The Tip Desk

NovaGold to Buy Paulson's 40% Donlin Stake

The all-share deal would give NovaGold 100% of Alaska's Donlin Gold, projected as the largest single U.S. gold mine, in a combined company valued at about $4.9 billion.

NovaGold Resources Inc. (NG) agreed to acquire Paulson Advisers LLC and certain of its affiliates through Donlin Gold Holdings LLC in an all-stock transaction that would lift NovaGold’s ownership of Alaska’s Donlin Gold project to 100%.

The deal would give shareholders equity participation in a well-capitalized company with full ownership of a differentiated asset projected to be the largest single gold mine in the United States, with an expected market capitalization of approximately $4.9 billion. The transaction is expected to close by year-end.

The move completes a consolidation that began in June 2025, when NovaGold and Paulson bought Barrick Gold Corporation’s 50% interest in Donlin Gold for $1.0 billion in cash. NovaGold paid $200 million for an additional 10% stake, raising its holding to 60%, while Paulson paid $800 million for 40% and became an equal partner in project management. That closing put the two parties under a limited liability company agreement with equal governance rights.

In July 2026, NovaGold and Paulson entered definitive agreements to take NovaGold’s interest from 60% to 100% in an all-share deal. Under those agreements, the new company, NovaGold Corporation, would be a Delaware corporation intended to be listed on the NYSE. Current NovaGold shareholders, inclusive of Paulson’s equity interest, would own approximately 65%, and Paulson would indirectly receive approximately 35% on a fully diluted basis in exchange for its Donlin Gold interest. Inclusive of its existing equity ownership in NovaGold, Paulson would own approximately 40% of the economic interest while its voting interest in the new company would be capped at 19.99%.

The arrangement is subject to NovaGold shareholder approval, court approval, regulatory approvals and customary closing conditions, and is expected to close in the fourth quarter of 2026. The deal is accretive on all key metrics and preserves NovaGold’s independence. Dr. Thomas S. Kaplan and John Paulson were named to co-chair the new company.

On October 5, NovaGold filed and mailed materials for a special meeting on November 3, 2026, at which shareholders will vote on the previously announced transactions. The board unanimously recommended a FOR vote on each resolution. The proxy voting deadline is October 30, 2026, at 10:00 a.m. Vancouver Time.

Donlin Gold workstreams continued through the partnership period. The company issued a request for proposals for a bankable feasibility study, hired Frank Arcese as project director, and completed an 18,454-meter 2025 drill program that included standout intervals up to 26.22 g/t gold. In the first quarter of 2026, NovaGold appointed Fluor Corporation as lead engineering firm, retained specialist contractors for the power plant, natural gas pipeline, and pressure oxidation and oxygen plant, and ended the quarter with about $393 million in cash and term deposits. Completion of the feasibility study is expected in 2027.