NovaGold to acquire Paulson's 40% Donlin Gold stake for ~35% of new Delaware entity

Filed July 22, 2026 · Period ending July 21, 2026 · ~2 min read

Key Changes

• high

  NovaGold will acquire Paulson's 40% stake in Donlin Gold LLC for approximately 35% of new Delaware entity shares (40% economic interest, 19.99% voting), consolidating 100% ownership of the 40M oz gold project in all-share transaction valued at approximately $4.2B.

  Exhibit 99.1 view on EDGAR →
• high

  Paulson contributing its Donlin Gold interests at 10% discount to implied equity value based on NovaGold's 10-day VWAP as of July 21, 2026; shares subject to lock-up until earliest of project financing, Paulson ownership below 10%, or three years.

  Exhibit 99.1 view on EDGAR →
• high

  Transaction requires 66 2/3% shareholder approval; directors, officers, Electrum, and Paulson (collectively ~28% of shares) have agreed to vote in favor. Expected to close Q4 2026 subject to court, regulatory, and NYSE listing approvals.

  Exhibit 99.1 view on EDGAR →