NGEx Minerals closes spinout of LunR Royalties

Mr. Finlay Heppenstall reports NGEX ANNOUNCES CLOSING OF SPIN-OUT OF LUNR ROYALTIES NGEx Minerals Ltd. has closed its previously announced spinout transaction of net smelter return (NSR) royalties on the Lunahuasi and Los Helados projects by NGEx Minerals to LunR Royalties Corp. by way of a statutory plan of arrangement under the Canada Business Corporation Act, effective at 12:01 a.m. Vancouver time on Oct. 23, 2025. The arrangement involved, among other things, the exchange of common shares of NGEx and the distribution of common shares of LunR Royalties to existing NGEx shareholders such that each NGEx shareholder as of the close of business on Oct. 22, 2025, being the business day immediately prior to the effective date of the arrangement, will receive one new common share of NGEx and one-fourth of a LunR Royalties share for each NGEx share held as of the effective time. The new NGEx shares will begin trading under Cusip No. 62930A 10 2 at the opening of the market on the TSX on Oct. 27, 2025, and the ticker symbol for the new NGEx shares on the TSX will continue to be NGEX. Immediately following the completion of the arrangement, an aggregate of 67,186,346 LunR Royalties shares were issued and outstanding, of which NGEx holds 13,370,107 common shares, representing a 19.9-per-cent ownership interest in LunR Royalties. The remaining LunR Royalties shares will be distributed to NGEx shareholders on a pro rata basis as described above. Holdings in NGEx by NGEx shareholders were not affected as a result of the arrangement. In addition, each outstanding stock option of NGEx has been exchanged for a replacement stock option of NGEx and a fully vested stock option of LunR Royalties, exercisable for one-fourth of a LunR Royalties share. Pursuant to the provisions in the plan of arrangement, which stipulated how the exercise prices of NGEx replacement options and LunR Royalties options would be established, which took into account, among other things, the relative value of the new NGEx shares and LunR Royalties shares (which such provisions are described in further detail in NGEx's management information circular dated Aug. 12, 2025), the company has been determined that the exercise price of each NGEx replacement option will remain the same as the respective, underlying NGEx stock option for which it was exchanged pursuant to the arrangement. The terms of the arrangement are in the circular available on NGEx's website and under its profile on SEDAR+. The company would like to remind registered NGEx shareholders that in order to receive the new NGEx shares and LunR Royalties shares that they are entitled to receive pursuant to the arrangement, such registered NGEx shareholders must duly complete and execute a letter of transmittal in accordance with the instructions included therein, and deliver it to the depositary for the arrangement, Computershare Investor Services Inc., together with the certificates and direct registration system statements, as applicable, representing such registered NGEx shareholder's common shares, and such additional documents and instruments as the depositary may reasonably require. Additional details on the procedures to be followed by registered NGEx shareholders in order to receive the new NGEx shares and LunR Royalties shares that they are entitled to receive pursuant to the arrangement are contained in the circular. Only registered NGEx shareholders are required to submit a letter of transmittal in order to receive the new NGEx shares and LunR Royalties shares that they are entitled to receive pursuant to the arrangement. Non-registered NGEx shareholders who hold their NGEx shares through a broker, investment dealer, bank, trust company, custodian, nominee or other intermediary, including NGEx shareholders who hold their NGEx shares through a depositary, such as CDS & Co., of which their intermediary is a participant, should contact that intermediary for instructions and assistance in receiving the new NGEx shares and LunR Royalties shares that they are entitled to receive pursuant to the arrangement, and carefully follow any instructions provided by such intermediary. The letter of transmittal was mailed to each registered NGEx shareholder as of Aug. 5, 2025, the record date for the meeting of NGEx shareholders held on Sept. 12, 2025, to approve the arrangement, as part of the materials that were mailed to NGEx shareholders in connection with the meeting. The letter of transmittal is available on NGEx's website and under its profile on SEDAR+. LunR Royalties directors, officers and other matters As previously announced, the board of directors of LunR Royalties has been reconstituted and comprises four members, being Wojtek Wodzicki, Adam Lundin, Martino De Ciccio and Jamie Beck. Executive management of LunR Royalties will be led by Mr. Lundin as president, chief executive officer and chair. Peter Hemstead has been appointed LunR Royalties' chief financial officer and corporate secretary, Trevor D'Sa as chief investment officer, Connor Mackay as vice-president, corporate development and investor relations. Professional biographies of the members of the LunR board and management team are set out in the circular and in a news release dated Oct. 16, 2025, both of which can be found on NGEx's website and under its profile on SEDAR+. The LunR Royalties shares have not been listed on any stock exchange as of the effective date of the arrangement. No assurance can be given as to if, or when, LunR Royalties shares will be listed or traded on any stock exchange. NGEx Minerals acknowledges that holding shares that are not listed or traded on a stock exchange may not be suitable for some shareholders, and the company encourages any such shareholders to contact their investment advisers to discuss the possibility of disposing of LunR Royalties shares prior to a listing, if necessary. Should a shareholder require more information or assistance on the matter, please contact Finlay Heppenstall at 1-604-806-3089 or [email protected]. About NGEx Minerals Ltd. NGEx Minerals is a copper and gold exploration company based in Canada, focused on exploration of the Lunahuasi copper-gold-silver project in San Juan province, Argentina, and the nearby Los Helados copper-gold project, located approximately nine kilometres to the northeast in Chile's Region III. Both projects are located within the Vicuna district, which includes the Caserones mine, and the Josemaria and Filo del Sol deposits. NGEx owns 100 per cent of Lunahuasi, and is the majority partner and operator for the Los Helados project, subject to a joint exploration agreement with Nippon Caserones Resources LLC, which is the indirect 30-per-cent owner of the operating Caserones open-pit copper mine, located approximately 17 kilometres north of Los Helados. Lundin Mining Corp. holds the remaining 70-per-cent stake in Caserones. The company's common shares are listed on the TSX under the symbol NGEX and also trade on the OTCQX under the symbol NGXXF. NGEx is part of the Lundin Group of Companies. We seek Safe Harbor.