OreStocks

Stakeholder Gold Corp. press release

NOVAGOLD Files 2025 Year-End Report Landmark Transaction Positions Donlin Gold as the Next Generational Project Primed for Development

TSXV - TSX Venture Exchange · Silicon · Gold · Copper · Canada

Completed a landmark $1 billion transaction1on June 3, 2025, to acquire Barrick Mining Corporation’s (“Barrick”) 50% interest in Donlin Gold LLC — NOVAGOLD increased its ownership to 60% by acquiring an additional 10% for $200 million, while Donlin Gold Holdings (DGH)2, 100% wholly-owned by Paulson Advisers LLC (“Paulson”) and its affiliates, acquired a 40% interest for $800 million. Donlin Gold issued a Request for Proposals (RFP) for its Bankable Feasibility Study (BFS)3to top-tier engineering firms with the expertise to design what is expected to be the largest single gold mine in the United States. Proposals were received in October, and the Prime Contractor is expected to be selected in the first quarter of 2026. Additional RFPs were issued in the fourth quarter of 2025 for specialist contractors for the power plant, pipeline, and pressure oxidation and oxygen plant scopes of work. Hired Frank Arcese as the Project Director for Donlin Gold LLC to lead efforts on the BFS. He has over 40 years of experience working on major mining projects in the United States and international jurisdictions. Completed the 18,454-meter 2025 drill program which delivered high-grade intercepts, across multiple zones, including standout intervals up to 26.22 g/t gold4— further supporting Donlin Gold’s position as one of the largest and highest-quality known gold projects globally. Held site tours with stakeholders, investors, and analysts, followed by the owners’ visit which included meetings with landowners, government agencies, engineering firms, logistics providers and other pivotal parties with the capacity and experience to support critical project infrastructure as Donlin Gold advances the BFS and development activities after its construction decision. Conducted senior-level meetings and site visits with Yukon-Kuskokwim (Y-K) region communities, Alaska representatives, and partners – met with Alaska Congressional delegation and industry officials in Washington, D.C. and finalized two additional Shared Values Statements (20 total). Advanced restoration efforts at Snow Gulch, a tributary of Donlin Creek historically mined for placer gold, to restore natural habitat conditions that support aquatic life. Donlin Gold’s board approved a 2026 budget of $131.4 million on a 100% basis, comprising advancement of the BFS, maintaining existing permits and securing outstanding permits, supporting government affairs activities, strengthening community relations, workforce development, environmental initiatives and exploration.

VANCOUVER, British Columbia, Jan. 22, 2026 (GLOBE NEWSWIRE) -- NOVAGOLD RESOURCES INC.(“NOVAGOLD” or “the Company”) (NYSE American, TSX: NG) today filed its 2025 fiscal year-end report and provided an update on its Tier One gold development project5, Donlin Gold, which is owned 60% by NOVAGOLD and 40% by DGH.

Details of the financial results for the year ended November 30, 2025, are presented in the consolidated financial statements and annual report on Form 10-K filed on January 22, 2026, which is available on the Company’s website atwww.novagold.com, on SEDAR+ at www.sedarplus.ca, and on EDGAR at www.sec.gov. All amounts are in U.S. dollars unless otherwise stated.

As detailed in the above-mentioned filings, NOVAGOLD held approximately $115.1 million in cash and term deposits as of November 30, 2025, and reported net annual cash expenditures of $36.5 million — reflecting $22.5 million to fund NOVAGOLD’s share of the Donlin Gold project and $14.0 million in corporate general and administrative costs. This excludes consideration and closing costs paid to increase NOVAGOLD’s interest in Donlin Gold LLC to 60% and proceeds raised following the exercise of the public offering overallotment option on June 5, 2025.

As NOVAGOLD is a development-stage company with no production, the Company reported earnings of ($94.7) million and earnings per share of ($0.25) for the 2025 fiscal year, primarily due to a non-cash, non-recurring charge of $39.6 million related to warrants issued under a backstop commitment agreement announced during the second quarter as well as $9.0 million of higher Donlin Gold field expenses compared to the prior year. Excluding the impact of this one-time charge, NOVAGOLD’s results for fiscal year ended November 30, 2025 reflect higher expenditures at Donlin Gold due to the 2025 field program and ramp-up of activities to commence the BFS, while remaining in line with our total 2025 guidance, as adjusted during the third quarter to reflect higher corporate general and administrative costs at NOVAGOLD and a 60% Donlin Gold funding obligation commencing June 3, 2025, when NOVAGOLD’s interest in Donlin Gold increased to 60%.

President’s Message

Donlin Gold Ushers in a New Era, Poised to Become the Largest Single Gold Mine in the United States

In 2025, NOVAGOLD and the Donlin Gold project had a transformative period marked by milestones that have fundamentally reshaped the Company’s trajectory. So much so that I am not exaggerating when I say that management is fully mobilized, operating with purpose-driven momentum to responsibly advance all project activities.

As most of you know, I was a Barrick Mining Corporation (“Barrick”) executive — having served for 25 years in multiple postings for Barrick and its predecessor companies across the world. My very last stint there was eight years as President of Barrick North America. Running the jewels in the company’s crown was a tremendous privilege. In my position, I was part of the team that tried to take over NOVAGOLD in 2006. We coveted it, regarding Donlin Gold as the best of the best in North America. We didn’t succeed in that first attempt, but my admiration for the asset only grew over time. After overseeing the building of the Cortez Hills Mine, looking at Donlin Gold, I candidly felt more and more that the potential for the project and its land package could be Carlin-like in its scale. Already with a great job, when the time came for me to consider a major change after approximately three decades of service, I knew that there was only one asset compelling enough for me to take that leap.

In 2011, Gil Leathley and Igor Levental, with whom I had worked at Homestake, organized a meeting with Tom Kaplan, whose Electrum Group had rescued NOVAGOLD from bankruptcy and, much to Barrick’s chagrin, turned the company around quite spectacularly. Tom and I hit it off immediately. We compared notes about all the attributes that we each felt made Donlin Gold the single greatest gold development project in the world. With two distinct vantage points, he as a seasoned natural resources investor, and I as a miner who had successfully built and operated some of Barrick’s biggest mines, we found that we were perfectly in sync and able to complete each other’s sentences…even if his were considerably longer. Wanting NOVAGOLD’s extraordinary leverage at Donlin Gold, I agreed to join the Company as President and CEO if Tom would serve as Chairman. Tom, who hadn’t sat on a public company board for years, quipped that he would accept if I became CEO. That’s how it all came together in 2011.

With 2026 marking the 15thanniversary in our respective roles, I know I speak for Tom when I say that we could not be prouder of what has been achieved. Back then, Donlin Gold had not yet commenced permitting and more than a few had their doubts. We didn’t. Neither did Richard Williams, who joined us after having successfully brought Barrick’s Pueblo Viejo mine into production as Project Director. Richard summed up his feelings rather nicely to John Paulson’s analyst, Victor Flores, on the occasion of a site visit to Donlin Gold. Richard literally could have gone anywhere in the industry – yet when Victor asked what prompted him to join NOVAGOLD, Richard replied that he wanted to build what he believed would be _the_greatest gold mine in the world.

By this time, John Paulson was one of NOVAGOLD’s largest shareholders. In fact, Victor had originally been sent by John to reconnoiter Donlin Gold a year or so earlier. Specifically, he had been tasked with verifying whether Tom’s top geologist, Dr. Larry Buchanan, could even remotely be right when submitting that he could see the potential for 80-100 million ounces in the 5% of the Donlin Gold land package that had been explored. Larry had even added to his assessment that, if anything, the geological setting suggested even greater upside: “the next Donlin could well be _at_Donlin.” Victor reported to John that he too could see that potential. John called Tom and the next day invested $100 million more. To this day, John Paulson has been our most loyal and longstanding ally. And we could not have been where we are today without him._Thank you, John. Sincerely. We couldn’t be more grateful._

Needless to say, NOVAGOLD’s standout moment came on June 3, 20256with the $1 billion landmark transaction for Barrick’s 50% interest, increasing the Company’s stake in Donlin Gold LLC from 50% to 60% and bringing on a new, fully aligned partner. Throughout the year, NOVAGOLD elevated the project’s profile and advanced initiatives for long-term, sustainable value creation, reinforcing Donlin Gold’s position as one of the world’s most important gold assets. With this strong foundation, and prime location in Alaska, already the second largest gold producing state in the United States, NOVAGOLD is poised to reach yet another critical turning point — one that is expected to unlock its full potential. If anything, we believe that this transaction will one day be seen as the most outstanding acquisition of a gold asset since Barrick’s own purchase in 1986 of its company maker: the Goldstrike Mine, on Nevada’s Carlin Trend.

The market’s response over the past year clearly shows that our trajectory has done a 180. It also underscores the significance of the progress achieved, recognizing this period as the most consequential development for NOVAGOLD’s stakeholders in over a decade. Investors have clearly understood that, with Paulson as a fully aligned partner, Donlin Gold is now advancing at flank speed toward a construction decision for what is expected to become America’s largest single gold mine — at a particularly opportune moment for such a superlative to take on its fullest meaning. This recognition, still in its infancy, has driven the initial phase of the Company’s upward revaluation, which we believe could easily gain greater momentum as we continue to hit projected milestones for Donlin Gold — right on time to enjoy the many tail winds of a historic gold bull market.

Subsequent to the transaction, NOVAGOLD further strengthened its financial position through a public offering that generated approximately $195.2 million in net proceeds, complemented by $64.4 million from a private placement completed in the second quarter, bringing aggregate financing to approximately $260 million. These funds enabled the Company to finance its share of the acquisition and conclude the year with a strong cash position of $115.1 million to support Donlin Gold’s continued advancement up the value chain.

Donlin Gold’s exceptional combination of scale, high-grade open-pit mineralization, long mine life, low estimated operating costs, significant exploration upside7, and a stable and predictable jurisdiction8positions the project in a most exclusive class of global gold assets. With approximately 40 million ounces of Measured and Indicated Mineral Resources at an average grade of 2.22 grams per tonne9, more than twice the industry average10, Donlin Gold already stands apart. Importantly, this resource base represents only a portion of an eight-kilometer mineralized trend that itself comprises less than 5% of the broader land package. Given the limited exploration completed to date, significant potential remains for resource expansion. As part of the ongoing exploration strategy, Donlin Gold LLC continues to focus district-wide exploration planning towards growing existing resources and identifying new discoveries on the remainder of the property still unexplored systematically — consistent with our view of continuously unlocking value and advancing the project forward.

From Transformation to Execution: Advancing the Next Phase of Development

Against this backdrop of significant upside, 2025 marked a clear shift from transformation to execution. The Company advanced critical next steps towards development, including the issuance of RFPs for a BFS to leading engineering firms with the expertise required to design what is expected to be the largest single gold mine in the United States. Proposals were received in October, and a Prime Contractor is expected to be selected in the first quarter of 2026. In addition to the Prime Contractor, RFPs have been issued to specialist contractors for the power plant, pipeline, and pressure oxidation and oxygen plant scopes of work which will be incorporated into the BFS. Once contractors are selected, a detailed timeline and budget for completion of the BFS will be established.

To support advancement of the BFS and move the project toward construction and ultimately commercial operation, management has identified key project requirements and commenced recruiting for critical positions. As part of this effort, Donlin Gold LLC has hired Frank Arcese as Project Director. Frank brings more than four decades of global project leadership, with deep experience executing large-scale mining capital projects in both the U.S. and internationally. Most recently, he served as Capital Projects Business Leader for North American mining operations at WSP Global Inc., an Engineering, Procurement, and Construction Management (EPCM) firm. Previously, he served as Project Director on multiple large mining and power plant projects for Rio Tinto across the U.S., Mongolia, and Argentina, and has extensive expertise in managing projects in remote environments, such as Teck Resource’s original Quebrada Blanca in Chile, BHP’s Escondida Phase 3 and SX-EW Plant in Chile, and recently Rio Tinto’s Rincon 3000 Lithium Project in Argentina where he set-up the project.

The Company retained Wood Group USA, Inc. (“Wood”) and Geosyntec Consultants International, Inc. (”Geosyntec”), unaffiliated third-party firms comprising mining experts, to update content in its previously filed “_NI 43-101 Technical Report on the Donlin Gold Project, Alaska, USA_,” with an effective date of June 1, 2021 (the “2021 Technical Report”) and the “_S-K1300 Technical Report Summary on the Donlin Gold Project, Alaska, USA,_” with an effective date of November 30, 2021 (the “2021 Technical Report Summary”). Wood and Geosyntec’s Qualified Persons (“QPs”) completed an exercise to update the reports with the latest information. Updated content in the new reports includes legal agreements, drill hole database, geologic model, mineral resource estimates, mine plan, mineral reserve estimates, production schedule, operating costs, capital costs, tax rates, long term gold price, and the economic analysis. Additionally, work done on the property since 2021 with respect to exploration, drilling, permitting, and minor mine design changes as a result of recent permitting activities are summarized in the updated content. A data verification exercise was also completed by each Wood and Geosyntec QP co-authoring the report. This included an August and September 2025 site visit by six of the report QPs; review of the drill and assay data, geologic data, geologic model, and resource model; review of metallurgical test work; review of designs for processing and infrastructure, including minor design updates; update of capital and operating cost estimates utilizing a combination of cost indices and vendor quotations; and updated mine designs, production schedule, and economic analysis.

The Wood and Geosyntec review determined that there was no material change to the mineral resources or mineral reserves as increases in mining costs since the 2021 Technical Report were generally offset by the increase in the long-term gold price used in the study.

Furthermore, mine planning and resource conversion advanced through the completion of an 18,454-meter drill program that returned high-grade intercepts across multiple zones, including standout intervals of up to 26.22 g/t gold11. The work targeted three core objectives: 1) grid drilling to refine mine planning parameters; 2) in-pit exploration to strengthen geological modelling and resource conversion; and 3) geotechnical drilling — covering pit wall stability and material site assessments — to inform the updated resource model, mine planning and assess sites for the planned port access road. The program was successfully executed by a site team of approximately 80 locally hired staff and external contractors, with results providing critical inputs for engineering, mine planning, and resource modelling, hence representing a significant milestone toward completion of the BFS. Together, these accomplishments reflect both the momentum achieved and the Company’s disciplined approach, now rigorously focused on the next phase of value creation.

Driving Meaningful Engagement Across Government, Regional, and Stakeholder Levels

Donlin Gold LLC has engaged extensively with communities, stakeholders, and government representatives across the Y-K region, Alaska, and Washington, D.C., supporting project development and permitting. Decades of outreach with 62 Y-K region communities have strengthened relationships, fostered knowledge sharing, reinforced the project’s social license, and built considerable trust. The Donlin Gold team remains committed to advancing the project responsibly through transparent and respectful engagement.

NOVAGOLD and Donlin Gold staff traveled to Juneau and, along with DGH, to Washington, D.C., meeting with Alaska legislators, the State’s congressional delegation, federal officials, and the Federal Permitting Council to provide project updates, discuss energy needs, and highlight Alaska’s environmental standards. Additional engagements included meetings with the National Security Council, committee staff from natural resources and energy Congressional committees, the National Mining Association, and Alaska Native leaders.

Donlin Gold hosted the fourth and fifth Subsistence Community Advisory Committee (SCAC) meetings in Anchorage and at the project site, offering a deep dive into different areas of the project’s development and operations, including camp and facility tours, aquatic resources monitoring, and Snow Gulch restoration work. Donlin Gold also hosted project site tours led by Tom Kaplan and me with investors and analysts, followed by a visit from John Paulson and his team, with meetings involving key Alaska government officials — such as Governor Mike Dunleavy, Department of Natural Resources (ADNR) former Commissioner John Boyle, and former Revenue Commissioner Adam Crum — to introduce the new ownership and discuss shared priorities. The team also met with principal stakeholders, including government agencies, engineering firms, and logistics providers, to support critical project infrastructure as Donlin Gold advances the BFS and development activities after its construction decision, and held discussions with natural gas pipeline developers to explore opportunities benefiting the project and its stakeholders. Additionally, Donlin Gold hosted a site tour for State of Alaska representatives, members of the U.S. Congressional delegation state directors, and RDC staff, including participants from the offices of Senator Lisa Murkowski, Senator Dan Sullivan, and Representative Nick Begich.

In the fourth quarter, representatives from Donlin Gold, DGH and NOVAGOLD, alongside Alaska Governor Mike Dunleavy, participated in a keynote luncheon panel on the Donlin Gold project during the Alaska Miners Association Convention. The event provided an opportunity to introduce the new partnership to attendees, share project updates, and highlight the alignment between the company and government priorities. Panelists discussed the project’s ongoing development, its importance to Alaska and the Y-K region, and how close collaboration among partners and stakeholders is advancing the project responsibly. During the convention, Donlin Gold’s Permitting and Environmental Manager Enric Fernadez was awarded the Alaska Miners Association Environmental Stewardship Award while the Donlin Gold team received the Alaska Miners Association Hard Hat Safety Award — recognizing the team’s outstanding dedication to safety, teamwork and care for one another.

Earlier from Stakeholder Gold Corp.