VANCOUVER, Dec. 21, 2018 /PRNewswire/ - Northern Dynasty
Minerals Ltd. (TSX: NDM; NYSE American: NAK) ("Northern Dynasty" or
the "Company") reports that, further to its press release of
December 11, 2018, it has completed a
first tranche closing of the fundraising through a private
placement of 8,908,322 Special Warrants at a price of C$0.83 (US$0.62)
per Special Warrant, for gross proceeds of approximately
C$7.4 million (US$5.6 million). The Company expects to
close the second tranche of 2,382,000 Special Warrants imminently,
for total aggregate offering proceeds of approximately C$9.4 million (US$7
million).
The Special Warrants will convert upon exercise into common
shares (the "Common Shares") on a one-for-one basis and without
payment of any additional consideration. The Company has
agreed to file a prospectus in certain Canadian provinces to
qualify the conversion of the Special Warrants (the "Canadian
Prospectus"). The Company has also entered into registration
rights agreements with the U.S. holders of 4,109,068 Special
Warrants.
This press release does not constitute an offer of securities
for sale in the United States.
Neither the issuance of the Special Warrants nor the Common Shares
have been registered under the United States Securities Act of
1933, as amended (the "U.S. Securities Act"), and, unless any of
such securities are registered, such securities may only be offered
or sold within the United States
pursuant to applicable exemptions from the registration
requirements of the U.S. Securities Act and applicable state
securities laws.
About Northern Dynasty
Northern Dynasty is a mineral exploration and development
company based in Vancouver,
Canada. Northern Dynasty's principal asset, owned through
its wholly-owned Alaska-based US
subsidiary Pebble Limited Partnership, is a 100% interest in a
contiguous block of 2,402 mineral claims in southwest Alaska, including the Pebble deposit. The
Pebble Partnership is the proponent of the Pebble Project, an
initiative to develop one of the world's most important mineral
resources.
For further details on Northern Dynasty and the Pebble Project,
please visit the Company's website at
www.northerndynastyminerals.com or contact Investor services at
(604) 684-6365 or within North
America at 1-800-667-2114. Review Canadian public filings at
www.sedar.com and US public filings at www.sec.gov.
Ronald W. Thiessen
President & CEO
Forward Looking Information and other
Cautionary Factors.
This release includes certain statements that may be deemed
"forward-looking statements". All statements in this release,
other than statements of historical facts, that address the
offering of Special Warrants, closing of the financing and the use
of proceeds of the offering that the Company expects are
forward-looking statements. Although the Company believes the
expectations expressed in its forward-looking statements are based
on reasonable assumptions, such statements should not be in any way
construed as guarantees of the ultimate completion of the Special
Warrant offering or the amount of proceeds raised of the Company's
future performance. In addition, any statements made by the
Company, other than statements of historical facts, that address
events or developments that the Company expects in relation to the
Pebble Project, including any potential re-partnering, are
forward-looking statements. Although the Company believes the
expectations expressed in its forward-looking statements are based
on reasonable assumptions, such statements should not be in any way
construed as guarantees. Assumptions used by the Company to
develop forward-looking statements include the following: the
Pebble Project will obtain all required environmental and other
permits and all land use and other licenses, studies and
development of the Pebble Project will continue to be positive, and
no geological or technical problems will occur. The likelihood of
future mining at the Pebble Project is subject to a large number of
risks as detailed in its public filings. The need for compliance
with extensive environmental and socio-economic rules and practices
and the requirement for the Company to obtain government permitting
can cause a delay or even abandonment of a mineral project. The
Company is also subject to the specific risks inherent in the
mining business as well as general economic and business
conditions. The National Environmental Policy Act EIS process
requires a comprehensive "alternatives assessment" be undertaken to
consider a broad range of development alternatives.
Accordingly, the final project design and operating parameters for
the Pebble Project and associated infrastructure may vary
significantly from that currently being advanced. As a result, the
Company will continue to consider various development options and
no final project design has been selected at this time.
For more information on the Company, Investors should review the
Company's filings with the United States Securities and Exchange
Commission and its home jurisdiction filings that are available at
www.sedar.com.
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SOURCE Northern Dynasty Minerals Ltd.