VANCOUVER, Feb. 11, 2019 /PRNewswire/ - Northern Dynasty
Minerals Ltd. (TSX: NDM; NYSE American: NAK) ("Northern Dynasty" or
the "Company") announces that, further to its press release on
January 15, 2019, it has completed
the approval process for its base shelf prospectus (the "Base Shelf
Prospectus"). The Base Shelf Prospectus was filed with the
securities commissions in each of the provinces of Canada,
other than Quebec, and a
corresponding shelf registration statement on Form F-10 (the "US
Shelf Registration Statement") was filed with the U.S. Securities
and Exchange Commission (the "SEC") under the U.S./Canada
Multijurisdictional Disclosure System. A final receipt for
the Base Shelf Prospectus was received on January 25, 2019. The US Shelf Registration
Statement was declared effective by the SEC on January 31, 2019. Further details on the Base
Shelf Prospectus are provided in the January
15, 2019 press release.
Following completion of the approval process, on February 8, 2019 the Company filed a Prospectus
Supplement in British Columbia to
qualify the issuance of 10,150,322 common shares (the "Underlying
Shares") issuable upon conversion of the 10,150,322 outstanding
special warrants of the Company (the "Special Warrants") that were
announced in the Company's press releases of December 21, 2018 and December 28, 2018. The Special Warrants will
automatically convert, and the Underlying Shares will be issued, on
February 18, 2019 in accordance with
the terms of the Special Warrants.
The Prospectus Supplement has not been filed with the SEC and,
accordingly, the issuance of the Underlying Shares has not been
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), and 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. This news release shall not constitute
an offer to sell or a solicitation of an offer to buy, nor shall
there be any sale of these securities in any jurisdiction in which
an offer, solicitation or sale would be unlawful prior to
registration or qualifications under the securities laws of any
such jurisdiction.
Copies of the Base Shelf Prospectus and Prospectus Supplement
can be found on SEDAR at http://www.sedar.com and on EDGAR
at http://www.sec.gov or may be obtained upon request
from Northern Dynasty's Investor Relations Department, Suite 1500,
1040 West Georgia St., Vancouver, British Columbia, Canada V6E 4H1 or
to info@northerndynasty.com. Investors should read the
Base Shelf Prospectus and the Prospectus Supplement, together with
the documents incorporated therein by reference, for additional
information regarding the Special Warrants and the Underlying
Shares.
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
qualification of the Special Warrants and, filing of the base shelf
prospectus that the Company plans 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 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 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. 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.