Mr. Cameron Tymstra reports
TARGA ANNOUNCES $3,500,000 NON-BROKERED PRIVATE PLACEMENT
Targa Exploration Corp. has arranged a non-brokered private placement for gross proceeds of up to $3.5-million. The offering will consist of the sale of premium flow-through (FT) units of the company at a price of 22 cents per premium FT unit, flow-through units of the company at a price of 18.5 cents per FT unit and hard-dollar (HD) units of the company at a price of 16 cents per HD unit.
Each unit will consist of one common share of the company and one-half of a common share purchase warrant. Each warrant will entitle the holder thereof to acquire one additional share at a price of 30 cents per warrant share until the date that is 24 months following the closing date (as defined below), subject to an acceleration clause. If the 10-day volume-weighted average trading price of the shares as quoted on the Canadian Securities Exchange is equal to or greater than 60 cents at the close of any trading day, then the company may, at its option, accelerate the expiry date of the warrants by issuing a news release announcing that the expiry date of the warrants shall be deemed to be on the 30th day following the issuance of the warrant acceleration news release. All warrants that remain unexercised following the accelerated expiry date shall immediately expire and all the rights of holders of such warrants shall be terminated without any compensation to such holder.
Each of the shares and warrants underlying the FT units and premium FT units will qualify as a flow-through share, as defined in Subsection 66(15) of the Income Tax Act (Canada), and, in the case of the premium FT units, with respect to purchasers in Quebec, in Section 359.1 of the Taxation Act (Quebec).
The net proceeds of the offering will be used for exploration of the company's mineral exploration projects and/or working capital purposes. The gross proceeds from the issuance of the FT units and premium FT units will be used to incur eligible Canadian exploration expenses in Quebec that qualify as flow-through mining expenditures as such terms are defined in the Income Tax Act (Canada). The company has agreed to renounce such qualifying expenditures with an effective date of Dec. 31, 2026, in an amount equal to the total amount of the gross proceeds raised from the issuance of the FT units and premium FT units, and will incur such expenses by Dec. 31, 2027.
Closing of the offering is anticipated to occur on or about Sept. 3, 2026, and is subject to customary closing conditions. In connection with the offering, the company may pay finders' fees to eligible finders. All securities issued in connection with the offering will be subject to a statutory hold period of four months and a day from the closing date.
About Targa
Exploration Corp.
Targa Exploration is a Canadian exploration company engaged in the acquisition, exploration and development of gold mineral properties with headquarters in Vancouver, B.C. The company's focus is on early-stage projects in premier mining jurisdictions with strong potential for making Tier 1 grassroots precious metals discoveries. Targa's principal asset is its Opinaca gold project in Quebec, where widespread gold mineralization was recently discovered during a maiden drill campaign in 2025. The company has also recently acquired options to acquire interests in the Venidero and El Zanjon gold-silver projects in Santa Cruz, Argentina.
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