Tactical Resources Corp. — Proxy Solicitation & Information Statement 2025

Nov 18, 2025

TACTICAL RESOURCES

TACTICAL RESOURCES CORP.

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that an annual general and special meeting (the “Meeting”) of the holders (the “Tactical Shareholders”) of common shares in the capital of Tactical Resources Corp. (“Tactical” or the “Company”) will be held at the offices of McMillan LLP located at Royal Centre, Suite 1500, 1055 W Georgia St., Vancouver, BC V6E 4N7, on December 16, 2025 commencing at 10:00 a.m. (Vancouver time) for the following purposes:

1. to receive and consider the audited consolidated annual financial statements of Tactical, as at and for the year ended July 31, 2025, together with the report of the auditor thereon;
2. to set the number of directors of Tactical at five (5);
3. to elect the directors of Tactical for the ensuing year;
4. to appoint Manning Elliott LLP as the auditors of Tactical, to hold office until the next annual general meeting of Tactical Shareholders and to authorize the directors of Tactical to fix the remuneration to be paid to the auditors;
5. to consider, and if deemed advisable, to pass, with or without variation, an ordinary resolution of disinterested shareholders (the “Debt Settlement Resolution”) approving the issuance of an aggregate of 4,600,738 common shares in the capital of the Company (“Tactical Shares”) (on a pre-Consolidation basis) at a deemed price of C$0.46 per Tactical Share in settlement of indebtedness in the aggregate amount of C$2,116,337 owed by Tactical to certain consultants of the Company (the “Debt Settlement”), as more particularly described in the accompanying Management Information Circular (the “Circular”);
6. to pass, with or without variation, a special resolution to approve the consolidation of the Company’s issued and unissued common shares on the basis (the “Consolidation Ratio”) of up to twenty five (25) pre-consolidation common shares for one (1) post-consolidation common share, or such lesser Consolidation Ratio as the Tactical Board may in its absolute discretion deem advisable (the “Consolidation”), as more particularly described in the accompanying Information Circular;
7. to consider pursuant to an interim order of the Supreme Court of British Columbia dated November 17, 2025, (the “Interim Order”) and, if thought advisable, to pass, with or without variation, a special resolution (the “Arrangement Resolution”), the full text of which is set forth in Appendix B to the Circular, to approve a proposed arrangement (the “Arrangement”) under Division 5 of Part 9 of the Business Corporations Act (British Columbia) (“BCBCA”) involving Tactical, Plum Acquisition Corp. III, a Cayman Islands exempted company and special purpose acquisition company whose Plum Class A Shares, Plum Public Units and Plum Public Warrants are posted for trading on the OTCID Basic Market (“Plum”), Plum III Amalco Corp., a corporation formed under the laws of the Province of British Columbia and a direct, wholly-owned subsidiary of Plum (“Amalco”), and Plum III Merger Corp., a corporation formed under the laws of the Province of British Columbia for the purposes of the transaction (“PubCo”, and collectively with Tactical, Plum, and Amalco, the “Parties”) pursuant to which the Parties intend to carry out a business combination transaction (the “Business Combination”) pursuant to which Plum will redomicile in the Province of British Columbia and amalgamate with PubCo (the “SPAC Amalgamation”) to form one corporate entity (“New PubCo”). Immediately following the SPAC Amalgamation, Amalco will amalgamate with Tactical (the “Company Amalgamation”) to form one corporate entity, such that, following the Company Amalgamation, Tactical will continue as a wholly-owned subsidiary of New PubCo, which will be renamed “Tactical Resources Corp.” or such other name as may be agreed to between the Parties; and

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1. to transact such further or other business as may properly come before the Meeting or any adjournments or postponements thereof.

The Circular provides additional information relating to the matters to be addressed at the Meeting, including the Arrangement, the Business Combination (as defined in the Circular), the Debt Settlement, and the Tactical General Matters (as defined in the Circular), and is deemed to form part of this Notice of Meeting.

The record date for the determination of Tactical Shareholders entitled to receive notice of and have their votes counted at the Meeting is October 17, 2025 (the "Record Date"). Only Tactical Shareholders whose names have been entered in the register of Tactical Shareholders as of the close of business on the Record Date will be entitled to receive notice of and to vote at the Meeting.

Tactical Shareholders are entitled to vote at the Meeting either in person or by proxy. Registered Tactical Shareholders who are unable to attend the Meeting in person are encouraged to read, complete, sign, date, and return the enclosed form of proxy in accordance with the instructions set out in the proxy and in the Circular. In order to be valid for use at the Meeting, proxies must be received by Odyssey Trust Company, at its offices at 350-409 Granville Street, Vancouver, British Columbia, Canada, V6C 1T2 at least 48 hours (excluding Saturdays, Sundays and holidays) prior to the time of the Meeting or any adjournment or postponement thereof. The time limit for the deposit of proxies may be waived or extended by the chair of the Meeting at his or her discretion without notice.

If you are a non-registered Tactical Shareholder, please refer to the section in the Circular entitled "General Proxy Information – Voting Options– Voting for Non-Registered Holders" for information on how to vote your Tactical Shares. If you are a non-registered Tactical Shareholder and you do not complete and return the materials in accordance with such instructions, you may lose the right to vote at the Meeting.

Registered Tactical Shareholders have the right to dissent with respect to the Arrangement Resolution in accordance with the provisions of Division 2 of Part 8 of the BCBCA and the Interim Order. A Tactical Shareholder's right to dissent is more particularly described in the Circular and the text of Division 2 of Part 8 of the BCBCA is set forth in Appendix C to the Circular. Please refer to the Circular under the heading "Dissent Rights of Tactical Shareholders" for a description of the rights to dissent in respect of the Arrangement.

Failure to strictly comply with the requirements set forth in Division 2 of Part 8 of the BCBCA and the Interim Order with respect to the Arrangement Resolution, may result in the loss of any right to dissent. Persons who are beneficial owners of Tactical Shares registered in the name of a broker, custodian, nominee or other intermediary who wish to dissent should be aware that only the registered holders of Tactical Shares are entitled to dissent. Accordingly, a beneficial owner of Tactical Shares desiring to exercise the right to dissent must make arrangements for the Tactical Shares beneficially owned by such holder to be registered in such holder's name prior to the time the written objection to the Arrangement Resolution is required to be received by Tactical or, alternatively, make arrangements for the registered holder of such Tactical Shares to dissent on behalf of the holder.

DATED at Vancouver, British Columbia, this 17th day of November, 2025.

BY ORDER OF THE BOARD OF DIRECTORS OF TACTICAL RESOURCES CORP.

"Ranjeet Sundher"

Ranjeet Sundher
Chief Executive Officer