# NOVAGOLD RESOURCES INC (NG) — capital_raise [pending]
Source: SEC API (secapi.ai) · situation sit_2e2af47b095e4594d91c · retrieved 2026-08-11T15:49:41.002Z

## Overview
NovaGold Resources Inc. is a gold mining company that holds interests in the Donlin Gold project in Alaska through its subsidiary NovaGold Resources Alaska, Inc.

On July 21, 2026, NovaGold Resources Inc. entered into an Arrangement Agreement with NovaGold Corporation (a Delaware corporation) and Paulson Advisers LLC, whereby New NovaGold will acquire all issued and outstanding NovaGold Shares in exchange for one New NovaGold Voting Share per NovaGold Share. Concurrently, Paulson will contribute its interests in Donlin Gold Holdings LLC and Donlin Gold Holdings II LLC (representing a 40% ownership interest in Donlin Gold LLC, which holds the Donlin Gold project in Alaska) to New NovaGold in exchange for New NovaGold shares valued at a 10% discount to Paulson's 40% ownership interest in Donlin, with Paulson's voting common stock capped at 19.99%. The transaction is intended to qualify as a tax-free exchange under Section 351 of the U.S. Internal Revenue Code. The NovaGold Board has unanimously determined the Arrangement is in the best interests of the Company and recommended shareholder approval.

## Terms
- Counterparty: Paulson Advisers LLC · Consideration: stock · Stake: 19.99% · Price/share: $1

## Key dates
- Announced 2026-07-22 · Expiry 2027-03-31

## Timeline
- 2026-07-22 · 8-K (0001104659-26-085824): 8-K - NOVAGOLD RESOURCES INC — *NovaGold Resources Inc. is a gold mining company that holds interests in the Donlin Gold project in Alaska through its subsidiary NovaGold Resources Alaska, Inc.* On July 21, 2026, NovaGold Resources Inc. entered into an Arrangement Agreement with NovaGold Corporation (a Delaware corporation) and Paulson Advisers LLC, whereby New NovaGold will acquire all issued and outstanding NovaGold Shares in exchange for one New NovaGold Voting Share per NovaGold Share. Concurrently, Paulson will contribute its interests in Donlin Gold Holdings LLC and Donlin Gold Holdings II LLC (representing a 40% ownership interest in Donlin Gold LLC, which holds the Donlin Gold project in Alaska) to New NovaGold in exchange for New NovaGold shares valued at a 10% discount to Paulson's 40% ownership interest in Donlin, with Paulson's voting common stock capped at 19.99%. The transaction is intended to qualify as a tax-free exchange under Section 351 of the U.S. Internal Revenue Code. The NovaGold Board has unanimously determined the Arrangement is in the best interests of the Company and recommended shareholder approval.
  https://www.sec.gov/Archives/edgar/data/1173420/0001104659-26-085824.txt

## Citations
- 0001104659-26-085824 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926085824