Novagold Resources (NG) risk factors, FY2025 10-K

Risks Related to Our Business

1. 01We have no history of commercially producing precious metals from our mineral exploration properties and there can be no assurance that we will successfully establish mining operations or profitably produce precious metals
2. 02the availability and cost of appropriate smelting and/or refining arrangements
3. 03We are dependent on the cooperation of a third party in the exploration and development of our Donlin Gold project47% rewritten
4. 04Despite our ownership of 60% of the membership interests of Donlin Gold, our voting interests are contractually reduced in the A&R LLC AgreementNew
5. 05We have a history of net losses and expect losses to continue for the foreseeable future
6. 06We have a limited property portfolio
7. 07Our ability to continue the exploration, permitting and development of the Donlin Gold project, to complete the Bankable Feasibility Study for the Donlin Gold project, to fund construction of the Donlin Gold project, and to continue as a going concern, will depend in part on our ability to obtain suitable financing
8. 08Actual capital costs, operating costs, production and economic returns may differ significantly from those we have anticipated and there are no assurances that any future development activities will result in profitable mining operations32% rewritten
9. 09anticipated climatic conditions
10. 10Changes in the market price of gold, which in the past has fluctuated widely, affect our financial condition
11. 11sales or purchases by central banks and other holders, speculators, and producers of gold in response to any of the above factors
12. 12General economic conditions may adversely affect our growth, future profitability and ability to finance
13. 13Opposition to our operations from local stakeholders or NGOs could have a material adverse effect on us
14. 14We require various permits to conduct our current and anticipated future operations, and delays or a failure to obtain such permits, or a failure to comply with the terms of any such permits that we have obtained, could have a material adverse impact on us
15. 15The quantities for our mineral resources and mineral reserves are estimates based on interpretation and assumptions and may yield less mineral production under actual conditions than is currently estimated31% rewritten
16. 16Lack of infrastructure could delay or prevent us from developing the Donlin Gold project63% rewritten
17. 17the construction costs and ongoing operating costs associated with the development of the Donlin Gold project will not be higher than anticipatedNew
18. 18Title and other rights to our mineral properties are subject to agreements with other parties
19. 19Our largest shareholder has significant influence on us and may also affect the market price and liquidity of our securities
20. 20Some of the directors and officers have conflicts of interest as a result of their involvement with other natural resource companies
21. 21We have ongoing reclamation on some of our mineral properties and may be required to fund additional work that could have a material adverse effect on our financial position
22. 22provide adequate financial assurance to ensure required reclamation of land affected by our activities
23. 23We are exposed to credit, liquidity, and interest rate risk

Risks Related to Our Industry

1. 24Mining is inherently risky and subject to conditions or events some of which are beyond our control, and which could have a material adverse effect on our business34% rewritten
2. 25periodic interruptions due to inclement or hazardous weather conditions
3. 26We are subject to significant governmental regulation
4. 27preservation of historic and cultural resources
5. 28Our activities are subject to environmental laws and regulations that may increase our costs of doing business and restrict our operations
6. 29Environmental hazards may exist on our mineral properties that are unknown to us at the present time, and that have been caused by previous owners or operators or that may have occurred naturally. We may be liable for remediating such damage
7. 30Our insurance will not cover all of the potential risks associated with mining operations
8. 31Title and other rights to our mineral properties cannot be guaranteed and may be subject to prior unregistered agreements, transfers or claims and other defects
9. 32Rising metal prices encourage mining exploration, development, and construction activity, which in the past has increased demand for and cost of contract mining services and equipment
10. 33We may experience difficulty attracting and retaining qualified management and technical personnel to meet our business objectives, and the failure to manage our business effectively could have a material adverse effect on our business and financial condition
11. 34We may be subject to legal proceedings
12. 35Global climate change is an international concern and could impact our ability to conduct future operations
13. 36The Company is dependent upon information technology systems, which are susceptible to disruption, damage, failure, and risks associated with implementation and integration
14. 37The Company believes it was a passive foreign investment company for its fiscal year ended November 30, 2025 which could have negative tax consequences for U.S. investors38% rewritten