Titanium Transportation Group Inc. — M&A Activity 2026

Apr 1, 2026

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Titanium Transportation Group Inc. ("Titanium" or the "Company")
32 Simpson Road Bolton, ON L7E 1G9

Item 2 Date of Material Change

March 31, 2026

Item 3 News Release

A news release with respect to the material change summarized in this material change report was issued by Titanium on March 31, 2026 and disseminated through the facilities of Globe Newswire and subsequently filed on SEDAR+ at www.sedarplus.ca.

Item 4 Summary of Material Change

On March 31, 2026, the Company completed the previously announced arrangement with TTNM Management Acquisition Limited (the "Purchaser") and Trunkeast Investments Canada Limited (the "Parent"), pursuant to which the Purchaser acquired all of the outstanding common shares of the Company (the "Common Shares"), other than the Rollover Shares (as defined below) for C$2.22 per Common Share in cash pursuant to a court-approved plan of arrangement (the "Arrangement") under the provisions of the Canada Business Corporations Act.

Item 5.1 Full Description of Material Change

On March 31, 2026, the Company, the Purchaser and the Parent completed the Arrangement, pursuant to the arrangement agreement dated January 14, 2026 among the Company, the Purchaser and the Parent and the plan of arrangement incorporated therein.

Pursuant to the terms of the Arrangement, the Purchaser acquired all of the outstanding Shares other than the Rollover Shares for cash consideration of C$2.22 per Common Share with the exception of Shares owned by Ted Daniel (President, Chief Executive Officer and a Director of the Company), Luciano Galasso (Chair of the Company) and family members of Luciano Galasso, Alex Fu (Chief Financial Officer of the Company), the Parent and its affiliated entities, along with Vic De Zen, family members of Vic De Zen, and certain key employees of the Company who agreed to roll over all or part of their Common Shares (collectively, the "Rollover Shares"). The Rollover Shares were exchanged for shares in the Purchaser.

The Common Shares are expected to be delisted from the Toronto Stock Exchange and from quotation on the OTCQX on or about April 2, 2026. As a result of the Arrangement, the Purchaser and the Company have been amalgamated and will continue under the name Titanium Transportation Group Inc. (the "Resulting Issuer") and the Resulting Issuer has become a reporting issuer in Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Nova Scotia, Ontario, Prince Edward Island and Saskatchewan (collectively, the

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"Reporting Jurisdictions"). The Resulting Issuer intends to apply to cease to be a reporting issuer under Canadian securities laws in each of the Reporting Jurisdictions.

Further information regarding the Arrangement is provided in the management information circular of the Company dated February 4, 2026, mailed to the Company's securityholders in connection with the Arrangement, a copy of which is available under the Company's profile on SEDAR+ at www.sedarplus.ca.

Item 5.2 Disclosure for Restructuring Transaction

Not applicable.

Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

Not applicable.

Item 8 Executive Officer

For further information, please contact Ted Daniel, Chief Executive Officer, at (905) 266-3011.

Item 9 Date of Report

April 1, 2026

Caution Regarding Forward-Looking Statements

This material change report includes forward-looking information and forward-looking statements within the meaning of applicable Canadian securities legislation, including the Securities Act (Ontario). Forward looking information includes, but is not limited to, statements about the Company's objectives, strategies to achieve those objectives, our financial outlook, and the Company's beliefs, plans, expectations, anticipations, estimates, or intentions. Forward-looking information includes words like could, expect, may, anticipate, assume, believe, intend, estimate, plan, project, guidance, outlook, target, and similar expressions suggesting future outcomes or events.

Forward-looking statements include, among other things, statements with respect to the Arrangement and related transactions, including statements with respect to the delisting of the Common Shares from the Toronto Stock Exchange and from quotation on the OTCQX, and the Company's status as a reporting issuer under applicable securities laws.

Forward-looking statements are necessarily based upon the Company's perceptions of historical trends, current conditions and expected future developments, as well as a number of specific factors and assumptions that, while considered reasonable by the Company as of the date of this material change report, are inherently subject to uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ, possibly materially, from

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those indicated by the forward-looking information include, but are not limited to the possibility that the Common Shares will not be delisted from the Toronto Stock Exchange or from quotation on the OTCQX within the timing currently contemplated, and that the Common Shares may not be delisted at all, due to failure to satisfy, in a timely manner or otherwise, conditions necessary for the delisting of the Common Shares or for other reasons, and that the Company is unable to obtain an order that it ceases to be a reporting issuer under applicable securities laws within the timing currently contemplated, or at all.

These factors are not intended to represent a complete list of the factors that could affect the Company. However, such risk factors should be considered carefully. There can be no assurance that such estimates and assumptions will prove to be correct. You should not place undue reliance on forward-looking information, which speaks only as of the date of this material change report and is subject to change after such date. The Company is under no obligation (and expressly disclaims any such obligation) to update or alter any statements containing forward-looking information or the factors or assumptions underlying them, whether as a result of new information, future events, or otherwise, except as required by applicable securities laws. All of the forward-looking information in this material change report is qualified by the cautionary statements herein.