Targa closes non-brokered private placement for C$3,191,935

Canada NewsWire

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VANCOUVER, BC , Sept. 11, 2026 /CNW/ -- Targa Exploration Corp. (CSE: TEX) (FRA: V6Y) (OTCQB: TRGEF) (" Targa " or the " Company ") today announced that, further to the Company's news releases dated August 13, 2026, August 25, 2026, September 8, 2026, and September 9, 2026, it closed the fourth and final tranche of its previously announced private placement (the " Offering ") for an additional 190,750 hard-dollar units of the Company (each an " HD Unit ") at a price of C$0.16 per HD Unit and 800,378 flow-through units of the Company (each a " FT Unit ") at a price of C$0.185 per FT Unit for gross proceeds of approximately C$178,590. A total of 10,554,783 FT Units, 2,788,750 HD Units and 3,605,000 premium flow-through units were issued by the Company under the Offering for aggregate gross proceeds of C$3,191,935.

Pursuant to the fourth tranche closing, each FT Unit will qualify as a "flow-through share" pursuant to subsection 66(15) of the Income Tax Act (Canada) (" Tax Act ") and in section 359.1 of the Taxation Act (Québec).

Each Unit will consist of one common share of the Company (each, a " Share ") and one-half of a common share purchase warrant (each whole warrant, a " Warrant "). Each Warrant will entitle the holder thereof to acquire one additional Share (each, a " Warrant Share ") at a price of C$0.30 per Warrant Share until the date which is 24 months following the closing date of the fourth tranche of the Offering, subject to an acceleration clause. If the 10-day volume-weighted average trading price of the Shares as quoted on the Canadian Securities Exchange (" Exchange ") is equal to or greater than C$0.60 at the close of any trading day, then the Company may, at its option, accelerate the expiry date of the Warrants by issuing a press release (a " Warrant Acceleration Press Release ") announcing that the expiry date of the Warrants shall be deemed to be on the 30 th day following the issuance of the Warrant Acceleration Press Release (the " Accelerated Expiry Date "). 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.

The net proceeds of the Offering will be used for exploration of the Company's mineral exploration projects and for working capital purposes. The Company will use an amount equal to the gross proceeds from the sale of the FT Units 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) (" Qualifying Expenditures "). The Company will renounce all such Qualifying Expenditures, in favour of the subscribers of the FT Units, on or before December 31, 2026, in an amount of not less than the total amount of the gross proceeds raised from the issuance of FT Units and incur such Qualifying Expenditures on or before December 31, 2027.

In connection with the Offering, the Company paid finders fees of an aggregate of C$138,186 in cash and issued an aggregate of 777,394 finders warrants of the Company (the " Finders Warrants ") to certain eligible arm's length finders. Each Finders Warrant entitles the finder to purchase one common share of the Company (a " Finder Warrant Share ") at a price of C$0.30. The Finders Warrants issued pursuant to the Offering, will have an expiry date that is 24 months following the closing of each tranche of the Offering.

Certain insiders of the Company subscribed for an aggregate of 686,358 Units for gross proceeds of C$113,070 under the Offering. Participation by the insiders of the Company in the Offering constitutes a related-party transaction as defined under the Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The issuance of these securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 as the Company's common shares are listed on the Exchange. The issuance of these securities is also exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(b) of MI 61-101 as the fair market value was less than C$2,500,000.

Closing of the Offering is subject to customary closing conditions and all securities issued pursuant to the fourth tranche of the Offering, including Shares issuable upon the exercise of Warrants or Finder Warrants, are and will be subject to a hold period of four months and one day after the date of closing of the fourth tranche of the Offering.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933 , as amended (the " U.S. Securities Act "), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

About Targa

Targa Exploration Corp. (CSE: TEX | FRA: V6Y | OTCQB: TRGEF) is a Canadian exploration company engaged in the acquisition, exploration, and development of gold mineral properties with headquarters in Vancouver, British Columbia. The Company's focus is on early-stage projects in premier mining jurisdictions with strong potential for making Tier 1 grass roots precious metals discoveries. Targa's flagship asset is its Opinaca gold project in Québec where wide-spread gold mineralization was recently discovered during a maiden drill campaign in 2025. The Company has also recently acquired options to earn up to 80% equity interests in the Venidero and El Zanjon gold-silver projects in Santa Cruz, Argentina.

Website: www.targaexploration.com

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

This news release includes certain "Forward‐Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward‐looking information" under applicable Canadian securities laws. When used in this news release, the words "anticipate", "believe", "proposed", "estimate", "expect", "target", "plan", "forecast", "may", "would", "could", "schedule" and similar words or expressions, identify forward‐looking statements or information. These forward‐looking statements or information relate to, among other things: obtaining the required regulatory approvals; completion of the Offering; the anticipated Closing Date; the proposed use of proceeds of the Offering; and the exploration and development of the Company's properties.

Forward‐looking statements and forward‐looking information relating to any future mineral production, liquidity, enhanced value and capital markets profile of Targa, future payments and other obligations, agreements, acquisitions and re-organization of Targa and its affiliates, future growth potential for Targa and its business, and future exploration plans are based on management's reasonable assumptions, estimates, expectations, analyses and opinions, which are based on management's experience and perception of trends, current conditions and expected developments, and other factors that management believes are relevant and reasonable in the circumstances, but which may prove to be incorrect. Assumptions have been made regarding, among other things, the price of gold and other metals; costs of exploration and development; the viability and accuracy of reported exploration results; the estimated costs of development of exploration projects; Targa's ability to operate in a safe and effective manner and its ability to obtain financing on reasonable terms.

These statements reflect Targa's respective current views with respect to future events and are necessarily based upon a number of other assumptions and estimates that, while considered reasonable by management, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward‐looking statements or forward-looking information and Targa has made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: price volatility of gold and other metals; risks associated with the conduct of the Company's mineral exploration activities; regulatory, consent or permitting delays; risks relating to reliance on the Company's management team and outside contractors; the Company's inability to obtain insurance to cover all risks, on a commercially reasonable basis or at all; currency fluctuations; risks regarding the failure to generate sufficient cash flow from operations; risks relating to project financing and equity issuances; risks and unknowns inherent in all mining projects, including the inaccuracy of reserves and resources, metallurgical recoveries and capital and operating costs of such projects; contests over title to properties, particularly title to undeveloped properties; laws and regulations governing the environment, health and safety; the ability of the communities in which the Company operates to manage and cope with the implications of public health crises; the economic and financial implications of public health crises to the Company; operating or technical difficulties in connection with mining or development activities; employee relations, labour unrest or unavailability; the Company's interactions with surrounding communities; the Company's ability to successfully integrate acquired assets; the speculative nature of exploration and development, including the risks of diminishing quantities or grades of reserves; stock market volatility; conflicts of interest among certain directors and officers; lack of liquidity for shareholders of the Company; litigation risk; and the factors identified under the caption "Risk Factors" in Targa's management discussion and analysis and other public disclosure documents. Readers are cautioned against attributing undue certainty to forward‐looking statements or forward-looking information. Although Targa has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be anticipated, estimated or intended. Targa does not intend, and does not assume any obligation, to update these forward‐looking statements or forward-looking information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements or information, other than as required by applicable law.

Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Targa Exploration Corp.

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Canada Newswire

September 11, 2026 - 5:42 PM PDT

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