NGEx Minerals to Spin-Out Valle Ancho Project to Shareholders Creating New South America Focused Lundin Group Exploration Vehicle

NGEx Minerals Ltd. announced a statutory plan of arrangement to spin out its Valle Ancho Project into a newly incorporated, wholly-owned subsidiary, referred to as "Spinco." The transaction creates a new South America-focused exploration vehicle under the Lundin Group, allowing NGEx to retain its more advanced Lunahuasi and Los Helados projects.

Shareholders will receive 1/5 of a Spinco share for each NGEx share held, with no change in their holdings in NGEx. Spinco will hold a 100% interest in the 109,000-hectare Valle Ancho land package covering the eastern side of the Maricunga Gold Belt in Chile and extensions into Argentina. NGEx expects to make a cash injection into Spinco for the acquisition and to provide working capital for at least 12 months post-completion.

The transaction requires shareholder approval (66 2/3%), TSX/court approval, and a special meeting scheduled for Q4 2026. Outstanding NGEx stock options will be exchanged for replacement NGEx options and fully-vested Spinco options. Spinco intends to apply to list on the TSXV.

NGEx Minerals Ltd. (NGEX) announced a strategic spin-out designed to separate its district-scale, early-stage Valle Ancho asset from its more advanced, near-term development projects. This move follows the successful spin-out of LunR Royalties in late 2025, demonstrating a consistent management strategy to unlock value through specialized, focused vehicles.

The restructuring is expected to provide clearer valuation metrics for both entities. The new entity, Spinco, will focus purely on exploration and future acquisitions, while NGEx will concentrate on advancing the Lunahuasi and Los Helados projects. The transaction utilizes a 1/5 exchange ratio and a cash injection structure, which are standard for Lundin Group spin-outs and are designed to minimize immediate dilution to NGEx shareholders.

NGEx Minerals Ltd. (NGEX) is a Lundin Group exploration company focused on South America. Its flagship project is Lunahuasi, a 100% owned high-grade copper-gold-silver deposit in San Juan, Argentina. The deposit features multiple mineralization styles, including high-sulphidation veins, epithermal gold, and a large porphyry system. Phase 4 drilling, which totaled 27,318m, has expanded the Mars, Saturn, and Jupiter zones.

The company also holds a 69.1% interest in Los Helados, a large undeveloped copper-gold-silver resource in Chile. Lundin Mining became a minority partner in the project in March 2026. Additionally, NGEx owns 100% of Valle Ancho, a 109,000-hectare district-scale copper-gold exploration target in the Maricunga Gold Belt spanning Chile and Argentina. The asset is currently being spun out into a Spinco.