Northern Dynasty Announces Closing of US$11.5 Million Bought Deal
NORTHERN DYNASTY ANNOUNCES CLOSING OF US$11.5 MILLION BOUGHT DEAL
March 18, 2019, Vancouver, BC – Northern Dynasty Minerals Ltd. (TSX: NDM; NYSE American: NAK)
(“Northern Dynasty” or the “ Company”) is pleased to report that it has closed its previously announced
bought deal offering, including the exercise in full of the over- allotment option (the “Offering”). A total of
17,968,750 common shares of the Company were sold at a price of US$0.64 per share for gross proceeds of
US$11.5 million. The Offering was completed pursuant to an underwriting agreement dated March 13, 2019
among the Company and Cantor Fitzgerald Canada Corporation, as lead underwriter and sole bookrunner,
and a syndicate of underwriters including BMO Capital Markets, H.C. Wainwright & Co., LLC. and TD Securities
Inc. (collectively, the “Underwriters”). The Company paid a 6% commission to the Underwriters.
The proceeds of the Offering are anticipated to be used for (i) operational expenditures, including
engineering, environmental, permitting and evaluation expenses associated with the Pebble Project and the
advancement of completion of the United States Army Corps of Engineers Environmental Impact Study, (ii)
enhanced outreach and engagement with political and regulatory offices in the Alaska state and U.S. federal
government, Alaska Native partners and broader regional and state-wide stakeholder groups, and (iii) general
corporate purposes. It remains one of the Company’s goals to partner the Pebble Project.
The Offering was completed by way of a prospectus supplement (the “ Prospectus Supplement”) to the
Company’s existing Canadian base shelf prospectus (the “Base Shelf Prospectus”) and related U.S. base shelf
prospectus included in the Company’s registration statement on Form F -10 (SEC File No. 333 -229262) (the
“Registration Statement”) filed under the Canada/U.S. multi- jurisdictional disclosure system. This press
release does not constitute an offer to sell or the soli citation of an offer to buy securities, nor will there be
any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of any such jurisdiction. The securities being
offered have not been approved or disapproved by any regulatory authority, nor has any such authority
passed upon the accuracy or adequacy of the Prospectus Supplement, the Base Shelf Prospectus or the
Registration Statement.
About Northern Dynasty Minerals Ltd.
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 U.S. subsidiary, Pebble Limited
Partnership (“PLP”), is a 100% interest in a contiguous block of 2,402 mineral claims in southwest Alaska,
including the Pebble deposit. PLP is the proponent of the Pebble Project, an initiative to develop one of the
world's most important mineral resources.
Ronald W. Thiessen
President & CEO
US Media Contact:
Dan Gagnier
Gagnier Communications
(646) 569-5897
LEGAL_30744691.2
Forward Looking Information and other Cautionary Factors
This news release contains “forward -looking information” within the meaning of applicable Canadian securities
legislation, and “forward -looking statements” within the meaning of the United States Private Securities Litigation
Reform Act of 1995 (collectively referred to as “forward -looking information”). The use of any of the words “expect”,
“plan”, “update” and s imilar expressions are intended to identify forward -looking information or statements. These
statements include expectations about the use of proceeds of the Offering, the finalization by the United States Army
Corps of Engineers of the Environmental Impac t Study, the ability of the Company to proceed with permit applications
for the development of the Pebble Project and the ability of the Company to obtain the necessary federal and state
permits for the development of the Pebble Project. Though the Company believes the expectations expressed in its
forward-looking statements are based on reasonable assumptions, such statements are subject to future events and
third party discretion such as regulatory personnel. For more information on the Company, and the r isks and
uncertainties connected with its business, Investors should review the Company's home jurisdiction filings at
www.sedar.com and its filings with the United States Securities and Exchange Commission at www.sec.gov .