TNR Gold Shareholder Presentation
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2026 Annual and Special Meeting of Shareholders
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NEWS RELEASE
TNR Gold NSR Royalty Update – McEwen Copper Completes US$240 Million Term Loan to Advance Los Azules Toward Final Investment Decision
"Vancouver, British Columbia – September 10, 2026: TNR Gold Corp. (TSX-V: TNR) (“TNR”, “TNR Gold” or the “Company”) is pleased to advise that McEwen Inc. (“McEwen”) has announced an update on the Los Azules copper, gold and silver project in San Juan, Argentina. TNR holds a 0.4% net smelter returns royalty (“NSR Royalty”) (of which 0.04% of the 0.4% NSR Royalty is held on behalf of a shareholder) on the Los Azules Copper Project.
Delivering on Strategy
The NSR Royalty forms part of TNR Gold’s larger portfolio, which provides diversified exposure to lithium, copper, gold and silver. The portfolio includes 1.5% net smelter return royalty at Mariana Lithium (Argentina), 7% net profits royalty on the Batidero I and II properties at Josemaria (Argentina) and a 90% interest in the Shotgun Gold project (Alaska).
TNR Gold’s ongoing strategy has delivered a 775% total shareholder return over five years, as compared with 161% for the equal-weighted royalty peer group, 252% for the market-cap-weighted royalty peer group and 207% for the VanEck Junior Gold Miners ETF. The Company is debt-free, has attracted a major royalty investor in Altius Minerals, and has advanced value-creating assets.
The Los Azules project is held by McEwen Copper Inc. (“McEwen Copper”), which is 46.3% owned by McEwen. An extract from a news release issued by McEwen on August 27, 2026, stated:
“McEwen Inc. (“McEwen” or the “Company”) today announced that its 46.3%-owned subsidiary McEwen Copper Inc. (“McEwen Copper”, not publicly listed) has closed a $240 million senior secured 4-year term loan facility with a syndicate of lenders (the “Term Loan”). Participants include Sprott Natural Resource Investment Partners for $112 million, and Rob McEwen, Chairman and Chief Owner of the Company, for $85 million; and other lenders for a total of $43 million.
The proceeds of the Term Loan will be used to continue advancing engineering and early works of the Los Azules copper project in San Juan, Argentina, and for general corporate purposes. A final investment decision and full project financing is expected in mid-2027, with commercial copper cathode production targeted for 2030, subject to project financing and customary approvals. The Term Loan provides funding while McEwen Copper advances the broader project debt financing for Los Azules, for which Societe Generale was appointed sole financial advisor in May 2026. Preparations for a potential initial public offering of McEwen Copper continue in parallel.
The principal amount of the Term Loan will bear interest at 12.0% per annum, payable monthly, with a 4‑year term and the principal amount due on maturity. The Term Loan can be repaid in full or in part prior to maturity upon payment of the remaining principal and accrued interest plus a fee equal to 5% of the remaining principal. In connection with the Term Loan, Lenders also received 15,000 5-year McEwen Copper common share purchase warrants for each $1 million of principal, with an exercise price of $40 per share.
‘This financing reflects our lenders’ confidence in Los Azules and in the progress Argentina has made over the past two and a half years. The initiatives of President Javier Milei have helped make Argentina an increasingly attractive destination for large-scale foreign investment. Economic stabilization, stronger credit ratings, lower country risk and the RIGI are bringing long-term capital back to the country. San Juan continues to demonstrate the qualities of a dependable mining jurisdiction, supported by strong institutions, rigorous processes and sound governance. We are proud to be building Los Azules here,’ said Michael Meding, Managing Director of McEwen Copper.
LOS AZULES PROJECT UPDATE
Work at Los Azules continues to advance toward a final investment decision. The 2025-2026 field campaign was completed with more than 5,600 meters of drilling. Geotechnical results were better than expected and will improve the open pit design as mine planning advances. Condemnation drilling confirmed the suitability of the planned location for the North-East rock storage facility. Engineering for the final investment decision is ahead of plan. Engineering for the key process equipment packages (solvent extraction/electrowinning, sulfuric acid and crushing) has been awarded to Metso, the mining fleet tender is in final evaluation, and the selection of the EPCM contractor is expected by the fourth quarter of 2026.
At the peak of the past field season, the project employed more than 500 people, with nearly 90% hired from San Juan. Door-to-door household surveys in the communities near the project show trust and acceptance levels above 90%. McEwen Copper continues community programs, which have trained close to 2,000 Calingasta residents in technical skills, and a community partnerships program that finances productive, social and irrigation initiatives in the local communities.
This winter, the Project experienced one of the heaviest snow seasons in more than two decades. Returning to site and managing the meltwater will require additional focus, and McEwen Copper stands ready to support the response led by the Government of San Juan and local communities with heavy machinery and water management works. At the same time, the snowmelt is expected to refill hydroelectric reservoirs and recharge aquifers after years of drought, a welcome development for a region that has faced prolonged water scarcity. The Los Azules team has decades of experience working in the high Andes and managing snow events of this kind.
ABOUT MCEWEN
McEwen provides its shareholders with exposure to a growing base of gold and silver production in addition to a very large copper development project, all in the Americas. The gold and silver mines are in prolific mineral-rich regions of the world: the Cortez Trend in Nevada, USA, the Timmins district of Ontario and Flin Flon in Manitoba, Canada, and the Deseado Massif in Santa Cruz province, Argentina. McEwen is also reactivating its El Gallo gold and silver mine in Mexico.
The Company has a 46.3% interest in McEwen Copper, which owns the large, long-life, advanced-stage Los Azules copper development project in San Juan province, Argentina – a region that hosts some of the country’s largest copper deposits. Based on McEwen Copper’s last financing in October 2024, the implied value of McEwen’s ownership interest was US$456 million. Since then, the value of Los Azules has improved for three important reasons: 1) The copper price is 50% higher, 2) The Company has completed a Feasibility Study using a $4.35/lb copper price and 3) Los Azules received approval under Argentina’s Large Investment Regime (RIGI), which significantly improves the economics of the project. Los Azules is a shovel-ready project designed to be one of the world’s first regenerative copper mines and carbon neutral by 2038.
McEwen also owns a 1.25% NSR on Los Azules. Based on the 2025 Feasibility Study and using a recent copper spot price of $6.50/lb, McEwen’s royalty is projected to generate approximately $584 million from the initial case and $860 million from the potential Nuton extension, for a combined undiscounted pre-tax royalty cash flow of approximately $1.4 billion.
McEwen also recently purchased 27.3% of Paragon Advanced Labs Inc., a newly listed public company that is deploying PhotonAssay™ units around the world, a technology that the Company believes is poised to become the new industry standard for assaying precious and base metals, with Paragon aiming to be one of the leading service providers.
Chairman and Chief Owner Rob McEwen has invested over US$290 million personally and takes a salary of $1 per year, aligning his interests with shareholders. He is a recipient of the Order of Canada, a member of the Canadian Mining Hall of Fame and a winner of the EY Entrepreneur of the Year (Energy) award. His objective is to build MUX’s profitability and share value, as he did while building Goldcorp Inc.”
For further details, visit the McEwen website.
Qualified Persons
The McEwen Copper feasibility study technical report has an effective date of September 3, 2025.
The feasibility study and associated news disclosures were reviewed and verified by the following qualified persons who are independent consultants of McEwen Copper:
- Technical aspects of the news release related to Project Execution, Development information, and other information excluding mineral resource disclosure – James L. Sorensen – FAusIMM Reg. No. 221286 with Samuel Engineering.
- Technical aspects of the news release related to Metallurgical Summary and Process Information – Michael McGlynn – SME Registered Member No. 4149430 with Samuel Engineering.
- Disclosure related to the updated Los Azules mineral resource estimate – Jeff Sullivan – FAusIMM Reg. No. 201778 with CRM-SA, LLC.
- Disclosure related to the initial Los Azules mining, and mineral reserve estimate – Gordon Zurowski, P.Eng with AGP Mining Consultants.
- Technical aspects of the news release related to Financial Modeling – Steve Pozder – P.E. with Samuel Engineering.
About McEwen Copper
McEwen Copper Inc. is a copper development company whose principal asset is the Los Azules project in San Juan Province, Argentina – an advanced-stage project counted among the largest undeveloped copper resources globally. McEwen Copper is 46.3%-owned by McEwen.
Qualified Person
The McEwen press release appears to be reviewed and verified by a Qualified Person (as that term is defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects) and the procedures, methodology and key assumptions disclosed therein are those adopted and consistently applied in the mining industry, but no Qualified Person engaged by TNR has done sufficient work to analyze, interpret, classify or verify McEwen’s information to determine the current mineral resource or other information referred to in its press releases. Accordingly, the reader is cautioned in placing any reliance on the disclosures therein.
Kirill Klip, the Company’s Chief Executive Officer, stated, “We are pleased that McEwen Copper has reached this milestone following the release of the feasibility study and securing of an environmental permit for the construction and operation of Los Azules. The collaboration between McEwen Copper and International Finance Corporation (IFC), and admission to the Argentina Regime of Incentives for Investment (RIGI) could move the Los Azules copper project development closer to a construction decision.
Mining in Argentina is being recognized by the government as an integral part of its economic development plan, providing jobs and enriching local communities. The president of Argentina has introduced important government policies aimed at supporting business and unlocking the country’s economic potential.
TNR Gold shares along with others, an aim to decarbonize mobility, and mining industry leaders such as Rob McEwen, whose vision is ‘to build a mine for the future, based on regenerative principles that can achieve net zero carbon emissions by 2038’.
Together with Rio Tinto’s Venture Nuton®, McEwen Copper is exploring new technologies that save energy, water, time and capital, advancing Los Azules towards the goal of leading environmental performance. The involvement of Rio Tinto, with its innovative technology, may also accelerate realizing the potential of the Los Azules project.
The green energy rEVolution relies on the supply of critical metals like copper. Delivering ‘green copper’ to Argentina and the world will contribute to the clean energy transition and electrification of transportation and energy industries.
The feasibility study confirms Los Azules project as a long-life, low-cost producer of high-purity copper cathodes with strong economic returns and sustainability. It highlights the potential to create a robust leach project while reducing the environmental footprint, and greater environmental and social stewardship sets the project apart from other potential mine developments.
TNR Gold does not have to contribute any capital for the development of the Los Azules Project. The essence of our business model is to have industry leaders like McEwen as operators on the projects that will potentially generate royalty cashflows to contribute significant value for our shareholders.”
ABOUT TNR GOLD Corp.
TNR Gold Corp. is working to become the green energy metals royalty and gold company.
Our business model provides a unique entry point in the creation of supply chains for critical materials like energy metals that are powering the energy rEVolution, and the gold industry that is providing a hedge for this stage of the economic cycle.
Our portfolio provides a unique combination of assets with exposure to multiple aspects of the mining cycle: the power of blue-sky discovery and important partnerships with industry leaders as operators on the projects that will potentially generate royalty cashflows to contribute significant value for our shareholders.
Over the past thirty years, TNR, through its lead generator business model, has been successful in generating high-quality global exploration projects. With the Company’s expertise, resources and industry network, the potential of the Mariana Lithium Project and Los Azules Copper Project in Argentina, among many others, have been recognized.
TNR holds a 1.5% NSR royalty on the Mariana Lithium Project in Argentina, of which 0.15% of such NSR royalty is held on behalf of a shareholder of the Company. Ganfeng Lithium’s subsidiary, Litio Minera Argentina (“LMA”), has the right to repurchase 1.0% of the NSR royalty on the Mariana Project, of which 0.9% is the Company’s NSR royalty interest. The Company would receive CAN$900,000, and its shareholder would receive CAN$100,000 on the repurchase by LMA, resulting in TNR holding a 0.45% NSR royalty and its shareholder holding a 0.05% NSR royalty.
The Mariana Lithium Project is 100% owned by Ganfeng Lithium. The Mariana Lithium Project has been approved by the Argentina provincial government of Salta for an environmental impact report. Ganfeng Lithium officially inaugurated Mariana Lithium’s start of production at a 20,000 tons-per-annum lithium chloride plant on February 12, 2025.
TNR Gold also holds a 0.4% NSR royalty on the Los Azules Copper Project, of which 0.04% of the 0.4% NSR royalty is held on behalf of a shareholder of the Company. The Los Azules Copper Project is being developed by McEwen Inc.
TNR also holds a 7% NPR on the Batidero I and II properties of the Josemaria Project that is being developed by a joint venture between Lundin Mining and BHP.
TNR provides significant exposure to gold through its 90% holding in the Shotgun Gold porphyry project in Alaska. The project is located in Southwestern Alaska near the Donlin Gold project, which is being developed by Novagold Resources. The Company’s strategy with the Shotgun Gold Project is to attract a joint venture partnership with a major gold mining company. The Company is actively introducing the project to interested parties.
At its core, TNR provides a wide scope of exposure to gold, copper, silver and lithium through its holdings in Alaska (the Shotgun Gold porphyry project) and royalty holdings in Argentina (the Mariana Lithium project, the Los Azules Copper Project and the Batidero I & II properties of the Josemaria Project), and is committed to the continued generation of in-demand projects, while diversifying its markets and building shareholder value.
On behalf of the Board of Directors,
Kirill Klip
Executive Chairman
www.tnrgoldcorp.com
For further information concerning this news release please contact Kirill Klip +1 604-229-8129
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward-Looking Information
Except for statements of historical fact, this news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “will”, “could” and other similar words, or statements that certain events or conditions “may” or “could” occur, although not all forward-looking statements contain these identifying words. Specifically, forward-looking statements in this news release include, but are not limited to, statements made in relation to: TNR’s future receipt of cash flows from its royalty holdings and the subsequent contribution of significant value to its shareholders; the possible growth of TNR’s value; and TNR’s strategy and business objectives; TNR’s corporate objectives and future potential transactions being considered by the Special Committee and the Board, and the benefit that TNR’s shareholders may derive from same; the possible growth of TNR’s value; future revenue and increased valuations of TNR’s royalty holdings caused by potential strategic alliances with major mining companies and investment institutions; the potential production from the Mariana Lithium Project; future investment of substantial capital in the development of the Shotgun Gold Project by a potential partner of TNR; the possible benefits that may accrue to the Los Azules copper project; the potential acceleration of the Los Azules project’s potential due to Rio Tinto’s involvement in the project or timing of a construction decision; and the potential benefits caused by delivering ‘green copper’ to Argentina and the world. Such forward-looking information is based on a number of assumptions and subject to a variety of risks and uncertainties, including but not limited to those discussed in the sections entitled “Risks” and “Forward-Looking Statements” in the Company’s interim and annual Management’s Discussion and Analysis which are available under the Company’s SEDAR+ profile on www.sedarplus.ca. While management believes that the assumptions made and reflected in this news release are reasonable, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information. In particular, there can be no assurance that: TNR will receive royalty payments from its royalty interests, enter into one or more strategic transactions, partnership or a spin-out, or be able to complete any further royalty acquisitions or sales of royalty interests, or portions thereof; debt or equity financings will be available to TNR; or that TNR will be able to achieve any of its corporate objectives. TNR relies on the confirmation of its ownership for mining claims from the appropriate government agencies when paying rental payments for such mining claims requested by these agencies. There could be a risk in the future of the changing internal policies of such government agencies or risk related to the third parties, in future, challenging the ownership of such mining claims. Given these uncertainties, readers are cautioned that forward-looking statements included herein are not guarantees of future performance, and such forward-looking statements should not be unduly relied on.
In formulating the forward-looking statements contained herein, management has assumed that business and economic conditions affecting TNR, and its royalty partners, McEwen Inc., Ganfeng Lithium, Lundin Mining and BHP will continue substantially in the ordinary course, including without limitation with respect to general industry conditions, general levels of economic activity and regulations. These assumptions, although considered reasonable by management at the time of preparation, may prove to be incorrect.
Forward-looking information herein and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this cautionary statement. Except as required by law, the Company assumes no obligation to update forward-looking information should circumstances or management’s estimates or opinions change."
