NGEx Shareholders Approve Spin-Out of Valiente Resources Inc.

NGEx Minerals Ltd. (NGEX) shareholders have unanimously approved the previously announced spin-out of the Valle Ancho Project to a new subsidiary, Valiente Resources Inc., through a statutory plan of arrangement. The transaction involves a share exchange in which each NGEx shareholder receives one new NGEx share and one-fifth of a Valiente share for each NGEx share held.

In addition to the plan of arrangement, shareholders approved an omnibus incentive plan for Valiente by 97.75% of votes cast. The transaction remains subject to final approval by the British Columbia Supreme Court, with a hearing scheduled for November 3, 2026. Completion is anticipated in November 2026, followed by a conditional listing application for Valiente on the TSX Venture Exchange.

NGEx Minerals Ltd. (NGEX) has secured shareholder approval for the spin-out of its Valle Ancho asset, a procedural milestone that follows the initial announcement in August 2026 and the filing of an information circular in October 2026. The unanimous vote confirms management's strategy to separate the district-scale Valle Ancho project from the company's more advanced Lunahuasi and Los Helados assets.

The outcome was widely anticipated by the market, driven by the clear board recommendation and the 66 2/3% voting threshold required for passage. The release provides no new financial guidance, unexpected valuation changes, or surprise strategic shifts. Instead, the move serves as a standard corporate restructuring step designed to create two focused exploration vehicles. The primary impact is expected to be operational clarity and potential value recognition for both entities post-closing, rather than an immediate change in NGEx's fundamental outlook or cash position.

NGEx Minerals Ltd. (NGEX) is a Canadian exploration company focused on copper, gold, and silver projects in South America. Its flagship asset is the Lunahuasi project in San Juan, Argentina, which hosts high-grade copper-gold-silver mineralization across multiple zones, including Saturn, Mars, and Jupiter, as well as a broader porphyry system. The company has completed Phase 4 drilling at Lunahuasi, intersecting significant high-grade intervals and expanding the known mineralized envelope.

The company also holds a majority interest in the Los Helados project in Chile, a large undeveloped copper-gold resource. Additionally, the newly formed Valiente Resources Inc. will hold the Valle Ancho project, a 1,180 km2 land package straddling the Chile-Argentina border with porphyry copper-gold and oxide gold targets.