NOVAGOLD RESOURCES INC. (“NOVAGOLD” or the “Company”) (NYSE
American, TSX: NG) will hold the Company’s 2023 Annual General
Meeting of Shareholders virtually on May 18, 2023 at 1:00 p.m. PST
(4:00 p.m. EST). On this occasion, Shareholders will elect
Directors for the ensuing year, including three new nominees: Hume
Kyle, Daniel Muñiz-Quintanilla, and Dawn Whittaker. Following the
official Meeting, Chairman Dr. Thomas S. Kaplan and President and
CEO Greg Lang will provide an overview of NOVAGOLD’s 2022
achievements and share their outlook on the year ahead. Topics to
be covered will range from the significance of the latest Donlin
Gold drill results (some of which stand among the best in the
entire gold industry) to the promising outlook for NOVAGOLD amidst
a confluence of supportive trends — in particular: the scarcity of
high quality, high volume gold projects; a possible new “long wave”
for a higher in gold price; and the ever-increasing geopolitical
risk and resource nationalism that will redefine the ultimate
meaning of what constitutes Tier 1 assets going forward.
NOVAGOLD EXPRESSES GRATITUDE TO RETIRING DIRECTORS
SHARON DOWDALL AND CLYNTON R. NAUMAN FOR THEIR EXEMPLARY
SERVICE
The three new candidates standing for nomination to the
Company’s Board of Directors shall fill one vacancy and replace two
current directors who have chosen to retire from the Board after
many years of dedicated and excellent service to NOVAGOLD.
“On behalf of the Board of Directors of NOVAGOLD, I wish to
express my most sincere gratitude to Sharon Dowdall and Clynton R.
Nauman for their superb insights and remarkable contributions to
the Company during their tenure,” said Dr. Thomas S. Kaplan,
NOVAGOLD’s Chairman. “Their wonderful camaraderie will be missed on
every level, personally and professionally. That they both were
fully engaged in the successful recruitment process for independent
candidates to succeed them speaks volumes — not only about their
appreciation for the attractiveness of a seat on NOVAGOLD’s Board,
but also about their dedication to ensuring that our commitment to
transparency and best practices remains steadfastly upheld in the
future with the selection of truly fine candidates.”
“Sharon is a gold standard for integrity. Her constant
engagement and exceptional guidance over the past 11 years at
NOVAGOLD have played an important part in the success and growth of
the Company. Her considerable and broad expertise in the mining
industry, coupled with an equally impressive legal background, have
provided tremendous value to the Board. We are grateful for
Sharon’s leadership role as Chair of the Governance Committee and
for her rigorous work on the Compensation Committee. It has been a
genuine pleasure to collaborate with Sharon for more than a decade
and we all wish our dear friend great success in her future
endeavours.”
“Clynton has been a simply phenomenal asset to the NOVAGOLD
Board over the past 24 years. Drawing on a wealth of technical and
operational experience, he has made a series of pivotal
contributions to the Board — helping advance the Company through
several stages of growth to become the success it is today. As the
Chair of our Technical Committee for many years, Clynt provided
outstanding support and guidance through the extraordinary resource
growth and technical evolution of the Donlin Gold project in
Alaska. We will never forget how much NOVAGOLD benefitted from his
extensive knowledge and unwavering commitment to the Company and
are immensely grateful for his service.”
NEW NOMINEES TO THE BOARD OF DIRECTORS
In surveying the candidates presented for election, Dr. Kaplan
highlighted the following:
“It is a testament to the unique combination of attributes of
the Donlin Gold asset, the NOVAGOLD management team’s proven
excellence in advancing the most important project of its kind, and
our Board’s reputation for transparency and shareholder engagement,
that our search would result in multiple fine candidates from which
to choose. All three of the newly selected nominees are first-rate,
bringing to our Board individual track records of both success and
integrity, as well as an exquisite collective frame of reference
that does justice to their predecessors and shall provide the
Company with multiple areas of expertise as Donlin Gold continues
its ascent up the value chain as one of the 'best in class' in the
gold development space.”
NOMINATION OF HUME KYLE TO NOVAGOLD’S BOARD OF
DIRECTORS
Mr. Kyle has over 35 years of private sector and public
accounting experience working with natural resources companies. He
recently retired from his role as Executive Vice President and CFO
of Dundee Precious Metals Inc., a multinational gold mining
company, where he served from 2011 to 2022. Prior to that, Mr. Kyle
was Vice President, Treasurer and Controller of TransAlta
Corporation, a multinational power generation and wholesale
marketing company (2009 to 2011), and Vice President, Finance and
CFO of Fort Chicago Energy Partners L.P., a pipeline, natural gas
liquids processing, and power company (2003 to 2009). He also held
increasingly senior finance and accounting roles at Nexfor Inc.,
Noranda Inc., Deloitte & Touche, and Price Waterhouse &
Co.
In addition, Mr. Kyle served on the boards of Stornoway Diamond
Corporation (2014 to 2019), Alliance Pipeline (2004 to 2009), Aux
Sable (2004 to 2009), and the Canadian Association of Income Funds
(2005 to 2009), serving on several committees, including as Chair
of the Audit Committee. He holds a bachelor of arts in economics
and accounting from the University of Western Ontario, a graduate
diploma in public accounting from McGill University, a CA
designation from the Canadian Institute of Chartered Accountants, a
CFA designation from the Institute of Chartered Financial Analysts,
and an ICD.D designation from the Institute of Corporate
Directors.
The Board of Directors of NOVAGOLD has determined that Mr. Kyle
should serve as a Director for the Company to benefit from his
extensive senior executive and board experience working with large,
publicly-traded, capital-intensive, multinational companies
operating in the mining, energy and natural resource sectors, as
well as from his expertise in a broad range of areas, including
finance, international accounting and financial reporting,
corporate strategy, business planning and performance management,
taxation, risk management, mergers and acquisitions, and corporate
communications, leadership and governance.
NOMINATION OF DANIEL MUÑIZ-QUINTANILLA TO NOVAGOLD’S
BOARD OF DIRECTORS
Mr. Muñiz has more than 25 years of experience in international
law, capital markets and finance in the mining, logistics and
infrastructure industries. His expertise in mining is wide-ranging,
from operations to mergers and acquisitions. After serving as
Managing Director (CEO) of Industrial Minera Mexico, the
underground mining division of Grupo Mexico from 2010 to 2014, Mr.
Muñiz was elevated to the role of Managing Director (CEO) and
Executive Vice Chair of Americas Mining, the holding company of the
mining division of Grupo Mexico, a position he held from 2014 to
2018. During this tenure, he was directly responsible for tens of
thousands of employees and operations spanning Mexico, Chile and
Peru. In addition, he served as a member of the Board of Directors
and Executive Vice Chairman of Southern Copper Corp., a 90%
subsidiary of Americas Mining.
Prior to his career in operations, Mr. Muñiz served as CFO of
Grupo Mexico, where he successfully raised over US$11 billion in
capital through a variety of securities, including loans, bonds,
structured bonds and project finance in a variety of real assets,
such as mining, railroads, electricity, gas, oil, toll roads,
airports, construction, engineering, and real estate. Mr. Muñiz
holds a law degree from Universidad Iberoamericana, a master’s
degree in law from Georgetown University, and a master’s degree in
business administration from Instituto de Empresa.
Mr. Muñiz currently serves as a member of the board of directors
of Brookfield Infrastructure Corporation and serves on the board of
directors and as chairman of the Audit Committee of Brookfield
Infrastructure Partners LP, the world’s largest infrastructure
private equity fund. He also serves as a Director of Hudbay
Minerals Inc., and Gatos Silver Inc. He is a founding partner of
Whetstone Resources, a private base and EV metals acquisition
company; Executive Chair of privately-held Minera Adularia, and
Executive Vice-Chair of privately-held Sunshine Silver.
The Board of Directors of NOVAGOLD has determined that Mr. Muñiz
should serve as a Director for the Company to benefit from his
wide-ranging and long-standing experience as an executive and
director of various mining and infrastructure firms in the areas of
capital markets, mergers and acquisitions, finance, and corporate
leadership.
NOMINATION OF DAWN WHITTAKER TO NOVAGOLD’S BOARD OF
DIRECTORS
Ms. Whittaker has more than 30 years of experience as a lawyer
working in capital markets, mergers and acquisitions, corporate
finance and corporate governance. She currently serves as the
Independent Board Chair of Triple Flag Precious Metals Corp., an
NYSE and TSX-listed precious metals streaming and royalty finance
company. Ms. Whittaker served as a member of the company’s advisory
board leading up to its initial public offering in May 2021, which
constituted the largest precious metals IPO globally by market
capitalization since 2008. She then served as Chair of the Board
through the company’s transformative acquisition of Maverix Metals
completed in January 2023, thus positioning Triple Flag as the
leading emerging senior streaming and royalty company.
Ms. Whittaker is a member of the Board of Sierra Metals Inc.,
and previously served on the Boards of Detour Gold Corporation
(2018 to 2020) and Kirkland Lake Gold Inc. (2012 to 2016). Prior to
her retirement in 2018, she was a senior partner at Norton Rose
Fulbright LLP, a global law firm, where she was the national leader
of the firm’s Mining and Commodities Team in Canada from 2012 to
2015 as well as a member of the firm’s Canadian partnership
Committee from 2014 to 2017. In addition, Ms. Whittaker previously
served on the Continuous Disclosure Advisory Committee of the
Ontario Securities Commission. She holds a bachelor of arts and a
bachelor of laws from Queen’s University.
The Board of Directors of NOVAGOLD has determined that Ms.
Whittaker should serve as a Director for the Company to benefit
from her significant experience as a lawyer and board member of
various mining industry firms, as well as from her considerable
expertise in the areas of corporate governance, insights on best
practices in representing shareholder interests, capital markets,
mergers and acquisitions, and corporate finance.
NOVAGOLD VIRTUAL MEETING AND SHAREHOLDER
PARTICIPATION
NOVAGOLD’s 2023 Annual General Meeting of Shareholders will be
held virtually only. Shareholders may cast their vote in advance by
proxy or may cast their vote during the Meeting. Shareholders may
also participate in the Meeting from any geographic location.
Please refer to NOVAGOLD’s Management Information
Circular dated March 24, 2023 for detailed instructions on
voting. We believe this constitutes an important step in enhancing
accessibility to our annual Meeting for all of our shareholders as
well as reducing the carbon footprint of our activities.
Shareholders may watch a live webcast of the Meeting, while
registered shareholders as well as duly appointed proxyholders may
submit questions digitally during the Meeting at:
www.virtualshareholdermeeting.com/NG2023.
Questions may also be submitted to management and to the Board
of Directors prior to the Meeting via email at info@novagold.com.
Shareholders are encouraged to log in to the Meeting 15 minutes
prior to the scheduled start time. Please make sure to have the
16-digit control number from your voting materials available when
logging in to the Meeting.
NOVAGOLD’s Management Information Circular dated March 24,
2023 and Annual Report to Accompany the Management Information
Circular are available on the Company’s
website, www.novagold.com/investors/mic/, on SEDAR
at www.sedar.com, and on EDGAR at www.sec.gov.
NOVAGOLD Contacts:Mélanie HennesseyVice
President, Corporate Communications
1-604-669-6227 or 1-866-669-6227
_______________________________
1 NOVAGOLD defines a Tier One gold development
project as one with a projected production life of at least 10
years, annual projected production of at least 500,000 ounces of
gold, and average projected cash costs over the production life
that are in the lower half of the industry cost curve.2 Alaska
ranks number 4 globally in the Fraser Institute Annual Survey of
Mining Companies 2021 Investment Attractiveness Index.
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