American Atomics Incorporated — Proxy Solicitation & Information Statement 2025

Jul 22, 2025

FORUM ENERGY METALS CORP.
(“Forum”)
Suite 615, 800 West Pender Street
Vancouver, BC V6C 2V6

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that a special meeting (the “Meeting”) of the holders (the “Forum Shareholders”) of common shares of Forum (“Forum Shares”) will be held at Suite 1500, 1055 West Georgia Street, Vancouver, British Columbia V6E 4N7 on August 19, 2025, at 10:00 a.m. (Vancouver Time) for the following purpose:

1. to consider, pursuant to an interim order of the Supreme Court of British Columbia (the “Court”) dated July 18, 2025 (the “Interim Order”) and, if thought advisable, to pass, with or without amendment, a special resolution (the “Arrangement Resolution”) approving, among other things, an arrangement (the “Arrangement”) under Section 288 of the Business Corporations Act (British Columbia) (the “BCBCA”), involving Forum and Baselode Energy Corp. (“Baselode”) pursuant to the terms and conditions of an Arrangement Agreement, dated June 23, 2025, between Forum and Baselode (the “Arrangement Agreement”), the full text of which is set forth in Appendix A to the accompanying management information circular for the Meeting (the “Circular”); and

2. to transact such further or other business as may properly come before the Meeting or any adjournment or postponement thereof.

The Circular provides additional information relating to the matters to be addressed at the Meeting or any adjournment or postponement thereof.

The full text of the Plan of Arrangement effecting the Arrangement is attached to the Circular as Appendix B. A copy of the Arrangement Agreement has been filed under Forum’s profile on SEDAR+ at www.sedarplus.ca.

This notice is accompanied by the Circular, a letter of transmittal and either a form of proxy for a Registered Forum Shareholder or a voting instruction form for a Beneficial Forum Shareholder.

Forum’s board of directors (the “Forum Board”), after receiving the unanimous recommendation of the special committee of the Board (the “Special Committee”) created to consider matters relating to the Arrangement, unanimously (with a conflicted director abstaining) recommends that the Forum Shareholders vote FOR the Arrangement Resolution. It is a condition to the completion of the Arrangement that the Arrangement Resolution is adopted at the Meeting.

The Forum Board has fixed July 8, 2025 as the record date (the “Record Date”) for determining Forum Shareholders who are entitled to receive notice of and vote at the Meeting. Forum Shareholders of record at the close of business on the Record Date are entitled to receive notice of the Meeting and to vote thereat or at any adjournment or postponement thereof on the basis of one vote for each Forum Share held. To be adopted, the Arrangement Resolution must be approved by (i) not less than two-thirds (66⅔%) of the votes cast at the Meeting in person or by proxy by Forum Shareholders, and (ii) not less than a simple majority of the votes cast on such resolution by Forum Shareholders at the Meeting, excluding Forum Shares held or controlled by “interested parties” under Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions.

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If you are a Registered Forum Shareholder and are unable to be present in person at the Meeting, we encourage you to vote by completing the enclosed form of proxy. To be valid, the proxy must be dated and executed by the Shareholder or an attorney authorized in writing, with proof of such authorization attached (where an attorney executed the proxy). The proxy must then be delivered to Forum’s registrar and transfer agent, by mail or personal delivery to Computershare Investor Services Inc. (“Computershare”), 320 Bay Street, 14th Floor, Toronto, ON M5H 4A6, Attention: Proxy Department, or by fax to the attention of the Proxy Department 1-866-732-VOTE (8683) Toll Free or by internet by going to www.investorvote.com and following the online voting instructions given to you, at least 48 hours, excluding Saturdays, Sundays and holidays, before the time of the Meeting or any adjournment thereof. Proxies received after that time may be accepted by the Chair of the Meeting in the Chair’s discretion, but the Chair is under no obligation to accept late proxies.

If you are not registered as the holder of your Forum Shares but hold your Forum Shares through a broker or other intermediary, you should follow the instructions provided by your broker or other intermediary in order to vote your Forum Shares. See the section in the Circular entitled “General Proxy Information – Voting by Non-Registered Forum Shareholders (“Beneficial Forum Shareholders”)” for further information on how to vote your Forum Shares.

Registered Forum Shareholders have the right to dissent with respect to the Arrangement Resolution and, if the Arrangement becomes effective, to be paid the fair value of their Forum Shares, subject to strict compliance with Sections 237 to 247 of the BCBCA, as modified by the plan of arrangement, the Interim Order and the final order of the Court. The right to dissent is described in the section in the Circular entitled “Dissent Rights” and the text of the Interim Order is set forth in Appendix C to the Circular. Failure to comply strictly with the requirements set forth in Sections 237 to 247 of the BCBCA, as modified, may result in the loss of any right of dissent.

If you have any questions about obtaining the consideration to which you are entitled for your Forum Shares under the Arrangement, including with respect to completing the applicable letter of transmittal, please contact Odyssey Trust Company, who will act as depositary under the Arrangement, at 1-888-290-1175 (for Forum Shareholders in Canada and in the United States) or 1-587-885-0960 (for Forum Shareholders outside Canada and the United States).

DATED at Vancouver, British Columbia this 18th day of July, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

Rebecca Hunter
Chief Executive Officer Forum Energy Metals Corp.