International Metals Mining Corp. — Proxy Solicitation & Information Statement 2026

Jan 22, 2026

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting (the “Meeting”) of the holders (“Shareholders”) of Common shares (“Common Shares”) of International Metals Mining Corp. (the “Company”) will be held at the offices of Computershare Trust Company of Canada, 510 Burrard St, 2nd Floor, Vancouver, BC V6C 3B9 on Wednesday, February 25, 2026 at 10:00 a.m. (PST) and any adjournment(s) or postponement(s) thereof for the following purposes:

(1) to receive the audited consolidated financial statements of the Company for the fiscal years ended March 31, 2025 and March 31, 2024, together with the auditor’s reports thereon;

(2) to set the number of directors of the Company for the ensuing year at three (3) persons;

(3) to elect directors of the Company for the ensuing year;

(4) to appoint WDM Chartered Professional Accountants, as the auditors of the Company for the ensuing year and to authorize the directors of the Company to fix the auditor’s remuneration; and

(5) to transact such further or other business as may properly come before the Meeting and any adjournment or postponement thereof.

Additional information concerning the matters proposed to be put before the Meeting is set forth in the Information Circular, which accompanies and forms part of this Notice of Meeting. If you are a registered Shareholder (“Registered Shareholder”), a form of proxy (“Instrument of Proxy”) is enclosed, and if you are a non-registered Shareholder (“Beneficial Shareholder”), a voting instruction form (“VIF”) is also enclosed.

Registered Shareholders

A Registered Shareholder may attend the Meeting in person or may be represented at the Meeting by a proxyholder. Registered Shareholders who are unable to attend the Meeting in person are requested to date and sign the enclosed Instrument of Proxy and mail or deposit it with Computershare Trust Company of Canada (“Computershare”), our registrar and transfer agent. To be valid, the Instrument of Proxy must be dated, completed, signed and deposited with Computershare by: (i) mail to 320 Bay Street, 14th Floor, Toronto, Ontario, M5H 4A6 Attention: Proxy Department; (ii) phone at 1-866-732-8683 (Toll-Free Canada & U.S.) or 1-312-588-4290 (Toll-Free International), entering the 15-digit control number found on your Instrument of Proxy; or (iii) online at www.investorvote.com, entering the 15-digit control number found on your Instrument of Proxy, or as otherwise indicated in the instructions contained in the Instrument of Proxy. In order to be valid and acted upon at the Meeting, Instruments of Proxy must be received not less than 48 hours (excluding Saturdays, Sundays, and holidays) before the time set for the holding of the Meeting or any adjournment thereof. Registered Shareholders are cautioned that using mail to transmit Instruments of Proxy is at their own risk.

Non-Registered Shareholders

Beneficial Shareholders are those who beneficially own Common Shares that are registered in the name of a broker, another intermediary or an agent of that broker or intermediary, rather than their own name. Without specific instructions, intermediaries are prohibited from voting Common Shares for their clients. For Beneficial Shareholders, it is vital to return the VIF provided to such Beneficial Shareholder according to the instructions, sufficiently in advance of the deadline specified by the broker, intermediary or its agent, to ensure that they are able to provide voting instructions on such Beneficial Shareholder’s behalf.

Page | i

---

Page | ii

Record Date

The board of directors of the Company (the “Board”) has fixed the record date for the Meeting at the close of business on January 9, 2026 (the “Record Date”). Shareholders of record as at the Record Date are entitled to receive notice of the Meeting and to vote those Common Shares included in the list of Shareholders entitled to vote at the Meeting prepared as at the Record Date.

Notice-and-Access

The Company has elected to deliver the Information Circular, management’s discussion and analysis, consolidated financial statements of the Company and the auditor’s report for the year ended March 31, 2025, and other related materials of the Meeting (together, the “Meeting Materials”) using the Notice-and-Access provisions outlined in Section 9.1.1 of National Instrument 51-102 – Continuous Disclosure Obligations for delivery to Registered Shareholders, and Section 2.7.1 of National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer for delivery to Beneficial Shareholders (together, the “Notice-and-Access Provisions”).

The Notice-and-Access Provisions allow the Company to deliver Meeting Materials to Shareholders by posting them on SEDAR+ and one non-SEDAR+ website rather than by printing and mailing the documents. The Company adopted this alternative means of delivery to reduce the cost and environmental impact of producing and distributing paper copies of documents in very large quantities while providing Shareholders with faster access to information about the Company.

Pursuant to the Notice-and-Access Provisions, the Company will send a notice to all Shareholders confirming internet availability, indicating that the Meeting Materials have been posted on SEDAR+ and the Company’s website, together with an Instrument of Proxy or VIF and explaining how a Shareholder can access the Meeting Materials or obtain paper copies thereof. We remind you to access and review the Meeting Materials before voting.

Shareholders can access the Meeting Materials online at www.internationalmetalscorp.com or on the Company’s SEDAR+ profile at www.sedarplus.ca.
If you have questions on voting, please contact Computershare at 1-800-564-6253 (Toll-Free North America) or 1-514-982-7555 (Toll-Free International).

DATED at Vancouver, British Columbia, this 9th day of January, 2026.

BY ORDER OF THE BOARD

“Brian Thurston”

Brian Thurston Chief Executive Officer

---

INTERNATIONAL METALS MINING CORP.
NOTICE AND ACCESS NOTIFICATION
ANNUAL GENERAL MEETING OF SHAREHOLDERS

This Notice and Access Notification is furnished in connection with the solicitation by management of International Metals Minig Corp. (the “Corporation”) of proxies for the annual general meeting (the “Meeting”) of the holders (the “Shareholders”) of the common shares (“Common Shares”) of the Corporation to be held on Wednesday, February 25, 2026 at 10:00 a.m. (PST) at 510 Burrard St, 2nd Floor, Vancouver, BC V6C 3B9, or at any adjournment(s) or postponement(s) thereof.

The Corporation has chosen to use the Notice and Access system for delivery of Meeting Materials (as defined below) to Shareholders for the Meeting. Under Notice and Access, each Shareholder still receives an instrument of proxy or voting instruction form enabling them to vote at the Meeting. However, instead of receiving a paper copy of the management information circular, notice of meeting, annual financial statements and related management discussion and analysis for the Meeting (the “Meeting Materials”), each Shareholder receives a notice: (a) stating the date, time and location of the Meeting; (b) identifying the matters to be acted upon at the Meeting; and (c) explaining how to access such Meeting Materials online. This is more environmentally friendly as it reduces paper use and the cost to Shareholders of printing and mailing the Meeting Materials.

MEETING DATE AND LOCATION:
Date: February 25, 2026
Time: 10:00 a.m. (PST)
Place: 510 Burrard St, 2nd Floor, Vancouver, BC V6C 3B9

MATTERS TO BE ACTED UPON:
At the Meeting, Shareholders will be asked to:

1. Financial Statements
   Receive and consider the audited financial statements of the Corporation for the years ended March 31, 2025, and March 31, 2024, together with the auditor’s reports thereon. See the section entitled “Particulars of Matters to be Acted Upon – Financial Statements” in the Information Circular.

2. Fixing the Number of Directors
   Fix the number of directors to be elected at the Meeting at three (3) members. See the section entitled “Particulars of Matters to be Acted Upon - Set the Number of Directors” in the Information Circular.

3. Election of Directors
   Elect the directors of the Corporation for the ensuing year. See the section entitled “Particulars of Matters to be Acted Upon – Election of Directors” in the Information Circular.

4. Appointment of Auditors
   Appoint WDM Chartered Professional Accountants, as auditors of the Corporation for the ensuing year and authorize the directors to fix their remuneration as such. See the section entitled “Particulars of Matters to be Acted Upon – Appointment of Auditors” in the Information Circular.

SHAREHOLDERS ARE REMINDED TO REVIEW THE INFORMATION CIRCULAR PRIOR TO VOTING.

---

ACCESSING THE MEETING MATERIALS ONLINE

Shareholders can access the Meeting Materials on the Corporation’s SEDAR+ profile at www.sedarplus.ca, or under the Corporation’s website at www.internationalmetalscorp.com

The Financial Statement Request Card will be mailed to Shareholders together with the instrument of proxy (“Proxy”) or voting instruction form (“VIF”), as applicable, and this Notification to use to vote at the Meeting.

HOW TO OBTAIN PAPER COPIES OF THE MEETING MATERIALS

Shareholders may request paper copies of the Information Circular and other meeting materials, including the audited consolidated financial statements of the Corporation for the year ended March 31, 2025 and March 31, 2024 and the auditor’s reports thereon, related management’s discussion and analysis, and other related materials of the Meeting (“Meeting Materials”), by first class mail, courier or the equivalent at no cost to the Shareholder. Requests may be made up to one (1) year from the date the Meeting Materials were filed on SEDAR+.

For Shareholders who wish to receive paper copies of the Meeting Materials in advance of the voting deadline, requests must be received no later than February 20, 2026. The Meeting Materials will be sent to such Shareholders within three (3) business days of their request if such requests are made before the Meeting. Following the Meeting, the Meeting Materials will be sent to such Shareholders within ten (10) days of their request.

You may request a paper copy of the documents before the Meeting via Computershare by calling 1-866-962-0498 (toll-free within Canada and the U.S.) or 514-982-8716 (International) and entering your control number.

To obtain a paper copy of the documents after the Meeting, please contact Brian Thurston, CEO at brian.thurston.geo@gmail.com.

VOTING

You cannot vote by returning this Notification. To vote your Common Shares, you must vote using the method set out in the enclosed Proxy or VIF.

Registered Holders

Registered Shareholders are asked to return their Proxy using the following methods:

ONLINE: Go to www.investorvote.com and follow the instructions
PHONE: 1-866-732-8683
MAIL: Complete the Proxy, sign it, and mail it to:
Computershare Investor Services Inc.
320 Bay Street, 14th Floor
Toronto, Ontario M5H 4A6

You must submit your Proxy not later than 10:00 a.m. (PST) on February 23, 2026, or not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time for the holding of the Meeting or any adjournment(s) or postponement(s) thereof.

Beneficial Holders

Beneficial Shareholders are asked to return their VIF using the following methods at least one (1) business day in advance of the proxy deposit date noted on your VIF:

INTERNET: Go to www.investorvote.com and follow the instructions
MAIL: Complete the voting instruction form, sign it and mail it in the envelope provided

Shareholders with questions about notice and access can call 1-800-564-6253 (Toll-Free North America) or 1-514-982-7555 (Toll-Free International).