News Summary
On December 18, 2025, Tactical Resources Corp. announced that it has received the final order from the Supreme Court of British Columbia approving its previously announced plan of arrangement with Plum Acquisition Corp. III. This follows an overwhelming shareholder approval on December 16, 2025, where 99.97% of votes cast were in favor of the business combination. The transaction remains subject to Nasdaq listing approval and other customary closing conditions, with an expected closing in Q1 2026. Upon completion, the new entity (New PubCo) will be named Tactical Resources Corp. and is expected to trade on the Nasdaq, while the company will delist from the TSX Venture Exchange.
Material Impact
This news is a critical milestone that significantly de-risks the path to a Nasdaq listing. By clearing both shareholder and court approvals, the primary legal barriers in Canada have been removed.
– Capital Access: The combination with Plum Acquisition Corp. III, paired with the US$140 million financing package from Yorkville Advisors (announced Nov 10, 2025), provides the necessary capital to move from exploration to potential processing.
– Listing Status: Moving from the TSXV to Nasdaq generally improves liquidity and access to a broader institutional investor base, which is crucial for capital-intensive rare earth projects.
– Liabilities Settlement: The December 16 news also confirmed a settlement of C$2,116,337 in debt through share issuance, which helps clean up the balance sheet ahead of the merger.
– Risk of Failure: While a “Final Order” is a major step, the deal is not closed. Failure to meet Nasdaq’s final listing requirements remains the primary remaining execution risk.
Catalysts
– Nasdaq Listing Approval: The definitive confirmation that “New PubCo” shares have been accepted for trading on the Nasdaq.
– Transaction Closing: Formal announcement of the amalgamation and the specific share exchange ratio for existing RARE shareholders.
– Yorkville Funding Drawdowns: Details on the initial draw from the US$40M convertible note and US$100M standby equity agreement.
– Operational Progress at Peak Project: Technical updates on the “direct-to-leach” extraction process and results from phase 1 technical work.
Materiality Conclusion
The news is material and positive as it represents the “point of no return” for the corporate restructuring. The company has transitioned from a cash-strapped explorer (as evidenced by the April 2025 financial statements showing an equity deficiency) to a well-funded Nasdaq-bound entity.
