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Argentina Projects
In November of 2025 (see press release dated November 10, 2025) Targa entered into two option agreements with Aegis Resources Ltd. to acquire up to an 80% interest in each of the El Zanjon and Venidero Au-Ag projects, both located in Santa Cruz, Argentina. The projects sit within the Deseado Massif, one of the most prolific epithermal gold and silver regions in the world and home to many significant gold and silver deposits. Newmont, AngloGold, and Pan American all have significant mining operations in Santa Cruz and both El Zanjon and Venidero are proximal to Tier 1 producing mines. Both projects came with compelling early-stage field data, yet both remain undrilled, representing two more opportunities for Targa to continue its success in making grassroots gold discoveries in top tier jurisdictions.
OPTION AGREEMENT TERMS
Targa entered into two option agreements with Aegis Resources Ltd. and certain other parties on November 7, 2025 to acquire an up to 80% interest in each of the Venidero and El Zanjon gold-silver projects (the “Optioned Projects”).
El Zanjon Option
Targa has the option to acquire an 80% interest in the El Zanjon project (the “80% Zanjon Option”) by completing a feasibility study (the “Zanjon FS”) supported by a resource estimate of at least two million gold-equivalent ounces in the measured, indicated, and inferred categories and proven and probable mineral reserves, together with a mine plan that is economically viable within twelve years of the Acceptance Date (as defined in the Option Agreement in respect of the El Zanjon project), by making the following cash and share payments (the “Zanjon Payments”) and by drilling an aggregate of 23,000m on the El Zanjon project in accordance with the tables below:
If the Zanjon FS is not completed by the 9th, 10th, 11th, or 12th anniversary of the Acceptance Date, Targa will make cash payments in accordance with the table below:
If the Zanjon FS is not completed by the 8th Anniversary, Targa will incur additional project expenditures in the amount of $5,000,000 on or before the earlier of (i) the tenth anniversary of the Acceptance Date; or (ii) the completion of the Zanjon FS. If the Zanjon FS is not completed by the 10th anniversary of the Acceptance Date, Targa will incur additional project expenditures in the amount of $5,000,000 on or before the earlier of the (i) 12th anniversary of the Acceptance Date; or (ii) the completion of the Zanjon FS.
Upon the exercise of the 80% Zanjon Option, Targa and Aegis, as optionor, will for an 80-20 joint venture, subject to a dilution clause whereby if a participant’s interest is reduced to 10% or less, the other participant is deemed to acquire such interest in consideration for the grant of a 2% NSR (the “Dilution Clause”).
Targa can acquire a 51% interest in the El Zanjon project (the “51% Zanjon Option”) if, prior to the exercise of the 80% Zanjon Option, Targa has drilled an aggregate of 50,000m at El Zanjon and made the Zanjon Payments. If Targa has completed the 51% Zanjon Option, but the 80% Zanjon Option is terminated, Targa’s interest in the El Zanjon project will be reduced to 50% and Targa and Aegis will form a 50-50 joint venture with Aegis retaining the casting vote, subject to the Dilution Clause.
The exercise of the 80% Zanjon Option and 51% Zanjon Option are subject to Aegis exercising its option to acquire a 100% interest in the El Zanjon project under an underlying option agreement with Biz Latin Hub S.A., the owner of the El Zanjon project.
Venidero Option
Targa has the option to acquire an 80% interest in the Venidero project (the “80% Venidero Option”) by completing a feasibility study (the “Venidero FS”) supported by a resource estimate of at least two million gold-equivalent ounces in the measured, indicated, and inferred categories and proven and probable mineral reserves, together with a mine plan that is economically viable within twelve years of the Acceptance Date (as defined in the Option Agreement in respect of the Venidero project), making the following cash and share payments (the “Venidero Payments”) and by drilling an aggregate of 23,000m on the Venidero project in accordance with the tables below:
If the Venidero FS is not completed by the 9th, 10th, 11th, or 12th anniversary of the Acceptance Date, Targa will make cash payments in accordance with the table below:
If the Venidero FS is not completed by the 10th Anniversary, Targa will incur additional project expenditures in the amount of $5,000,000 on or before the earlier of (i) the 12th anniversary of the Acceptance Date; and (ii) the completion of the Venidero FS.
Upon the exercise of the 80% Venidero Option, Targa and Mineral Proximo Argentina S.A. (“Minera Proximo”), a wholly owned subsidiary of Aegis, as optionor, will form an 80-20 joint venture, subject to the Dilution Clause.
Targa can acquire a 51% interest in the Venidero project (the “51% Venidero Option”) if, prior to the exercise of the 80% Venidero Option, Targa has drilled an aggregate of 50,000m at the Venidero project and made the Venidero Payments. If Targa has completed the 51% Venidero Option, but the 80% Venidero Option is terminated, Targa’s interest in the Venidero project will be reduced to 50% and Targa and Mineral Proximo will form a 50-50 joint venture with Mineral Proximo retaining the casting vote, subject to the Dilution Clause.
Existing Royalties
There is an existing 0.5% NSR on the Venidero project, all of which can be completely repurchased by Minera Proximo for a cash payment of US$1,000,000. There is also an existing 2% NSR on the El Zanjon project, of which half can be repurchased by Aegis for CAD$1,000,000.