NovaGold Files Preliminary Base Shelf Prospectus for
Future Financings
December 7, 2009 - Vancouver, British Columbia - NovaGold Resources Inc.
(NYSE-AMEX, TSX: NG) has today filed a preliminary
short form base shelf prospectus with the securities commissions in each of the
provinces of Canada, except Quebec, and a corresponding registration statement
with the United States Securities and Exchange Commission. The shelf prospectus
filed today is intended to replace the Company’s previous shelf prospectus,
originally filed on March 19, 2007, which expired on May 16, 2009. These
filings, when made final, will allow the Company to make offerings of debt
securities (“Debt Securities”), preferred shares and common shares
(“Equity Securities”), warrants to purchase Equity Securities and warrants
to purchase Debt Securities, share purchase contracts and share purchase or
equity units (collectively, the “Securities”) or any combination thereof up
to an aggregate initial offering price of US$500,000,000 during the 25-month
period that the final short form base shelf prospectus remains effective. Securities
may be offered separately or together, in amounts, at prices and on terms to be
determined based on market conditions at the time of sale and set forth in an
accompanying shelf prospectus supplement and, subject to applicable
regulations, may include At-the-Market transactions, private placements, public
offerings or strategic investments. The net proceeds from the sale of the
Securities will be used for general corporate purposes, including funding
potential future acquisitions and capital expenditures.
A registration statement relating to these Securities has been filed
with the United States Securities and Exchange Commission but has not yet
become effective. These Securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective. This
news release shall not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of these Securities in any state in
which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such state.
A copy of the preliminary short form base shelf prospectus and any shelf
prospectus supplements that may be filed in the future may be obtained from the
Company’s Corporate Secretary by emailing info@novagold.net or directing a
request to NovaGold at Suite 2300, 200 Granville Street, Vancouver, British
Columbia, Canada, V6C 1S4, telephone 1-866-669-6227, Attn: Corporate Secretary.
About NovaGold
NovaGold is a precious metals company engaged in the exploration and
development of mineral properties in North America. The Company has a portfolio
of mineral properties located in Alaska, USA, and British Columbia, Canada. The
Company’s largest projects are being advanced with major mining companies. The
Donlin Creek project is held by a limited liability company owned equally by
NovaGold and Barrick Gold U.S. Inc. The Galore Creek project is held by a
partnership owned equally by NovaGold and Teck Resources Limited. NovaGold owns
a 100% interest in the Rock Creek, Big Hurrah and Nome Gold deposits in Nome,
Alaska. NovaGold has one of the largest reserve/resource bases of any junior or
mid-tier level producing gold company, and trades on the TSX and NYSE-AMEX
under the symbol NG. More information is available by email at
info@novagold.net.
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NovaGold Contacts
Greg Johnson
Vice President, Strategic Development
Rhylin Bailie
Manager, Corporate & Investor Relations
604-669-6227 or 1-866-669-6227
Cautionary Note Regarding Forward-Looking Statements
This press release includes certain “forward-looking
statements” within the meaning of the United States Private Securities
Litigation Reform Act of 1995. All statements, other than statements of historical
fact, included herein including, without limitation, plans for and intentions
with respect to the company’s use of proceeds from the sale of Securities and
NovaGold’s future operating or financial performance, are forward-looking
statements. Forward-looking statements involve various risks and uncertainties.
There can be no assurance that such statements will prove to be accurate, and
actual results and future events could differ materially from those anticipated
in such statements. Important factors that could cause actual results to differ
materially from NovaGold’s expectations include the uncertainties involving
the need for additional financing to explore and develop properties and
availability of financing in the debt and capital markets; uncertainties
involved in the interpretation of drilling results and geological tests and the
estimation of reserves and resources; the need for continued cooperation with
Barrick Gold and Teck Resources in the exploration and development of the
Donlin Creek and Galore Creek properties; the need for cooperation of
government agencies and native groups in the development and operation of
properties; the need to obtain permits and governmental approvals; risks of
construction and mining projects such as accidents, equipment breakdowns, bad
weather, non-compliance with environmental and permit requirements,
unanticipated variation in geological structures, ore grades or recovery rates;
unexpected cost increases; fluctuations in metal prices and currency exchange
rates; the outcome of litigation pending against the company; and other risk
and uncertainties disclosed in NovaGold’s Annual Information Form for the
year ended November 30, 2008, filed with the Canadian securities regulatory
authorities, and NovaGold’s annual report on Form 40-F filed with the United
States Securities and Exchange Commission and in other NovaGold reports and
documents filed with applicable securities regulatory authorities from time to
time. NovaGold’s forward-looking statements reflect the beliefs, opinions and
projections on the date the statements are made. NovaGold assumes no obligation
to update the forward-looking statements of beliefs, opinions, projections, or
other factors, should they change.
info@novagold.net
Toll free: 866-669-6227 http://www.novagold.net/