800 West Pender Street, Suite 1020
Vancouver, British Columbia
Canada V6C 2V6
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under cover Form 20-F or Form 40-F.
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
By: /s/ Jeffrey R. Mason
Director and Chief Financial Officer
Date: February 22, 2005
Print the name and title of the signing officer under his signature.
-------------------
NORTHERN
DYNASTY MINERALS LTD.
1020 - 800 W Pender Street
Vancouver BC
V6C 2V6 Canada
Tel 604 684 - 6365
Fax 604 684 - 8092
Toll Free 1 800 667 - 2114
www.northerndynasty.com
NORTHERN DYNASTY SET TO CLOSE $30.8 MILLION FINANCING
February
22, 2005, Vancouver, BC - Ronald W. Thiessen, President and CEO of
Northern Dynasty Minerals Ltd. (TSXV:NDM; AMEX:NAK) is pleased to announce
that Northern Dynasty has executed agreements with a number of accredited
investors to privately place approximately 7.25 million Units in its capital
at Cdn$4.25 each. A Unit consists of one Northern Dynasty common share and
one common share purchase warrant exercisable for 18 months from closing at
Cdn$5.00 per common share. Preliminary Canadian regulatory approval has been
received and closing of the financing is expected to occur in approximately
10 days, subject to AMEX acceptance. All these securities will be subject
to 4 month resale restrictions in Canada and will also be subject to resale
restrictions as unregistered securities under United States securities laws.
Approximately 1.18 million Units of this placement were purchased by an affiliated
corporation, Galahad Gold Plc and its associates. Intermediary fees of approximately
6% will be paid in cash respecting the Units sold other than those placed
with Galahad.
The proceeds of this financing will be used during 2005 to fund delineation
drilling of the new East Zone discovery located on the eastern flank of the
Pebble deposit and comprehensive engineering and environmental/socioeconomic
work designed to complete a feasibility study and prepare environmental permit
applications for a large scale open pit mining operation.
For further details on Northern Dynasty Minerals Ltd., please visit the Northern
Dynasty website at www.northerndynasty.com or contact Investor Services at
(604) 684-6365 or within North America at 1-800-667-2114.
ON BEHALF OF THE BOARD OF DIRECTORS
/s/ Ronald W. Thiessen
Ronald W. Thiessen
President & CEO
No regulatory authority has approved or disapproved the information contained
in this news release.
Forward Oriented Information
This
release includes certain statements that may be deemed "forward-looking
statements". All statements in this release, other than statements of
historical facts, including those that announce proposed financings that the
Company expects to complete, are forward-looking statements. Although Northern
Dynasty believes the expectations expressed in such forward-looking statements
are based on reasonable assumptions, such statements are not guarantees of
future performance and actual results or developments may differ materially
from those in the forward-looking statements. Factors that could cause actual
results to differ materially from those in forward-looking statements include
the failure of investors who are believed to have committed to the financings
to fail to complete them as a result of general market conditions , adverse
developments unique to such investors or otherwise. Accordingly, the actual
amounts raised may differ materially from those projected in the forward-looking
statements. For more information on the Northern Dynasty, Investors should
review the Company's annual Form on 20F filing with the United States
Securities Commission and its home jurisdiction filings that are available
at www.sedar.com.