Tactical Resources to list on Nasdaq through Plum Acquisition Corp. III pact

Tactical Resources, a mineral exploration and development company, and Plum Acquisition Corp. III, a Nasdaq-listed special purpose acquisition company, announced they have entered into a definitive business combination agreement. The proposed business combination is expected to be completed in the fourth quarter of 2024, subject to customary closing conditions, including regulatory, court and stockholder approvals. The company’s flagship asset, the peak project contains the rights to acquire REEs enriched tailings and stockpiled materials extracted from the Sierra Blanca Quarry, or SBQ. The peak project is a rare earth focused project strategically located southeast of El Paso, Texas. This convenient location in a mining-friendly jurisdiction offers extensive infrastructure, including easy highway, power, water, and rail line access. Tactical Resources believes that the Peak Project will enable it to become a significant REEs producer in the United States. The peak project is one of only a few rare earth hard rock direct-leach-extractable projects in the world, with initial quarry operating permits already in place. The company also has an exclusive option to purchase SBQ’s mining lease and associated infrastructure for the Peak Project. The proposed business combination implies a pro forma enterprise value of $589M, assuming Tactical Resources is delivered on a cash free, debt free basis. The proceeds of the proposed business combination will support Tactical Resources’ strategic growth plan, which includes helping finance Tactical Resources’ operations plan at the peak project and the progression of Tactical Resources’ future production activities. Pursuant to the business combination agreement, Plum, a Cayman Islands exempted company, will re-domicile in the Province of British Columbia, Canada and amalgamate with a newly formed company incorporating under the laws of the Province of British Columbia to form one corporate entity. A newly formed, wholly-owned subsidiary of Plum incorporated under the laws of the Province of British Columbia will amalgamate with the company to form one corporate entity, such that, following the amalgamation, the company 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. The aggregate transaction consideration deliverable to the company’s shareholders will be a number of newly issued common shares of New Pubco based on a $500M pre-transaction equity value of the company. The proposed business combination has been unanimously approved by the board of directors of Plum and by the disinterested directors of the board of directors of the company. The proposed business combination is expected to be completed in the fourth quarter of 2024, subject to customary closing conditions, including all requisite approvals by shareholders of Plum and Tactical Resources, the listing approval of Nasdaq Stock Market, the effectiveness of the registration statement on Form F-4 to be filed by New Pubco with the U.S. Securities and Exchange Commission in connection with the proposed business combination, and satisfaction or waiver of the other conditions set forth in the business combination agreement. The company is expected to delist from the TSX Venture Exchange upon closing of the proposed business combination. Under the terms of the business combination agreement, Tactical Resources’ existing shareholders will convert 100% of their equity/ownership stakes into New Pubco and are expected to own approximately 82% of New Pubco upon consummation of the proposed business combination.