

The new company, which would be incorporated in Delaware, will be co-chaired by NOVAGOLD Chairman Thomas Kaplan and John Paulson, with its board expanded to 11 directors from 10.

The deal is expected to close in the fourth quarter.