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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 - NovaGold Resources Inc. - July 2002 Financials |
| NovaGold
Resources Inc. (NRI-TSE) |
N O V A G
O L D R E S O U R C E S I
N C.
Interim Report to Shareholders
Consolidated Interim Financial Statements
For the six-month period ended May 31, 2002
127 Via de Tesoros
Los Gatos, California
USA 95030
Phone: (408) 395 1169
Fax: (408) 354 6252
info@novagold.net
Website: www.novagold.net
Interim Report to Shareholders
NovaGold Resources Inc. is pleased to report its financial and operating results for the six-month period ended May 31, 2002, together with an update of the Company's activities.
Several important milestones for NovaGold were completed in the second quarter. The Company completed an equity financing with Salman Partners Inc. as lead agent in a syndicate including BMO Nesbitt Burns Inc. and Griffiths McBurney & Partners. The issue was oversubscribed at 5,295,000 units at a price of C$3.50 per unit for gross proceeds of C$18,532,500 (US$11.7 million). Each unit consists of one common share of the Company and one-half of a common share purchase warrant. Each full warrant will have a term of 18 months and an exercise price of C$4.50. The proceeds are being directed at advancing the Donlin Creek Gold Project and for general corporate purposes.
NovaGold initiated a Pre-Feasibility Study program at its Donlin Creek Gold Project in April 2002. Through May 31, 2002, the Company has incurred approximately US$3.9 million towards its US$10 million spending commitment to earn a 70% interest in the Project from Placer Dome Inc. It is anticipated that the Company will incur its US$10 million expenditure requirement by the fall of this year as part of the Pre-Feasibility program and thereby earn its 70% interest in the Donlin Creek Gold Project.
The 2002 Donlin Creek Pre-Feasibility drill program began in early-April with two diamond core drills and one reverse circulation rotary drill (RVC) working on the property. A multi-staged drill program has been designed with a number of specific objectives: 1) expand the existing gold resource as defined in the March 2002 Scoping Study by drilling on new target areas adjacent to already defined resources; 2) complete the in-pit expansion drilling away from known mineralization but within the modeled $300/oz pit boundaries; and 3) upgrade inferred resources with in-fill drilling to the measured and indicated categories. An important focus for the current drill program is to delineate additional near-surface, higher-grade resources adjacent to and within the modeled pit boundaries on a minimum 100 meter by 100 meter drill grid density. The in-pit expansion drilling is identifying new near surface high-grade zones as anticipated; and drilling on the new target areas adjacent to the known resources at Acma and Lewis have identified new near-surface mineralized areas with potential for additional resource development at Akivik, 400 Zone, Southern Lewis and the Far East Zones.
The Company is on track to complete an updated and expanded Resource Estimate and updated Economic Assessment study at the conclusion of the drilling and engineering programs this fall at Donlin Creek. Successful completion of the program would reduce the overall strip ratio and increase the total gold resource at Donlin Creek and significantly enhance the economics of the Project. The studies will be prepared by the independent engineering firm MRDI Canada, a division of AMEC E&C Services Limited of Vancouver. AMEC, a 40-year veteran of mine development in Alaska and the Canadian North, will base its estimates on the operating and capital costs of similar projects.
The Company also continues to work closely with its partners Calista Native Corporation and the Kuskokwim Native Corporation along with the State of Alaska to pursue concurrent expansion of the regional power infrastructure along with the development of the Donlin Creek Project. Several important initiatives are currently being advanced that support the necessary infrastructure improvements at both the State of Alaska and US Federal Government level.
At the Company’s Rock Creek and Shotgun Projects the final joint venture agreements with TNR Resources Ltd. ("TNR") have been completed. TNR has recently initiated this year’s exploration program at Shotgun and final preparations are underway to begin the field program at Rock Creek. TNR will fund a US$1 million dollar exploration and development program at Rock Creek and a US$500,000 program at Shotgun. NovaGold will manage the Rock Creek program while TNR Resources will manage and operate the Shotgun program.
During the six-months ended May 31, 2002, the Company generated operating revenues of $722,164 through the lease and sale of commercial and residential real estate, sand and gravel sales and gold royalties in Nome, Alaska. Several large commercial and industrial developments related to the Nome Airport and Port of Nome expansion projects are in the final planning stages. These projects are expected to have a favourable impact on the Company’s future land and sand gravel revenues. The Company continues to pursue initiatives to expand its sand and gravel, and land development businesses to provide an internally generated source of financing for its gold exploration and development projects. These on-going initiatives should allow the Company to continue to build on its operating performance in the future.
We look forward to reporting on further positive developments on Donlin Creek and the Company’s other exciting projects during the coming months.
ON BEHALF OF THE BOARD OF DIRECTORS
"Rick Van Nieuwenhuyse"
Rick Van Nieuwenhuyse
President & Chief Executive Officer
NovaGold Resources Inc. 1 Interim Report
Management’s Discussion and Analysis
NovaGold Resources Inc. is a diversified natural resources company with gold exploration properties in Alaska and the Yukon Territory of Canada and sand and gravel operations in the Seward Peninsula of Alaska. The Company’s primary focus is the exploration and development of the Donlin Creek Gold Project in which it can earn a 70% interest from Placer Dome U.S. Inc. through the expenditure of US$10,000,000 on exploration and development.
Results of Operations
Three - Month Periods ended May 31, 2002 and 2001
For the quarter ended May 31, 2002, the Company had a net loss of $2,237,471 ($0.06 loss per share) compared to net income of $725,640 ($0.03 per share) for the comparable period of the prior year.
During the quarter ended May 31, 2002, the Company generated total revenues of $227,738 versus $1,494,151 for the comparable period in 2001. Land sales for the quarter ended May 31, 2002 were $145,906 compared to $1,467,028 in the same period of 2001. This difference in land sales was primarily due to several early large land sales in 2001. As of May 31, 2002, several significant land sales were pending. Sand and gravel sales in the quarter ended May 31, 2002 were $1,137. There were no sand and gravel sales in the comparable quarter of 2001. Sand and gravel and related gold royalty revenues are highly seasonal in nature. Activities in these operations are concentrated in the summer and early-fall with much lower activity levels during the remainder of the year. Lease, rental and other revenues were $53,573 for the quarter ended May 31, 2002 compared to $27,102 for the comparable 2001 period. Interest income of $27,122 for the quarter ended May 31, 2002 related to interest earned on cash balances raised in the April 2002 private placement.
For the quarter ended May 31, 2002, general and administrative expenses were higher at $444,297, compared to $208,968 for the same period of the prior year due to the costs of increased administrative support for the Donlin Creek Gold Project and the development of administrative infrastructure to support increases in corporate activity. The Company incurred $160,804 in corporate development and communications expenditures in the quarter ended May 31, 2002 consistent with the increase in externally provided investor relations activities. There were no expenditures on external corporate development and communication in the comparable period of 2001. Interest expense for the quarter ended May 31, 2002 of $257,000 relates to the interest component of share loans from directors to the Company that were repaid after increases in the underlying share price. Professional fees increased to $468,060 in the quarter ended May 31, 2002 from $205,183 in the comparable period of the prior year due to increased legal costs associated with new joint venture arrangements and increased general accounting and legal charges associated with increased levels of corporate activity. Wages and benefits expense was $590,449 in quarter ended May 31, 2002 compared to $115,400 in the comparable period in 2001. This increase was due to the recognition of $278,141 of severance costs associated with former employees and the accrual of a bonus payment of $206,591 to an officer of the Company.
During the quarter ended May 31, 2002, the Company wrote off $735,207 of mineral property and deferred exploration costs associated with the Caribou property in eastern Alaska based upon its decision to drop the lease on the property. A gain of $212,128 was recognized in the quarter ended May 31, 2002 as a result of the favourable settlement of the convertible royalty payable to Mueller Industries.
During the quarter ended May 31, 2002, the Company incurred $2,426,800 of capitalized exploration expenditures, including $2,316,121 on the Donlin Creek Gold Project. The expenditures at Donlin Creek are focused upon drilling, engineering, environmental and other studies related to the completion of an updated economic study expected in October 2002. During the comparable period of 2001 the Company incurred $182,862 of capitalized exploration expenditures, including $101,257 on the Donlin Creek Project. The Company began exploration activities on the Donlin Creek Project in April 2001.
NovaGold Resources Inc. 2 Interim Report
Management’s Discussion and Analysis
Results of Operations
(Continued)
Six - Month Periods ended May 31, 2002 and 2001
For the six-months period ended May 31, 2002, the Company had a net loss of $2,088,960 ($0.06 loss per share) compared to net income of $691,357 ($0.03 per share) for the comparable period of the prior year.
During the six-months ended May 31, 2002, the Company generated total revenues of $722,164 versus $1,776,378 for the comparable period in 2001. Land sales for the six-month period ended May 31, 2002 were $305,416 compared to $1,729,512 in the same period of 2001. Sand and gravel sales in the six-month period ended May 31, 2002 were $23,890. There were no sand and gravel sales in the comparable period of 2001. Gold production royalties in the six-month period ended May 31, 2002, were $138,588 compared to $1,041 in the same period of 2001. Lease, rental and other revenue was $225,691 for the six-month period ended May 31, 2002 compared to $45,825 for the comparable 2001 period reflecting the sale of a considerable amount of surplus parts and equipment from past dredging operations in Nome, Alaska. The Company anticipates continued revenues in 2002 from on-going land, sand-and-gravel and gold royalties.
During the six-month period ended May 31, 2002, the Company incurred $2,914,412 of capitalized exploration expenditures, including $2,785,928 on the Donlin Creek Gold Project. During the comparable period of 2001 the Company incurred $317,373 of capitalized exploration activities, including $101,257 on the Donlin Creek Gold Project. The Company’s mineral property assets increased to $16,531,496 at the end of the first quarter from $14,352,291 at the end of 2001.
Outlook and Financial Condition
In May 2002, the Company settled the convertible royalty payable to Mueller Industries through the issuance of 319,543 common shares of the Company.
On April 18, 2002, the Company closed an equity offering of 5,295,000 units at a price of $3.50 per unit for net proceeds of $17,420,550 after deduction of related offering costs of $1,111,950. Each unit consists of one common share of the Company and one-half of a common share purchase warrant. Each full warrant includes the right to purchase an additional common share of the Company at a price of $4.50 until October 18, 2004.
As of May 31, 2002, the Company had a cash balance of $15,680,177 and working capital of $12,018,616. These balances are sufficient to allow the Company to earn a 70% interest in the Donlin Creek Gold Project through the expenditure of a total of US$10,000,000 in expenditures on exploration and development on the Project. The Company anticipates that it will have incurred a cumulative total of US$10,000,000 at the Donlin Creek Project by the end of September 2002.
NovaGold Resources Inc. 3 Interim Report
Consolidated Interim Balance Sheet
| May 31, | November 30, | |||
| 2002 | 2001 | |||
| (Unaudited) | ||||
| Assets | $ | $ | ||
| Current | ||||
| Cash and cash equivalents | 15,680,177 | 421,803 | ||
| Amounts receivable | 504,934 | 521,658 | ||
| Amount receivable from related party | - | 200,000 | ||
| Inventory | 11,372 | 11,372 | ||
| Deposits and prepaid amounts | 237,278 | 126,630 | ||
| 16,433,761 | 1,281,463 | |||
| Officer Loan Receivable | 241,005 | 241,005 | ||
| Property, Plant and Equipment - net | 356,952 | 174,461 | ||
| Investments | 44,876 | 44,876 | ||
| Reclamation Deposit | 105,098 | 105,098 | ||
| Land and Gravel Resource | 1,722,215 | 1,761,175 | ||
| Mineral Properties and Related Deferred Costs | ||||
| (Note 2) | 16,531,496 | 14,352,291 | ||
| 35,435,403 | 17,960,369 | |||
| Liabilities | ||||
| Current | ||||
| Accounts payable and accrued liabilities | 4,215,145 | 3,678,432 | ||
| Accounts payable to related party | - | 70,134 | ||
| Loan payable | 200,000 | 200,000 | ||
| 4,415,145 | 3,948,566 | |||
| Convertible Royalty (Note 3) | - | 1,217,156 | ||
| Provision for Reclamation Costs | 1,496,215 | 1,496,215 | ||
| 5,911,360 | 6,661,937 | |||
| Shareholders’ Equity | ||||
| Capital Stock (Note 4) | 94,747,294 | 74,393,683 | ||
| Contributed Surplus | 712,354 | 266,694 | ||
| Equity Portion of Convertible Royalty | - | 484,700 | ||
| Deficit | (65,935,605 | ) | (63,846,645 | ) |
| 29,524,043 | 11,298,432 | |||
| 35,435,403 | 17,960,369 |
Approved by the Board of Directors:
| Approved by the Board of Directors: | ||
| "Rick Van Nieuwenhuyse" | "Gerald J. McConnell" | |
| Director | Director |
NovaGold Resources Inc. 4 Interim Report
Consolidated Interim
Statements of Operations and Deficit
| Three Months Ended | Six Months Ended | |||||||
| May 31, | May 31, | |||||||
| 2002 | 2001 | 2002 | 2001 | |||||
| $ | $ | $ | $ | |||||
| Revenue | ||||||||
| Land sales | 145,906 | 1,467,028 | 305,416 | 1,729,512 | ||||
| Gravel sales | 1,137 | - | 23,890 | - | ||||
| Gold production and royalties | - | 21 | 138,588 | 1,041 | ||||
| Lease, rental and other revenue | 53,573 | 27,102 | 225,691 | 45,825 | ||||
| Interest income | 27,122 | - | 28,579 | - | ||||
| 227,738 | 1,494,151 | 722,164 | 1,776,378 | |||||
| Land cost | 1,460 | 40,613 | 1,460 | 78,486 | ||||
| Property taxes | - | 45,778 | - | 75,180 | ||||
| Amortization of gravel resource | 18,750 | - | 37,500 | - | ||||
| 207,528 | 1,407,760 | 683,204 | 1,622,712 | |||||
| Expenses | ||||||||
| General and administrative | 444,297 | 208,968 | 625,384 | 285,627 | ||||
| Corporate development and communication | 160,804 | - | 541,682 | - | ||||
| Interest accretion on convertible debt instruments | 17,096 | 151,254 | 61,592 | 187,761 | ||||
| Interest expense | 257,000 | - | 257,000 | - | ||||
| Murray Brook Mine site maintenance | 16,136 | 1,315 | 21,545 | 16,805 | ||||
| Professional fees | 468,060 | 205,183 | 590,207 | 241,086 | ||||
| Wages and benefits | 590,449 | 115,400 | 200,076 | |||||
| Write down of mineral properties and related deferred costs | 735,207 | - | 735,207 | - | ||||
| 2,689,049 | 682,120 | 3,507,515 | 931,355 | |||||
| Income (Loss) Before Other Income | ||||||||
| (2,481,521 | ) | 725,640 | (2,824,311 | ) | 691,357 | |||
| Other Income | ||||||||
| Finder’s fee income, net | - | - | 491,301 | - | ||||
| Write off of accounts payable | 31,922 | - | 31,922 | - | ||||
| Gain on settlement of convertible royalty | 212,128 | - | 212,128 | - | ||||
| Net Income (Loss) For the Period | (2,237,471 | ) | 725,640 | (2,088,960 | ) | 691,357 | ||
| Deficit, Beginning of Period | (63,698,134 | ) | (63,386,540 | ) | (63,846,645 | ) | (63,352,257 | ) |
| Deficit, End of Period | (65,935,605 | ) | (62,660,900 | ) | (65,935,605 | ) | (62,660,900 | ) |
| Earnings (Loss) Per Share | ||||||||
| Basic and diluted | (0.06 | ) | 0.03 | (0.06 | ) | 0.03 | ||
NovaGold Resources Inc. 5 Interim Report
Consolidated Interim Statement of Cash Flows
| Three Months Ended | Six Months Ended | |||||||
| May 31, | May 31, | |||||||
| 2002 | 2001 | 2002 | 2001 | |||||
| $ | $ | $ | $ | |||||
| Cash Flows From Operating Activities | ||||||||
| Net income (loss) for the period | (2,237,471 | ) | 725,640 | (2,088,960 | ) | 691,357 | ||
| Items not affecting cash: | ||||||||
| Foreign exchange loss | 11,236 | 2,300 | 46,490 | 12,400 | ||||
| Amortization | 184,277 | 61,434 | 203,727 | 115,601 | ||||
| Interest on reclamation deposit | - | (1,385 | ) | - | (2,765 | ) | ||
| Interest component on director advances | 44,500 | - | 44,500 | - | ||||
| Non-cash compensation expense | 270,000 | - | 270,000 | - | ||||
| Issue of shares for settlement of commitments | - | - | 74,297 | - | ||||
| Accretion of interest on convertible instruments | 17,096 | 116,410 | 61,592 | 116,410 | ||||
| Write down of mineral properties and related deferred costs | 735,207 | - | 735,207 | - | ||||
| Write off of accounts payable | (31,922 | ) | - | (31,922 | ) | - | ||
| Gain on settlement of convertible royalty | (212,128 | ) | - | (212,128 | ) | - | ||
| (1,219,205 | ) | 904,399 | (897,197 | ) | 933,003 | |||
| Reclamation expenditures | - | (12,039 | ) | - | (25,868 | ) | ||
| Net change in non-cash working capital items: | ||||||||
| (Decrease) in amounts receivable, deposits and prepaid amounts | (167,359 | ) | (167,338 | ) | (122,475 | ) | (68,742 | ) |
| Increase (Decrease) in accounts payable and accrued liabilities | 1,138,813 | (5,846 | ) | 654,001 | (21,098 | ) | ||
| (247,751 | ) | 719,176 | (365,671 | ) | 817,295 | |||
| Cash Flows From Financing Activities | ||||||||
| Proceeds from issuance of common shares - net | 18,152,550 | 3,850 | 18,885,715 | 3,850 | ||||
| Cash Flows From Investing Activities | ||||||||
| Acquisition of equipment | (334,796 | ) | - | (347,258 | ) | - | ||
| Expenditures on mineral properties and related deferred costs- net | (2,426,800 | ) | (182,862 | ) | (2,914,412 | ) | (317,373 | ) |
| (2,761,596 | ) | (182,862 | ) | (3,261,670 | ) | (317,373 | ) | |
| Increase In Cash And Cash Equivalents | ||||||||
| During the Period | 15,143,203 | 540,164 | 15,258,374 | 503,772 | ||||
| Cash And Cash Equivalents, Beginning of Period | 536,974 | 379,648 | 421,803 | 416,040 | ||||
| Cash And Cash Equivalents, end of Period | 15,680,177 | 919,812 | 15,680,177 | 919,812 | ||||
NovaGold Resources Inc. 6 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
1. Basis of Presentation
These unaudited consolidated financial statements include the accounts of NovaGold Resources Inc. and its wholly-owned subsidiaries, NovaGold Resources (Bermuda) Limited, NovaGold (Bermuda) Alaska Limited, Alaska Gold Company, NovaGold Resources Alaska, Inc., Pine Cove Resources Inc., Murray Brook Resources Inc., NovaGold Resources Nevada Inc., NovaGold Finance Corporation Inc. and Nova-Venez Resources Inc.
The unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles for interim reporting. The accounting policies followed by the Company are set out in Note 2 to the audited consolidated financial statements included in the Company’s 2001 Annual Report and have been consistently followed in the preparation of these interim financial statements. These interim financial statements should be read in conjunction with the audited financial statements included in the Company’s 2001 Annual Report.
The information furnished in this report reflects all normal recurring adjustments which, in the opinion of management, are necessary for the fair presentation of the Company’s financial position as at May 31, 2002, the results of its operations and its cash flows for the three-month and six-month periods ended May 31, 2002. The results of operations and cash flows are not necessarily indicative of the future results of operations or cash flows.
NovaGold Resources Inc. 7 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
2.
Mineral Properties and Related Deferred Costs
For
the Six-Month Period Ended May 31, 2002
| Recovery, (1) | ||||||||
| Balance | disposal (2) | Balance | ||||||
| November 30 | and | May 31, | ||||||
| 2001 | Expenditures | write-down (3) | 2002 | |||||
| $ | $ | $ | $ | |||||
| Alaska, USA | ||||||||
| Donlin Creek | 3,277,487 | 2,785,928 | - | 6,063,415 | ||||
| Shotgun | 4,270,949 | - | - | 4,270,949 | ||||
| Rock Creek | 3,374,826 | 37,790 | - | 3,412,616 | ||||
| Caribou | 735,207 | - | (735,207)(3 | ) | - | |||
| North Donlin | 83,760 | - | - | 83,760 | ||||
| Nome Gold Project | 45,980 | - | - | 45,980 | ||||
| Yukon, Canada | ||||||||
| German Creek | 177,897 | - | - | 177,897 | ||||
| Harlan | 689,396 | - | - | 689,396 | ||||
| McQuesten | 810,058 | 90,694 | - | 900,752 | ||||
| Sprogge | 795,207 | - | - | 795,207 | ||||
| Klondike | 90,760 | - | - | 90,760 | ||||
| Other | 764 | - | - | 764 | ||||
| 14,352,291 | 2,914,412 | (735,207 | ) | 16,531,496 |
Donlin Creek, Alaska
On July 14, 2001, the Company signed an Agreement with Placer Dome U.S. Inc. ("Placer Dome") to acquire a 70% interest in the Donlin Creek Gold Deposit located in southwestern Alaska.
Under the terms of the Agreement, the Company may earn a 70% interest in the project by expend ing US$10,000,000 over a ten year period from the date of the Agreement. The Company will be the manager and operator. Upon vesting by the Company, a joint venture between the Company and Placer Dome would be established, and Placer Dome would have 90 days to decide on one of three options:
i) to remain at 30% interest and participate as a minority partner;
ii) to convert to a 5% net profits interest (NPI);
iii) to exercise a back-in right to reacquire a majority interest in the project (70% Placer Dome/30% the Company) by expending three times that expended by the Company at the time the back-in is exercised, conduct a feasibility study, and make a decision to mine at a production rate of not less than 600,000 ounces of gold per year within a five year period from the exercise of the back-in. The Company would contribute its share of costs after Placer Dome has expended three times the Company’s initial earn-in expenditure.
NovaGold Resources Inc. 8 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
3. Convertible Royalty
| May 31, | November 30, | |||
| 2001 | 2001 | |||
| $ | $ | |||
| Convertible debt instrument | - | 1,386,085 | ||
| Equity portion of convertible debt instrument | - | 484,700 | ||
| - | 901,385 | |||
| Interest accretion | - | 315,771 | ||
| Debt portion of convertible debt instrument | - | 1,217,156 |
As part of the March 26, 1999 purchase agreement to acquire Alaska Gold from Mueller Industries (Mueller), the Company granted a 10% net proceeds royalty on all placer gold production to a maximum of US$1,000,000. Mueller has the right to convert the total unpaid balance of the net proceeds royalty to free trading common shares at any time based upon the ten day average trading price immediately preceding the date that notice is given.
On February 18, 2002, the Company entered into an agreement with Mueller Industries to settle the convertible royalty payable for the issuance of 319,543 common shares of the Company in May 2002. The settlement of the convertible royalty resulted in a gain to the Company of $212,128.
NovaGold Resources Inc. 9 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
4. Capital Stock
Authorized
100,000,000 common shares without nominal or par value
10,000,000 preferred shares issuable in one or more series
| Issuance of Common Stock | Number of | Ascribed | ||
| Shares | Value | |||
| $ | ||||
| Balance, November 30, 2000 | 23,336,762 | 69,099,614 | ||
| Issued in 2001 | ||||
| For cash pursuant to private placements | 3,385,500 | 3,200,759 | ||
| For cash pursuant to option agreements | 601,200 | 462,135 | ||
| For conversion of debenture | 2,468,220 | 1,874,925 | ||
| In settlement of commitments | 175,000 | 26,250 | ||
| Common stock pledged as loan security | - | (270,000 | ) | |
| Balance, November 30, 2001 | 29,966,682 | 74,393,683 | ||
| Issued in 2002 | ||||
| For cash pursuant to private placements | ||||
| (net of share issue costs of $ 1,111,950) | 5,295,000 | 17,420,550 | ||
| For settlement of convertible royalty | 319,543 | 1,191,896 | ||
| For cash pursuant to option agreements | 1,387,800 | 915,165 | ||
| For cash pursuant to warrant agreements | 550,000 | 550,000 | ||
| In settlement of commitments (note 4(c)) | 40,000 | 6,000 | ||
| Common stock released as loan security | - | 270,000 | ||
| Balance, May 31, 2002 | 37,559,025 | 94,747,294 |
NovaGold Resources Inc. 10 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
4. Capital Stock (Continued)
a) Share Purchase Warrants
A summary of the Company’s share purchase warrants at May 31, 2002 and November 30, 2001, and the changes during the periods then ended, is presented below:
| May 31, | November 30, | |||||||
| 2002 | 2001 | |||||||
| Weighted | Weighted | |||||||
| Number of | average | Number of | average | |||||
| warrants | exercise price | warrants | exercise price | |||||
| $ | $ | |||||||
| Balance outstanding, | ||||||||
| beginning of year | 1,692,750 | 1.20 | 629,028 | 0.90 | ||||
| Granted | 2,647,500 | 4.50 | 1,692,750 | 1.20 | ||||
| Exercised | (550,000 | ) | 1.00 | - | - | |||
| Cancelled/Expired | - | - | (629,028 | ) | 0.90 | |||
| Balance outstanding, end of year | 3,790,250 | 3.53 | 1,692,750 | 1.20 |
Share purchase warrants outstanding at May 31, 2002:
| Number of Shares | Exercise Price | Expiry Date | ||
| 627,750 | $1.00 | August 27, 2002 | ||
| 365,000 | $1.50 | September 18, 2002 | ||
| 150,000 | $2.00 | September 18, 2002 | ||
| 2,647,500 | $4.50 | October 19, 2003 | ||
| 3,790,250 |
NovaGold Resources Inc. 11 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
4. Capital Stock (Continued)
b) Stock Options
The Company has a stock option plan providing for the issuance of options, whereby the Company may grant options to its directors, officers, employees and service providers. On May 22, 2002, the shareholders of the Company approved an amendment to the Employee Stock Option Plan (the "Plan") to allow for an increase in the number of shares that may be issued under the Plan from 4,500,000 to 6,500,000. The exercise price of each option cannot be lower than the market price of the shares at the date of grant of the option. The number of shares optioned to any optionee may not exceed 5% of the issued and outstanding shares at the date of grant. The options are exercisable immediately for a ten year period from the date of grant.
A summary of the Stock Option Plan at May 31, 2002 and November 30, 2001, and changes during the periods ended on those dates, is as follows:
| May 31, | November 30, | |||||||
| 2001 | 2001 | |||||||
| Weighted | Weighted | |||||||
| Number of | average | Number of | average | |||||
| warrants | exercise price | warrants | exercise price | |||||
| $ | $ | |||||||
| Balance, beginning of period | 3,762,800 | 0.80 | 3,035,500 | 0.84 | ||||
| Granted during the period | 1,810,000 | 2.40 | 1,460,000 | 0.74 | ||||
| Exercised during the period | (1,387,800 | ) | 0.66 | (601,200 | ) | 0.77 | ||
| Cancelled during the year | - | - | (131,500 | ) | 0.98 | |||
| Balance, end of period | 4,185,000 | 1.95 | 3,762,800 | 0.80 |
NovaGold Resources Inc. 12 Interim Report
Notes to Consolidated Interim
Financial Statements
Six-Month Period Ended May 31, 2002
4. Capital Stock (Continued)
b) Stock Options (continued)
The following table summarizes information about the stock options outstanding and exercisable at May 31, 2002:
| Weighted | ||||||
| Number | average | |||||
| outstanding | remaining | Weighted | ||||
| and | contractual | average | ||||
| exercisable | life | exercise price | ||||
| Range of prices | ||||||
| $ | (years) | $ | ||||
| 0.35 – 0.90 | 1,210,000 | 8.79 | 0.71 | |||
| 1.00 – 1.90 | 1,740,000 | 6.77 | 1.27 | |||
| 1.99 | 45,000 | 9.44 | 1.99 | |||
| 3.45 – 5.00 | 1,190,000 | 9.94 | 4.19 | |||
| 4,185,000 | 8.28 | 1.95 |
c) Shares Held by a Subsidiary
A wholly-owned subsidiary company holds 9,396 (November 30, 2001 – 49,396) of the common shares of the Company which are valued at $0.15 per share. In December 2001, 40,000 of the shares were transferred to a third party for the settlement of commitments totalling $74,297 resulting in the recognition of contributed surplus of $68,297. The balance of these shares is eliminated upon consolidation.
5. Related Party Transactions
On May 29, 2002, the Company settled a share loan comprised of 125,000 shares of the Company from a director and officer through an agreement to pay $550,000.
On May 29, 2002, the Company settled loans receivable from two directors totalling $278,141. The loans were settled through an agreement to offset the balance of the loans receivable with amounts due to these directors under severance agreements related to their past employment with the Company.
On May 29, 2002, the Company settled amounts due from Etruscan Resources Incorporated ("Etruscan"), a company related by virtue of common directors. The amount due from Etruscan of $200,000 was settled through the offset of $100,000 due to Etruscan from the Company and the assignment of 25,000 shares of the Company, with a deemed value of $4.00 per share, held by Etruscan to a director of the Company to settle a share loan.
NovaGold Resources Inc. 13 Interim Report
Corporate Information
| Officers | Headquarters | |
| Rick Van Nieuwenhuyse, M. Sc. | 127 Via de Tesoros | |
| President & CEO | Los Gatos, California | |
| USA 95030 | ||
| Greg S. Johnson, B. Sc. Honors | Tel: (408) 395 1169 | |
| Vice President, Corporate Development | Fax: (408) 354 6252 | |
| info@novagold.net | ||
| Phil St. George, B.Sc. | Website: http://www.novagold.net | |
| Vice President, Exploration | ||
| Alex Morrison, C.A., C.P.A. | ||
| Vice President, Finance and Chief Financial Officer | ||
| Directors | ||
| Pierre Besuchet | ||
| Geneva, Switzerland | ||
| George Brack | ||
| Vancouver, British Columbia | ||
| Gerald McConnell | ||
| Darmouth, Nova Scotia | ||
| Cole McFarland | Vancouver Office | |
| San Diego, California | ||
| Suite 405 | ||
| Clynton Nauman | 625 Howe Street | |
| Vancouver, British Columbia | Vancouver, British Columbia V6C 2T6 | |
| Tel: (604) 669-6227 | ||
| Rick Van Nieuwenhuyse | Fax: (604) 669-6272 | |
| Los Gatos, California | ||
| Toronto Office | ||
| Walter Segsworth | ||
| Alamo, California | 12th Floor | |
| 20 Toronto Street | ||
| Auditors | Toronto, Ontario | |
| Canada M5C 2B8 | ||
| PricewaterhouseCoopers LLP | Tony Hayes, C.F.A. | |
| Vancouver, British Columbia | Investor Relations | |
| Tel: (416) 368 0882 | ||
| Legal Counsel | Fax: (416) 367 3638 | |
| Tony.Hayes@NovaGold.net | ||
| Patterson Palmer | ||
| Halifax, Nova Scotia | Nome Operations | |
| Registrar and Transfer Agent | P.O. Box 640 | |
| Nome, Alaska 99762-0640 | ||
| ComputerShare Trust Company | Mitch Erickson | |
| Halifax, Nova Scotia | Lands and Operations Manager | |
| Tel: (907) 443 5272 | ||
| Bankers | Fax: (907) 443 5274 | |
| Mitch.Erickson@NovaGold.net | ||
| The Toronto Dominion Bank | ||
| Stock Listing | ||
| Toronto Stock Exchange | ||
| (Trading Symbol: NRI) | ||
| US Over-the-Counter | ||
| (Trading Symbol: NVGLF) |
NovaGold Resources Inc. 14 Interim Report
| This ‘40FR12G’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 10/18/04 | 6-K | |||
| Filed on: | 10/29/03 | |||
| 10/19/03 | ||||
| 11/30/02 | ||||
| 9/18/02 | ||||
| 8/27/02 | ||||
| 5/31/02 | ||||
| 5/29/02 | ||||
| 5/22/02 | ||||
| 4/18/02 | ||||
| 2/18/02 | ||||
| 11/30/01 | ||||
| 7/14/01 | ||||
| 5/31/01 | ||||
| 11/30/00 | ||||
| 3/26/99 | ||||
| List all Filings | ||||