Northern Dynasty Receives Initial $2M Advance Under Second Tranche Of Amended Royalty Agreement

Northern Dynasty Minerals Ltd. (TSX:NDM);(NYSE:NAK) ("Northern Dynasty" or the "Company") reports it has received an initial $2 million royalty investment under the second tranche investment of the Company's royalty agreement dated July 26, 2022 (the "Royalty Agreement'). The Company and the royalty investor ("the Royalty Holder") have also agreed to amend the terms of the Royalty Agreement ("the Amendment") in order to increase flexibility of payment installments and to extend the original July 25, 2024 expiration date. All currency figures are U.S. dollars.

Under the Revised Agreement, the Royalty Holder receives the right to fund the second $12 million tranche in six equal installments of $2 million each ("Additional Payment Installment"), with the right to receive approximately 0.33% of the payable gold production and 1% of the payable silver production from the Pebble Project per Additional Payment Installment made (representing 1/6 of the aggregate royalty under the second tranche). The Company received the first $2 million upon execution of the Amendment.

In the event the Royalty Holder completes all six installments (for a total of $12 million) on or before July 26, 2024, the expiration date of the Royalty Agreement will be extended until July 26, 2025. The remaining three tranches of $12 million each, as described in the Company's July 27, 2022 news release, have not been similarly subdivided, and the aggregate total purchase price of $60 million and maximum royalty rates (10% of payable gold production and 30% of payable silver production) remain unchanged from the original Royalty Agreement.

"We are working with the Royalty Holder to ensure this funding vehicle is structured in the most effective way for both parties," said Ron Thiessen, President and CEO of Northern Dynasty Minerals. "We have agreed with the Royalty Holder to provide flexibility by dividing the $12 million second tranche into six, $2 million payments. The first of these $2 million payments has been made. In addition, we have agreed that if the Royalty Holder completes the full $12 million second tranche by July 26, 2024, we will extend the expiration date for one year."

"Our objective remains to receive the full $60 million which, when completed, increases our financial liquidity. It also allows us to continue the pursuit of the responsible development of the Pebble Project, one of if not the most important critical minerals and metals deposits for the United States of America and the State of Alaska. This project will only be developed with standards that assure the participation of people in the region, Alaska as a whole, and with assurances the environment and subsistence and commercial fisheries are safeguarded at all times," Mr. Thiessen continued.

As reported on July 27, 2022, the first tranche of $12 million was received by the Company in return for the right of the Royalty Holder to receive 2% of the payable gold production and 6% of the payable silver production from the Pebble Project, in each case after accounting for a notional payment by the Royalty Holder of $1,500 per ounce of gold and $10 per ounce of silver, respectively, for the life of the mine. If, in the future, spot prices exceed $4,000 per ounce of gold or $50 per ounce of silver, then the Company will share in 20% of the excess price for either metal. Additionally, the Company will retain a portion of the metal produced for recovery rates in excess of 60% for gold and 65% for silver, and so is incentivized to continually improve operations over the life of the mine.