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As Of Filer Filing For·On·As Docs:Size Issuer Agent 10/29/03 Novagold Resources Inc 40FR12G 91:19M Newsfile Corp/FA |
Document/Exhibit Description Pages Size 1: 40FR12G Registration Statement Pursuant to Section 12 of HTML 79K the Securities Exchange Act of 1934 2: EX-99.1 Revised Initial Annual Information Form of the HTML 228K Registrant Dated July 22, 2003 11: EX-99.10 Quarterly Report of the Registrant for the Six HTML 137K Months Ended May 31, 2002 12: EX-99.11 Quarterly Report of the Registrant for the Three HTML 139K Months Ended February 28, 2002 13: EX-99.12 Management Information Circular of the Registrant HTML 101K Dated April 14, 2003 14: EX-99.13 Form of Proxy for Use in Connection With the May HTML 35K 28, 2003 Annual and Special Meeting 15: EX-99.14 Management Information Circular of the Registrant HTML 98K Dated April 15, 2002 16: EX-99.15 Form of Proxy for Use in Connection With the May HTML 33K 22, 2002 Annual and Special Meeting 17: EX-99.16 Final Short Form Prospectus Dated September 25, HTML 159K 2003 18: EX-99.17 Underwriting Agreement Dated September 15, 2003 HTML 221K 19: EX-99.18 Warrant Indenture Dated October 1, 2003 HTML 309K 20: EX-99.19 Report Dated August 13, 2003, as Amended September HTML 619K 22, 2003 3: EX-99.2 Annual Information Form of the Registrant Dated HTML 422K April 17, 2002 21: EX-99.20 Qualifying Certificate of Ken Kuchling Dated HTML 30K September 22, 2003 22: EX-99.21 Report Dated April 16, 2002 HTML 161K 23: EX-99.22 Qualifying Certificate of Curtis J. Freeman Dated HTML 29K April 16, 2002 24: EX-99.23 Report Dated April 15, 2002 HTML 88K 25: EX-99.24 Qualifying Certificate of Curtis J. Freeman Dated HTML 29K April 15, 2002 26: EX-99.25 Report Dated April 1, 2002 HTML 109K 27: EX-99.26 Qualifying Certificate of Curtis J. Freeman Dated HTML 29K April 1, 2002 28: EX-99.27 Report Dated March 2002 HTML 600K 29: EX-99.28 Qualifying Certificate of Stephen B. Hodgson Dated HTML 27K March 8, 2002 30: EX-99.29 Qualifying Certificate of Stephen Juras Dated HTML 28K March 8, 2002 4: EX-99.3 Annual Report of the Registrant for the Year Ended HTML 281K November 30, 2002 31: EX-99.30 Report Dated February 2002 HTML 264K 32: EX-99.30.A Appendix A of Report Dated February 2002 HTML 26K 33: EX-99.30.B Appendix B of Report Dated February 2002 HTML 1.29M 34: EX-99.30.C Appendix C of Report Dated February 2002 HTML 60K 35: EX-99.30.D Appendix D of Report Dated February 2002 HTML 25K 36: EX-99.31 Qualifying Certificate of Stephen Juras Dated HTML 28K February 25, 2002 37: EX-99.32 Material Change Report of the Registrant Dated HTML 33K October 24, 2003 38: EX-99.33 Press Release Dated October 23, 2003 HTML 31K 39: EX-99.34 Material Change Report of the Registrant Dated HTML 36K October 16, 2003 40: EX-99.35 Material Change Report of the Registrant Dated HTML 48K October 10, 2003 41: EX-99.36 Material Change Report of the Registrant Dated HTML 36K October 2, 2003 42: EX-99.37 Material Change Report of the Registrant Dated HTML 36K September 12, 2003 43: EX-99.38 Material Change Report of the Registrant Dated HTML 46K August 13, 2003 44: EX-99.39 Material Change Report of the Registrant Dated HTML 45K August 11, 2003 5: EX-99.4 Annual Report of the Registrant for the Year Ended HTML 294K November 30, 2001 45: EX-99.40 Material Change Report of the Registrant Dated HTML 63K August 7, 2003 46: EX-99.41 Material Change Report of the Registrant Dated HTML 39K July 30, 2003 47: EX-99.42 Material Change Report of the Registrant Dated HTML 42K July 3, 2003 48: EX-99.43 Material Change Report of the Registrant Dated HTML 59K June 4, 2003 49: EX-99.44 Material Change Report of the Registrant Dated May HTML 34K 1, 2003 50: EX-99.45 Material Change Report of the Registrant Dated HTML 46K April 28, 2003 51: EX-99.46 Material Change Report of the Registrant Dated HTML 47K April 9, 2003 52: EX-99.47 Press Release of the Registrant Dated February 25, HTML 30K 2003 53: EX-99.48 Material Change Report of the Registrant Dated HTML 44K February 11, 2003 54: EX-99.49 Material Change Report of the Registrant Dated HTML 70K February 6, 2003 6: EX-99.5 U.S. Gaap Reconciliation Which Includes Audited HTML 279K Comparative Financial Statements 55: EX-99.50 Material Change Report of the Registrant Dated HTML 92K January 30, 2003 56: EX-99.51 Material Change Report of the Registrant Dated HTML 37K December 30, 2002 57: EX-99.52 Material Change Report of the Registrant Dated HTML 72K December 11, 2002 58: EX-99.53 Material Change Report of the Registrant Dated HTML 55K November 26, 2002 59: EX-99.54 Material Change Report of the Registrant Dated HTML 65K November 14, 2002 60: EX-99.55 Material Change Report of the Registrant Dated HTML 70K October 3, 2002 61: EX-99.56 Material Change Report of the Registrant Dated HTML 37K September 19, 2002 62: EX-99.57 Material Change Report of the Registrant Dated HTML 54K September 13, 2002 63: EX-99.58 Press Release of the Registrant Dated September 9, HTML 28K 2002 64: EX-99.59 Material Change Report of the Registrant Dated HTML 35K September 5, 2002 7: EX-99.6 U.S. Gaap Supplement to Management Discussion and HTML 42K Analysis 65: EX-99.60 Material Change Report of the Registrant Dated HTML 80K September 4, 2002 66: EX-99.61 Material Change Report of the Registrant Dated HTML 51K August 7, 2002 67: EX-99.62 Material Change Report of the Registrant Dated HTML 74K July 16, 2002 68: EX-99.63 Material Change Report of the Registrant Dated HTML 57K June 5, 2002 69: EX-99.64 Material Change Report of the Registrant Dated May HTML 76K 22, 2002 70: EX-99.65 Material Change Report of the Registrant Dated HTML 43K April 30, 2002 71: EX-99.66 Material Change Report of the Registrant Dated HTML 42K April 18, 2002 72: EX-99.67 Material Change Report of the Registrant Dated HTML 37K March 26, 2002 73: EX-99.68 Material Change Report of the Registrant Dated HTML 78K March 15, 2002 74: EX-99.69 Material Change Report of the Registrant Dated HTML 56K February 18, 2002 8: EX-99.7 Quarterly Report of the Registrant for the Six HTML 110K Months Ended May 31, 2003 75: EX-99.70 Material Change Report of the Registrant Dated HTML 55K January 24, 2002 76: EX-99.71 Consent of Pricewaterhousecoopers LLP HTML 25K 77: EX-99.72 Consent of Ken Kuchling HTML 26K 78: EX-99.73 Consent of Curtis J. Freeman HTML 28K 79: EX-99.74 Consent of Stephen B. Hodgson HTML 27K 80: EX-99.75 Consent of Stephen Juras HTML 28K 81: EX-99.76 Consent of Phillip St. George HTML 29K 82: EX-99.77 Consent of Harry Parker HTML 27K 83: EX-99.78 Consent of Norm Johnson HTML 27K 84: EX-99.79 Consent of Norwest Corporation HTML 27K 9: EX-99.8 Quarterly Report of the Registrant for the Three HTML 121K Months Ended February 28, 2003 85: EX-99.80 Consent of Avalon Development Corporation HTML 27K 86: EX-99.81 Consent of Amec E&C Services Limited HTML 30K 87: EX-99.82 Consent of Kennecott Exploration Company HTML 26K 88: EX-99.83 Consent of Newmont Mining Corporation HTML 27K 89: EX-99.84 Consent of Placer Dome Inc. HTML 27K 90: EX-99.85 Consent of Mark Jutras HTML 27K 91: EX-99.86 Consent of Robert Prevost HTML 27K 10: EX-99.9 Quarterly Report of the Registrant for the Nine HTML 148K Months Ended August 31, 2002
Filed by Automated Filing Services Inc. (604) 609-0244 |
FORM 27
MATERIAL CHANGE REPORT
SECTION 75(2) OF SECURITIES ACT (ONTARIO),
SECTION 84(1)(b) OF THE SECURITIES ACT (SASKATCHEWAN),
SECTION 118(1) OF SECURITIES ACT (ALBERTA),
SECTION 67(1) OF SECURITIES ACT (BRITISH COLUMBIA),
SECTION 81(2) OF THE SECURITIES ACT (NOVA SCOTIA),
SECTION 76(2) OF SECURITIES ACT (NEWFOUNDLAND).
Item One - Reporting Issuer
NovaGold Resources Inc.
PO Box 49215, Four Bentall Centre
#3454 – 1055 Dunsmuir Street
Vancouver BC V7X 1K8
Item Two - Date of Material Change
Item Three - Press Release
The attached press release was issued in Vancouver, British Columbia.
Item Four - Summary of Material Change
On October 8, 2003, NovaGold Resources Inc. purchased on a non-brokered basis a private placement of 3,500,000 shares of SpectrumGold Inc. at $0.75 per share for a total of C$2,625,000.
Item Five - Full Description of Material Change
On October 8, 2003, NovaGold Resources Inc. purchased on a non-brokered basis a private placement of 3,500,000 shares of SpectrumGold Inc. at $0.75 per share for a total of C$2,625,000. This private placement increases NovaGold’s total interest in SpectrumGold to 11,784,425 shares or 67.34% of the issued and outstanding common shares. SpectrumGold currently has outstanding 3,383,500 special warrants that are exchangeable into shares of SpectrumGold Inc. upon listing of SpectrumGold on a Canadian stock exchange. If all the special warrants are exchanged, NovaGold’s ownership in SpectrumGold will be 56.43%.
The private placement was reviewed and approved by the directors of NovaGold. Two of the directors of NovaGold also serve on the Board of Directors of SpectrumGold Inc., so they abstained from voting.
The completion of this transaction with less than 21 days prior notice was necessary to enable NovaGold to maintain its controlling interest in SpectrumGold for future financial reporting purposes and to provide SpectrumGold with the funding to continue exploration at the multimillion-ounce Galore Creek gold-silver-copper project, and exploration in the Yukon at the Brewery Creek Gold Mine, and projects at McQuesten, Klondike, Harlan and Sprogge. NovaGold currently has no future intention to acquire ownership or control over additional securities of SpectrumGold. However, NovaGold may acquire or sell securities of SpectrumGold in the future.
Item Six - Reasons for Confidential Filing
Not Applicable.
Item Seven - Omitted Information
Not Applicable.
Item Eight - Senior Officer
Janice A. Stairs, Corporate Secretary, (902) 492-2013
Item Nine - Statement of Senior Officer
"The foregoing accurately discloses the material change referred to herein."
Executed this 16th day of October, 2003 at Halifax, Nova Scotia by Janice A. Stairs, Corporate Secretary.
Joint News Release |
NovaGold Completes Private Placement In SpectrumGold
October 8th, 2003, Vancouver – NovaGold Resources Inc. and SpectrumGold Inc.
NovaGold Resources Inc (TSX: NRI) has purchased on a non-brokered basis a private placement of 3,500,000 shares of SpectrumGold Inc. at $0.75 per share for a total of C$2,625,000. This brings NovaGold’s total interest in SpectrumGold to 11,784,425 shares or 67.34% of the issued and outstanding common shares. SpectrumGold currently has outstanding 3,383,500 special warrants that are exchangeable into shares of SpectrumGold Inc. upon listing of SpectrumGold on a Canadian stock exchange. If all the special warrants are exchanged, NovaGold’s ownership in SpectrumGold will be 56.43%.
The completion of this transaction with less than 21 days prior notice was necessary to enable NovaGold to maintain its controlling interest in SpectrumGold for future financial reporting purposes and to provide SpectrumGold with the funding to continue exploration at the multimillion-ounce Galore Creek gold-silver-copper project, and exploration in the Yukon at the Brewery Creek Gold Mine, and projects at McQuesten, Klondike, Harlan and Sprogge. NovaGold currently has no future intention to acquire ownership or control over additional securities of SpectrumGold. However, NovaGold may acquire or sell securities of SpectrumGold in the future.
Western Canada Exploration Programs Make Progress
SpectrumGold has initiated an initial 10,000 foot drill exploration program at Galore Creek with two core drills on site. The initial drill program is anticipated to be complete by the end of October. A major drill campaign is anticipated for the 2004 field season in anticipation of completing a pre-feasibility study and to test new priority targets.
SpectrumGold has also recently completed a 10,000 foot drill program at the McQuesten gold project located in the Keno Hill Mining District outside of Mayo, Yukon. With the completion of this drill program, SpectrumGold has earned earn a 70% interest in the property from Eagle Plains Resources (TSX-V: EPL). Assay results from the program will be reported later this fall after they are finalized.
Also in the Yukon, SpectrumGold has wrapped up the field work related to a major geologic compilation effort at the Brewery Creek property, a former heap leach oxide gold mining operation, located in the Dawson Mining District. The company anticipates developing a series of new drill targets to evaluate the potential for a multi-million-ounce Donlin Creek style sulfide gold target along the 15 kilometer mineralized trend.
About SpectrumGold
SpectrumGold is a new precious metals exploration company focused in Western Canada. The company is operated as a subsidiary of NovaGold Resources Inc. (TSX: NRI). NovaGold plans to maintain a controlling interest in SpectrumGold and will consolidate its interest in SpectrumGold for financial reporting. SpectrumGold currently has C$3.4 million in cash with an additional C$1.35 million held in escrow to be released subject to listing SpectrumGold on a Canadian stock exchange. SpectrumGold currently has 17.5 million shares issued and is anticipated to have approximately 20.9 million shares outstanding upon release of the funds to SpectrumGold from escrow. Other information is available online at: www.novagold.net
About NovaGold
NovaGold is a precious metals company focused on creation of value through the exploration and development of high quality mineral properties in North America. NovaGold is now advancing five separate million-plus-ounce gold deposits in Alaska and Western Canada toward production including two of the largest undeveloped gold deposits in North America, the 25 million ounce Donlin Creek Project in partnership with Placer Dome and the 5 million ounce Galore Creek Project. NovaGold has 50.2 million shares outstanding, is well financed with no long-term debt, and one of the largest unhedged gold resource bases of any development stage gold company. The shares are listed on the Toronto Stock Exchange (symbol NRI). The Company’s financial reports and other information are available online at: www.novagold.net
NovaGold will file a corresponding report of the acquisition of SpectrumGold shares with the applicable securities regulatory authorities in accordance with applicable securities legislation. A copy of the report can be obtained by contacting either of the representatives of NovaGold named below.
For more information contact:
Greg Johnson, Vice President, Corporate Development
E-mail: Greg.Johnson@NovaGold.net
(604) 669-6227 Toll Free 1-866-669-6227
Don MacDonald, CA, Sr Vice President & CFO
E-mail: Don.MacDonald@NovaGold.net
(604) 669-6227 Toll Free 1-866-669-6227
This ‘40FR12G’ Filing | Date | Other Filings | ||
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Filed on: | 10/29/03 | None on these Dates | ||
10/8/03 | ||||
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