Legal

Legal

Website Information

The facts and information provided to users in the pages of the Northern Dynasty Minerals Ltd.'s ("Northern Dynasty" or "NDM") website are for informational purposes only. Users should not rely on information on this website for any purpose other than for gaining general knowledge of Northern Dynasty.

This information is not intended to be and should not be construed in any way as part of an offering or solicitation of securities. No securities commission or other regulatory authority in Canada, the United States or any other country or jurisdiction has in any way passed upon the information contained in these pages.

Forward-Looking Statements

All statements of Northern Dynasty on this website, other than statements of historical facts that address the permitting, development and production for the Pebble Project are forward-looking statements.  These statements include statements regarding (1) the mine plan for the Pebble Project, including the financial results of the Preliminary Economic Assessment, effective date August 21, 2023 (“2023 PEA”), including net present value and internal rates of return, and the ability of the Pebble Partnership to secure the financing to proceed with the development of the Pebble Project, including any stream financing and infrastructure outsourcing, (ii) the political and public support for the permitting process, (iii) the outcome of the U.S. Army Corps of Engineers (“USACE”) remand and the ability to successfully appeal the negative Record of Decision and secure the issuance of a positive Record of Decision by the USACE, and the ability of the Pebble Project to secure all required federal and state permits, (iv) the status of the U.S Environmental Protection Agency (“EPA”) Final determination and the actions of the EPA with respect to its Final Determination with respect to the Pebble Project; (v) the exploration potential of the Pebble Project, (vi) the future demand for copper, gold and other metals, (vii) the potential addition of partners in the Pebble Project, and (x) the successful completion of the full royalty financing transaction announced on July 27, 2022. Although NDM believes the expectations expressed in these forward-looking statements are based on reasonable assumptions, such statements should not be in any way be construed as guarantees that the Pebble Project will secure all required government permits, establish the commercial feasibility of the Pebble Project, achieve the required financing or develop the Pebble Project.

Although Northern Dynasty believes the expectations expressed in its forward-looking statements are based on reasonable assumptions, such statements should not be in any way construed as guarantees that the Pebble Project will secure all required government permits, establish the commercial feasibility of the Pebble Project or develop the Pebble Project.  Assumptions used by the Northern Dynasty to develop forward-looking statements include the following: (i) the Pebble Project will obtain all required environmental and other permits and all land use and other licenses without undue delay, (ii) studies for the development of the Pebble Project will be positive, (iii) NDM's estimates of mineral resources will not change, (iv) NDM will be able to establish the commercial feasibility of the Pebble Project, and (v) NDM will be able to secure the financing required to develop the Pebble Project. Such forward looking statements or information related to the 2023 PEA include but are not limited to statements or information with respect to the mined and processed material estimates, the internal rate of return, the annual production, the net present value, the life of mine, the capital costs, operating costs estimated for each of the Proposed Project and the expansion scenarios for the Pebble Project, other costs and payments for the proposed infrastructure for the Pebble Project (including how, when, where and by whom such infrastructure will be constructed or developed), projected metallurgical recoveries, plans for further development, and securing the required permits and licenses for further studies to consider expansion of the operation, market price of precious and base metals, or other statements that are not statement of fact.

The likelihood of future mining at the Pebble Project is subject to a large number of risks and will require achievement of a number of technical, economic and legal objectives, including (i) obtaining necessary mining and construction permits, licenses and approval without undue delay, including without delay due to third party opposition or changes in government policies, (ii) finalization of the mine plan for the Pebble Project, including the financial results of the 2023 PEA (iii) completion of feasibility studies demonstrating that any of the Pebble Project mineral resources can be economically mined, (iv) completion of all necessary engineering for mining and processing facilities, and (v) receipt by NDM of significant additional financing to fund these objectives as well as funding mine construction, which financing may not be available to the NDM on acceptable terms or on any terms at all. NDM is also subject to the specific risks inherent in the mining business as well as general economic and business conditions, as well as risk relating the uncertainties with respect conflicts in Ukraine and the Middle East. For more information, investors should review the risk factors disclosed in Northern Dynasty's filings with the US Securities and Exchange Commission at www.sec.gov and its Canadian home jurisdiction filings available at www.sedarplus.ca.

Scientific and Technical Information

All scientific and technical information contained on this website has been reviewed and approved by a "qualified person" within the meaning of National Instrument 43-101 of the Canadian Securities Administrators. Each has relevant experience with the Pebble Project and is not independent of Northern Dynasty. Information on geology, drilling and exploration potential has been reviewed by James Lang, PGeo., information on Mineral Resources by David Gaunt, PGeo., and information on engineering and metallurgy by Stephen Hodgson, PEng.

Cautionary Note To Investors

This website may use the terms "measured resources," "indicated resources" and "inferred resources", which are recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects ("43-101")).  The U.S. Securities and Exchange Commission (the "SEC") has adopted amendments to its disclosure rules to modernize the mineral property disclosure requirements for issuers whose securities are registered with the SEC under the U.S. Exchange Act, effective February 25, 2019 ("the SEC Modernization Rules").  The SEC Modernization Rules adopt definitions of the terms and the categories of resources which are "substantially similar" to the corresponding terms under Canadian regulations in 43-101.  Northern Dynasty cautions investors not to assume that all or any part of the mineral deposits in these categories will ever be converted into reserves.  In addition, "inferred resources" have a great amount of uncertainty as to their existence, and economic and legal feasibility.  Under Canadian rules, estimates of inferred resources may not form the basis of feasibility or pre-feasibility studies, or economic studies except for a Preliminary Economic Assessment as defined under 43-101.

No Warranty

Although Northern Dynasty believes the facts and information contained in the pages of this website to be correct and attempts to keep this information as current as possible, Northern Dynasty does not warrant or make any representations as to the accuracy, validity or completeness of any facts or information contained in these pages.

Disclaimer

Northern Dynasty shall not be liable or responsible for any claim or damage, direct or indirect, special or consequential, incurred by the user arising out of the interpretation, reliance upon or other use of the information contained in the pages of this website.

Hyperlinks

Any hyperlinks to or from this website from or to another website is provided to the user for convenience only. No endorsement of any products or services is expressed or implied by any information, material or content referred to or included on, or linked from this website.

Trademarks and Copyright

Certain names, graphics, logos, icons, designs, words, titles or phrases on this website may constitute trade names or trademarks of Northern Dynasty. The display of any trademark does not imply that a license of any kind to use the trademark has been granted. All information found in the pages of this website is protected under the copyright laws of Canada and in other countries.

Unless otherwise specified, no user has permission to copy, redistribute, reproduce or republish, in any form, any information found in the pages of this website. Any user who, without authorization, re-transmits, copies or modifies any trademarks may violate federal or common law trademark and/or copywriter law, and may be subject to legal action.

Applicable Law

The products and services described in the pages of the Northern Dynasty website are only offered in jurisdictions where they may be legally offered for sale.

Confidentiality

Confidentiality and security of information provided over the Internet is not possible at this time. Northern Dynasty cannot ensure the privacy and authenticity of any information or correspondence shared over the Internet between it and a user, and will not be responsible for any damages or claims incurred by a user who communicates confidential information to Northern Dynasty through this website.

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