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Enter Symbol
or Name
USA
CA



Northern Dynasty Minerals Ltd
Symbol NDM
Shares Issued 130,972,599
Close 2015-08-31 C$ 0.60
Market Cap C$ 78,583,559
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Northern Dynasty signs definitive deal for Cannon Point

2015-09-01 09:15 ET - News Release

Also News Release (C-CNP) Cannon Point Resources Ltd (2)

Mr. Marchand Snyman of Northern Dynasty reports

NORTHERN DYNASTY SIGNS DEFINITIVE AGREEMENT WITH CANNON POINT

Further to its press release of Aug. 10, 2015, Northern Dynasty Minerals Ltd. has entered into a definitive arrangement agreement with Cannon Point Resources Ltd. with respect to the acquisition of 100 per cent of the outstanding securities of Cannon Point.

The transaction will be implemented by way of a statutory plan of arrangement and is subject to customary closing conditions, including approval by the securityholders of Cannon Point by at least two-thirds of the votes cast, court approval and regulatory approval.

Assuming the timely receipt of such approvals, the transaction is expected to close in October, 2015.

As part of the transaction, Northern Dynasty and Cannon Point have also entered into definitive agreements with respect to the $4.25-million secured loan to be provided by Cannon Point to Northern Dynasty upon execution of the agreement. The loan would be repayable after 30 days in the event that the transaction does not complete due to a Northern Dynasty breach and 180 days from termination if the transaction does not complete for any other reason.

Northern Dynasty has also entered into standard lock-up agreements with certain securityholders of Cannon Point, including with holders of approximately 21 per cent of the outstanding common shares of Cannon Point to vote in favour of the transaction.

The agreement provides for, among other things, a non-solicitation covenant on the part of Cannon Point, subject to customary fiduciary-out provisions that entitle Cannon Point to consider and accept a superior proposal, a right in favour of Northern Dynasty to match any superior proposal, and, in certain circumstances, the payment of a termination fee.

The transaction is not subject to Northern Dynasty shareholder approval.

We seek Safe Harbor.

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