Mr. Justus Parmar, a shareholder through Blue Bird, reports
EARLY WARNING REPORT ISSUED PURSUANT TO NATIONAL INSTRUMENT 62-103 ACQUISITION OF
SECURITIES OF TACTICAL RESOURCES CORP.
This news release is related to the securities of Tactical
Resources Corp. following the conversion of an unsecured convertible
debenture originally issued on May 17, 2024. Blue Bird Capital Enterprises LLC, a
corporation controlled by Justus Parmar, has filed an early warning report pursuant to the requirements of National Instrument 62-103 (the Early Warning
System and Related Take-Over Bid and Insider Reporting Issues) and National Instrument 62-104 (Take-Over Bids and Issuer Bids) pursuant to the recent acquisition, indirectly through
the acquiror acquired 308,000 units of the company at a deemed price of 50 cents per unit upon the
conversion of an aggregate of $154,000 in unpaid principal owing pursuant to an unsecured convertible
debenture, which matured on May 17, 2026. Each unit consists of one common share in the capital of
the company and one common share purchase warrant. Each warrant
will entitle the holder to purchase one additional common share at an exercise price of 75 cents per common share until May 17, 2029.
Immediately prior to the transaction, Mr. Parmar held an aggregate of 846,610 common shares, 92,000
warrants and $133,300 principal amount of convertible debentures through the acquiror, representing
approximately 9.99 per cent of the issued and outstanding common shares of the issuer on an undiluted basis,
and 13.64 per cent on a diluted basis (assuming exercise of all warrants, conversion of all convertible debentures
and exercise of all warrants issuable upon conversion of such convertible debentures).
Following the transaction, Mr. Parmar holds an aggregate of 1,154,610 common shares, 400,000
warrants and $133,300 principal amount of convertible debentures, through the acquiror, representing
approximately 13.14 per cent of the issued and outstanding common shares of the issuer on an undiluted basis,
and 19.3 per cent on a diluted basis (assuming exercise of all warrants, conversion of all convertible debentures
and exercise of all warrants issuable upon conversion of such convertible debentures).
All of Mr. Parmar's convertible securities have a term which blocks their exercise to the extent that the
holder's aggregate shareholdings would, as a consequence of exercise, exceed 19.99 per cent of the issued and
outstanding common shares at any time, subject to prior receipt of TSX Venture Exchange and applicable
shareholder approval.
This news release is being issued in connection with the filing of the early warning report pursuant to the
requirements of NI 62-103 and NI 62-104. A copy of the early warning report will be filed under the
company's profile on SEDAR+ and may also be obtained by contacting Tactical
Resources at 778-588-5483.
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