NOVAGOLD Resources Announces $200M Bought Deal Private Placement of 20M Common Shares At $10.00 Each

NOVAGOLD RESOURCES INC. (NYSE:NG, TSX:NG) ("NOVAGOLD" or the "Company") has announced today that it has entered into an agreement with BMO Capital Markets, RBC Capital Markets, and Scotiabank as bookrunners, under which the underwriters have agreed to buy on a bought deal basis by way of private placement, 20,000,000 common shares (the "Common Shares") of the Company, at a price of US$10.00 per Common Share for gross proceeds of approximately US$200 million, with a cornerstone order of US$140 million from a leading European institution, before deducting underwriter fees and other expenses (the "Offering"). In addition, the Company has also granted the underwriters an over-allotment option, exercisable up to 48 hours prior to the closing of the Offering, to purchase up to an additional 15% of the number of Common Shares purchased pursuant to the Offering for additional gross proceeds of up to approximately US$30 million, before deducting underwriter fees and other expenses (resulting in aggregate gross proceeds of up to approximately US$230 million, before deducting underwriter fees and other expenses).

The Company intends to use the net proceeds of the Offering for expenditures associated with Donlin Gold activities, settlement of the Company's prepayment option on the promissory note1 with Barrick Mining Corporation, and general corporate purposes.

The Offering is expected to close on or about February 5, 2026 and is subject to the Company receiving all necessary regulatory approvals, including the approval of the Toronto Stock Exchange and authorization of the NYSE American, subject to customary conditions.