HAW Capital 2 Corp. — Proxy Solicitation & Information Statement 2025

Nov 4, 2025

HAW CAPITAL 2 CORP.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING
OF SHAREHOLDERS TO BE HELD ON NOVEMBER 25, 2025

NOTICE IS HEREBY GIVEN that an annual general and special meeting (the "Meeting") of the holders (the "Shareholders") of common shares ("Common Shares") in the capital of HAW Capital 2 Corp. (the "Company") will be held on November 25, 2025, at 10:00 a.m. (Calgary time) at the registered office of the Company located at 4500, 855 - 2nd Street S.W. Calgary, Alberta, T2P 4K7, Canada.

The Meeting will be held for the following purposes:

1. to receive the annual audited financial statements of the Company for the fiscal year ended December 31, 2024, together with the report of the auditors thereon;
2. to elect each of Scott McGregor, Marshall Mewha, Robert McCue and John Campbell (the "Incumbent Slate") to the board of directors of the Company (the "Board"), as specified in the accompanying management information circular dated October 22, 2025 (the "Circular");
3. to elect each of Joel Primus, Andrew Kaplan, Michael Gheyle and Scott McGregor as described in the Circular to the Board to replace the Incumbent Slate, conditional and effective upon the completion of the Company's proposed qualifying transaction (the "Qualifying Transaction") with NAKED Revival Inc. ("NAKED"), as more particularly described in the Circular;
4. to appoint KPMG LLP (the "Incumbent Auditor"), as the auditors of the Company for the ensuing year and to authorize the Board to fix their remuneration;
5. to appoint DMCL Chartered Professional Accountants, of Vancouver, British Columbia to replace the Incumbent Auditor, conditional and effective upon the completion of the Qualifying Transaction, and to authorize the Board to fix their remuneration as more particularly described in the Circular;
6. to consider and, if deemed appropriate, to pass, with or without variation, a special resolution approving the continuance of the Company (the "Continuance") from the Province of Alberta to the Province of British Columbia whereafter the Company will be subject to the Business Corporations Act (British Columbia), and, upon Continuance, the adoption by the Company of new notice of articles and new articles (collectively, the "New Articles"), attached as Appendix "B" to the Circular, conditional and effective upon the completion of the Qualifying Transaction, as more particularly described in the Circular;
7. to consider and, if deemed appropriate, to pass, with or without variation, a special resolution approving an amendment to the articles of the Company to change its name from "HAW Capital 2 Corp." to "NAKED Revival Inc." or such other similar name as may be determined by the Board, as directed by NAKED, subject to regulatory approval, with effect immediately prior to the Continuance, conditional and effective upon the completion of the Qualifying Transaction, as more particularly described in the Circular;
8. to consider and, if deemed appropriate, to pass, with or without variation, an ordinary resolution ratifying the Company's 10% rolling stock option plan (the "Existing Plan"), as more particularly described in the Circular;
9. to consider and, if deemed appropriate, to pass, with or without variation, an ordinary resolution of disinterested shareholders approving the Company's new rolling 10% omnibus incentive plan to take effect and replace the Existing Plan, conditional and effective upon the completion of the Qualifying Transaction, as more particularly described in the Circular; and
10. to transact such other business as may properly be brought before the Meeting or any adjournment(s) thereof.

Shareholders should refer to the Circular for more information with respect to the matters to be considered at the Meeting.

Only Shareholders at the close of business on October 21, 2025 (the "Record Date") are entitled to notice of and to vote at the Meeting or any adjournments or postponements thereof.

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Shareholders may vote in person at the Meeting or any adjournments or postponements thereof, or they may appoint another person (who needs not be a Shareholder) as their proxy to attend and vote in their place.

If you are a registered Shareholder of the Company and unable to attend the Meeting in person, please complete, date and sign the accompanying form of proxy and deposit it with the Company's transfer agent, Odyssey Trust Company, Trader's Bank Building 1100, 67 Younge Street, ON M5E 1J8 no later than 10:00 a.m. (Calgary time) on November 21, 2025, or if the Meeting is adjourned or postponed, by 10:00 a.m. (Calgary time) at least 48 hours (excluding Saturdays, Sundays and statutory holidays in the Province of Alberta) prior to the date on which the Meeting is reconvened.

If you are a beneficial Shareholder of the Company and received this Notice of Meeting and the accompanying materials through an intermediary (an "Intermediary") that the non-registered Shareholder deals with in respect of their shares (Intermediaries include, among others, banks, trust companies, securities dealers, or brokers and trustees or administrators of self-administered RRSP, RRIFs, RESPs and similar plans), please complete and return the materials in accordance with the instructions provided to you by your Intermediary.

Calgary, Alberta
October 22, 2025

BY ORDER OF THE BOARD OF DIRECTORS

(signed) "Scott McGregor"
Scott McGregor
Chief Executive Officer and Director

PLEASE VOTE. YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, PLEASE COMPLETE, SIGN AND DATE THE ENCLOSED FORM OF PROXY AND PROMPTLY RETURN IT IN THE ENVELOPE PROVIDED IN ACCORDANCE WITH THE PROXY INSTRUCTIONS.