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NGEx Minerals Ltd
Symbol NGEX
Shares Issued 216,858,780
Close 2026-11-03 C$ 20.85
Market Cap C$ 4,521,505,563
Recent Sedar+ Documents

NGEx wins court nod for Valle Ancho spinout

2026-11-03 17:33 ET - News Release

Mr. Finlay Heppenstall reports

NGEX RECEIVES COURT APPROVAL FOR THE SPIN-OUT OF VALLE ANCHO PROJECT; ANNOUNCES PROPOSED EFFECTIVE DATE OF SPIN-OUT AND CONDITIONAL APPROVAL FOR THE LISTING OF THE VALIENTE SHARES ON THE TSX-V

NGEx Minerals Ltd. has obtained a final order from the Supreme Court of British Columbia approving the previously announced spinout transaction pursuant to which the company will spin out its Valle Ancho project to a wholly owned subsidiary of NGEx, Valiente Resources Inc., by way of a statutory plan of arrangement under the Canada Business Corporations Act. As previously announced, the arrangement was approved by the shareholders of the company at the special meeting of NGEx shareholders held on Oct. 29, 2026.

In addition, the company is pleased to announce that closing of the arrangement is expected to occur effective as of 12:01 a.m. (Vancouver time) on Nov. 12, 2026 (the effective date).

The arrangement involves, among other things, the exchange of existing common shares of NGEx and the distribution of common shares of Valiente to NGEx shareholders such that each NGEx shareholder will receive one new common share of NGEx and one-fifth of a Valiente share for each NGEx share held. There will be no change in the NGEx shareholders' holdings in NGEx as a result of the arrangement. Following completion of the arrangement, NGEx shareholders will own all of the issued and outstanding Valiente shares.

In addition, each outstanding stock option of NGEx will be exchanged for a replacement stock option of NGEx and a fully vested stock option of Valiente exercisable for one-fifth of a Valiente share, and the exercise prices for the NGEx replacement options and the Valiente options will be adjusted to reflect the relative value of the shares.

Key considerations regarding the mechanics, and expected timing, for delivery of New NGEx shares and Valiente shares in exchange for NGEx shares pursuant to the arrangement include:

  • Registered NGEx shareholders will be required to submit a letter of transmittal in order to receive New NGEx shares and Valiente shares in exchange for their NGEx shares following completion of the arrangement.
  • Beneficial NGEx shareholders who hold their NGEx shares through a broker, bank or other intermediary will not be required to submit a letter of transmittal. These NGEx shareholders should contact their intermediaries for instructions and assistance in receiving the New NGEx shares and Valiente shares for their NGEx shares.
  • Intermediaries holding NGEx shares through CDS and Co. should refer to the applicable closing bulletins issued by CDS Clearing and Depositary Services Inc. and the Toronto Stock Exchange (TSX), which are expected to be released in connection with the effective date, for information regarding the mechanics, and expected timing, for delivery of the New NGEx shares and Valiente shares in exchange for NGEx shares held through CDS & Co. NGEx shareholders should be aware that there may be a period of time between the effective date, and the issuance of the applicable CDS and TSX closing bulletins and the subsequent delivery of such securities.
  • For the avoidance of doubt, there is no record date or ex dividend date for determining the NGEx shareholders entitled to receive the New NGEx shares and Valiente shares for their NGEx shares pursuant to the arrangement, and there will be no ex dividend trading with respect to the NGEx shares.

For more information regarding the terms and mechanics of the arrangement, including the conditions to implementing the arrangement and the procedures to be followed by NGEx shareholders in order to receive the securities that they are entitled to receive pursuant to the arrangement, please refer to the company's management information circular dated Sept. 25, 2026, which is available on the company's website and on SEDAR+.

Listing of the Valiente shares

The company is also pleased to announce that Valiente has received conditional approval from the TSX Venture Exchange for the listing of Valiente shares on the TSX-V. The listing of the Valiente shares on the TSX-V is subject to the satisfaction of all listing requirements of the TSX-V and receipt of final acceptance by the TSX-V. Upon receipt of final acceptance, the Valiente shares are expected to commence trading on the TSX-V under the ticker symbol VALX. The company will provide a further update confirming the anticipated TSX-V trading commencement date for the Valiente shares once determined.

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 approximate 69.1-per-cent majority partner and operator for the Los Helados project, which is subject to a joint exploration agreement with Lundin Mining Corp. Lundin Mining is also the 75-per-cent owner and operator of the Caserones open pit copper mine located approximately 17 kilometres north of Los Helados.

The company's common shares are listed on the Toronto Stock Exchange 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.

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