Blue Sky Uranium Corp. — Proxy Solicitation & Information Statement 2025

Jan 8, 2025

Blue Sky Uranium Corp.

Suite 411, 837 West Hastings Street
Vancouver, British Columbia V6C 3N6

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that a special meeting (the "Meeting") of the shareholders ("Shareholders") of Blue Sky Uranium Corp. ("Blue Sky" or the "Company") will be held at 1133 Melville Street, Suite 3500, Vancouver, British Columbia, on Thursday, February 6, 2025 at 10:00 a.m. (Vancouver time).

The Company and its wholly owned subsidiaries, Minera Cielo Azul S.A ("MCA") and Ivana Minerals S.A. ("IMSA" and together with the Company and MCA, the "BSK Entities"), entered into an earn-in agreement dated November 29, 2024 (the "Earn-In Agreement") with Abatare Spain, S.L.U. ("COAM") and A.C.I. Capital S.à r.l. (the "Guarantee Provider," together with COAM, the "COAM Entities") pursuant to which the BSK Entities have agreed to grant to COAM the sole and exclusive right (the "Earn-In Right") to acquire up to an 80% indirect interest in the Ivana Uranium-Vanadium Deposit located in the Province of Rio Negro, Argentina (the "Ivana Property"), to be effected by way of an 80% equity interest in IMSA, subject to the terms and conditions set forth in the Earn-In Agreement (the "Transaction"). The Transaction will include the potential sale of substantially all of the Company's assets.

The Earn-In Right is comprised of (i) the right to acquire a 49.9% indirect interest in the Ivana Property by COAM funding cumulative expenditures of US$35 million and (ii) upon completion of an NI 43-101 feasibility study, the right to acquire up to an 80% indirect interest in the Ivana Property by COAM funding the costs and expenditures to develop and construct the project to commercial production, all as more particularly described in the accompanying management information circular (the "Circular").

At the Meeting, Shareholders will:

1. consider and, if deemed advisable, pass a special resolution (the "Transaction Resolution") to approve the Transaction, being the potential sale of substantially all of the Company's assets, as more particularly set out in the Circular; and
2. to transact such further and other business as may properly be brought before the Meeting or any adjournment or postponement thereof.

The board of directors of the Company unanimously recommends that Shareholders vote FOR the Transaction Resolution.

In order to become effective, the Transaction Resolution must be approved by at least two-thirds (66⅔%) of the votes cast on such resolution by the Shareholders present in person or represented by proxy and entitled to vote at the Meeting. Accompanying this Notice is the Circular in respect of the Meeting, which includes detailed information regarding the Transaction and about how to participate at the Meeting, including a form of proxy.

Shareholders as of the close of business on the record date of December 20, 2024, are entitled to vote at the Meeting either by attending in person or by proxy.

If you are a Registered Shareholder of the Company and unable to attend the Meeting, or any adjournment thereof in person, please complete, date and sign the accompanying form of proxy and deposit it with the Company's transfer agent, Computershare Investor Services Inc., at their offices located on the 8th Floor, 100 University Avenue, Toronto ON M5J 2Y1, or by toll-free fax (North America fax 1-866-249-7775; International fax +1-416-263-9524) by 10:00 a.m. (Vancouver time) not later than

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February 4, 2025, or at least 48 hours (excluding Saturdays, Sundays and holidays recognized in the Province of British Columbia) before the time and date of the Meeting or any adjournment or postponement thereof. The deadline for the deposit of proxies may be extended or waived by the chair of the Meeting at his discretion without notice.

If you are a Non-Registered Shareholder of the Company and received this Notice of Special Meeting and accompanying materials through a broker, a financial institution, a participant, a trustee or administrator of a self-administered retirement savings plan, retirement income fund, education savings plan or other similar self-administered savings or investment plan registered under the Income Tax Act (Canada), or a nominee of any of the foregoing that holds your security on your behalf (the "Intermediary"), please complete and return the materials in accordance with the instructions provided to you by your Intermediary.

Registered Shareholders of the Company have the right to dissent with respect to the Transaction Resolution, as more particularly described in the accompanying Circular. Those Registered Shareholders who validly exercise dissent rights will be entitled to be paid fair value of their shares. In order to validly exercise dissent rights, Registered Shareholders must strictly comply with the dissent procedures as set out in Sections 237 to 247 of the Business Corporations Act (British Columbia), a copy of which is set out in the accompanying Circular as Schedule "A".

DATED this 20th day of December, 2024.

BLUE SKY URANIUM CORP.

Sincerely,

"Nikolaos Cacos"

Nikolaos Cacos

President, Chief Executive Officer and Director