Mission Gold Mails Meeting Materials for Special Shareholder Meeting to Approve Arrangement With Northern Dynasty Minerals - Seite 2

Completion of the Arrangement is subject to approval by the Supreme Court of British Columbia and the affirmative vote of Mission Gold securityholders at the Meeting. At the Meeting, the Arrangement will require approval by (i) at least 66 2/3% of the votes cast by Mission Gold shareholders, present in person or represented by proxy at the Meeting, voting as a single class; (ii) greater than 50% of the votes cast by Mission Gold shareholders, present in person or represented by proxy at the Meeting, (excluding any votes attached to Mission Gold Shares held by persons described in section 8.1(2) of Multilateral Instrument 61-101), voting as a single class; (iii) at least 66 2/3% of the votes cast by the Mission Gold warrantholders, present in person or represented by proxy at a Meeting, voting as a single class; and (iv) greater than 50% of the votes cast by Mission Gold warrantholders, present in person or represented by proxy at the Meeting, (excluding any votes attached to Mission Gold Shares held by persons described in section 8.1(2) of Multilateral Instrument 61-101), voting as a single class. Pursuant to the terms of the Arrangement Agreement, the Arrangement is also subject to certain other conditions, including receipt of applicable regulatory and third party approvals and consents as may be required to effect and complete the transaction, including the conditional approval of the Toronto Stock Exchange and applicable filings with the NYSE MKT (in respect of Northern Dynasty) and the final approval of the TSX Venture Exchange (in respect of Mission Gold). It is also a condition to the obligation of Northern Dynasty to complete the Arrangement that Mission Gold shall have entered into a binding agreement (the "Alto Parana Agreement") for the sale of CIC Resources Inc. (which holds, indirectly, the Alto Parana Titanium project and all related corporate entities) promptly following the closing of the Arrangement on the terms set out in the Arrangement Agreement. As described in the Circular, Mission Gold has entered into the Alto Parana Agreement and satisfied this condition.

The Circular contains a detailed description of the Arrangement and other information relating to Mission Gold and Northern Dynasty, and Mission Gold securityholders are urged to consider carefully all of the information in the Circular.

About Northern Dynasty Minerals Ltd.

Northern Dynasty is a mineral exploration and development company based in Vancouver, Canada. Northern Dynasty's principal asset is the Pebble Project in southwest Alaska, USA, an initiative to develop one of the world's most important mineral resources.