NORD.L Regulatory News (NORD)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS IN THAT JURISDICTION. THIS PRESS RELEASE IS NOT AN EXTENSION INTO THE UNITED STATES OF THE OFFER MENTIONED BELOW AND IS NOT AN OFFER TO SELL SECURITIES OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES IN THE UNITED STATES. PLEASE SEE THE IMPORTANT NOTICE UNDER "CAUTIONARY STATEMENTS" AT THE END OF THIS PRESS RELEASE.

Nord Gold N.V. Enters into Additional Lock-up Agreement in Connection with Proposed Offer to Minority Shareholders of High River Gold Mines Ltd.

Amsterdam - July 23, 2012- Nord Gold N.V. ("Nordgold" or the "Company", LSE: NORD) announced today that it has entered into an additional lock-up agreement with a significant minority shareholder of High River Gold Mines Ltd. ("High River", TSX: HRG)in connection with Nordgold's previously announced intention to make an offer to acquire the outstanding common shares (the "Common Shares") of High River not already owned by Nordgold and its affiliates. Under the terms of the proposed offer, eligible High River shareholders will have the right to elect to receive either: (i) 0.285 Nordgold global depositary receipts ("GDRs") for each Common Share held by them (the "GDR Offer"); or (ii) C$1.40 in cash for each Common Share held by them (the "Cash Alternative", together with the GDR Offer the "Offer").

According to the terms of this additional lock-up agreement, the High River minority shareholder has agreed to tender its Common Shares and accept the GDR Offer. Including this additional lock-up agreement, minority High River shareholders holding an aggregate of 59,900,206 Common Shares, representing approximately 29 percent of the High River Common Shares not already owned by Nordgold and its affiliates, have committed to tender their Common Shares and accept the GDR Offer.

Nordgold currently owns 630,627,472 Common Shares, constituting approximately 75 percent of the Common Shares. At Nordgold's closing share price on July 17, 2012, the GDR Offer values High River at approximately US$1.2 billion, or approximately 58 percent of the value of the fully consolidated Nordgold.

For additional details regarding the Offer, please see the press release of Nordgold dated July 18, 2012 available to eligible viewers on the Company's website www.nordgold.com.

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For further information, please contact:

Nikolai Zelenski, Chief Executive Officer, Nordgold: +31 20 406 4480

Sergei Loktionov, Media Relations, Nordgold: +7 916 800 1409

Peter Bacchus, Managing Director, Jefferies International Limited: +44 20 7029 8000

Peter Ogden, Partner, Maitland: +44 20 7379 5151

Alexander Chaychits, Senior Account Manager, Mikhailov and Partners: +7 915 1466418

Cautionary StatementS

This announcement may contain, in addition to historical information, certain forward-looking statements. Often, but not always, forward looking statements can be identified by the use of words such as "plans", "expects", "expected", "scheduled", "estimates", "intends", "anticipates", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such forward looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results, performance or achievements of High River or Nordgold to differ materially from any future results, performance or achievements expressed or implied by such forward looking statements, including the risk that all conditions of the offer will not be satisfied. Many of these risks and uncertainties relate to factors that are beyond Nordgold's ability to control or estimate precisely, such as future market conditions, changes in regulatory environment and the behaviour of other market participants. Nordgold cannot give any assurance that such forward-looking statements will prove to have been correct. The reader is cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this announcement. Nordgold disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. Such an offer may only be made pursuant to an offer and take-over bid circular filed with the securities regulatory authorities in Canada and pursuant to registration or qualification under the securities laws of any other applicable jurisdiction. The distribution of this press release in or into the United States or certain other jurisdictions may be restricted by law and therefore persons into whose possession this press release comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

This material is not a substitute for the offer and take-over bid circular Nordgold would file with the securities regulatory authorities in Canada regarding the proposed transaction or for any other document which Nordgold may file with securities regulators and send to Nordgold or High River shareholders in connection with the proposed transaction. SECURITY HOLDERS OF NORDGOLD AND HIGH RIVER ARE URGED TO READ ANY SUCH DOCUMENTS CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. If and when they become available to eligible viewers, the offer and take-over bid circular, along with any related documents, will be available free of charge under the profile of High River on the website maintained by the Canadian securities regulators at www.sedar.com and on Nordgold's website at www.nordgold.com.

This press release may not be published, distributed, transmitted or otherwise sent into the United States of America (including its territories and possessions, every State in the United States and the District of Columbia). This press release does not constitute an extension into the United States of the offer mentioned in this press release, nor does this press release constitute nor form part of an offer to sell securities or the solicitation of an offer to buy securities in the United States. High River shareholders in the United States or who are, or who are acting for the account or benefit of, a US person (within the meaning of Regulation S under the U. S. Securities Act of 1933, as amended) will not be eligible to participate in the offer described in this press release. Offer documents, including the offer and take-over bid circular describing the terms of the offer and tender forms, when issued, will not be distributed or sent into the United States.

Information contained in this announcement is not an offer, or an invitation to make offers, sell, purchase, exchange or transfer any securities in the Russian Federation or to or for the benefit of any Russian person, and does not constitute an advertisement or offering to non-qualified investors of any securities in the Russian Federation. The GDRs have not been and will not be registered in the Russian Federation or admitted to public placement and/or public circulation in the Russian Federation. The GDRs are not intended for "placement" or "circulation" in the Russian Federation unless and to the extent permitted under Russian law.

Nothing contained herein shall be deemed to be a forecast, projection or estimate of the future financial performance of Nordgold or High River unless otherwise stated.

A copy of this announcement will be made available to eligible viewers on the Company's website www.nordgold.com. For the avoidance of doubt, the content of the website referred to above is not incorporated into and does not form part of this announcement.