- Additional Independent Proxy Advisor Recommends Shareholders Vote FOR the Arrangement Resolution.
- Your vote is important - vote well in advance of the proxy voting deadline: 10:00 a.m. (Vancouver time) on November 16, 2026.
- Shareholder questions or need voting assistance? Please contact Laurel Hill Advisory Group by email at assistance@laurelhill.com, or by texting "INFO" to, or calling, 1-877-452-7184 (North American toll-free) or 1-416-304-0211 (outside North America).
Vancouver, British Columbia--(Newsfile Corp. - November 10, 2026) - Plurilock Security Inc. (TSXV: PLUR) (OTCQB: PLCKF) ("Plurilock" or the "Company") reminds its shareholders (the "Shareholders") to cast their vote in favour of the special resolution (the "Arrangement Resolution") to approve the acquisition of the Company by Quantum eMotion Corp. ("QeM"), pursuant to which QeM will acquire all of the issued and outstanding common shares of Plurilock (each, a "Plurilock Share" and, collectively, the "Plurilock Shares"). The proposed acquisition will be completed by way of a plan of arrangement (the "Arrangement") under the provisions of the Business Corporations Act (British Columbia).
The special meeting of shareholders of the Company to approve the Arrangement Resolution will be held in-person at Suite 1500, 1055 West Georgia Street, Vancouver, BC, V6E 4N7 on, November 18, 2026, at 10:00 a.m. (Vancouver time) (the "Meeting"). Upon completion of the Arrangement, QeM will acquire all of the issued and outstanding Plurilock Shares, and Plurilock will become a wholly-owned subsidiary of QeM. As a result of the Arrangement, each Shareholder (other than a dissenting Shareholder) will receive $0.084 in cash and 0.0763 of a common share of QeM (each whole QeM common share, a "QeM Share") for each Plurilock Share they hold.
Independent Proxy Advisor Support
Additional Independent Proxy Advisor Recommends Shareholder Vote FOR the Arrangement Resolution
In addition to ISS recommending Shareholders vote FOR the Arrangement Resolution, a second Independent Proxy Advisor has also recommended that Shareholders vote FOR the Arrangement Resolution.
Reasons for the Board's Recommendation
In reaching its own conclusion to recommend that Shareholders vote FOR the Arrangement Resolution, the board of directors of Plurilock (the "Board") carefully considered several factors, including, among others, the following:
- Shareholders, through their ownership of QeM Shares, will have the opportunity to continue to participate in the potential value creation associated with combining Plurilock's cybersecurity operations, customer relationships and commercial reach with QeM's quantum-secure cryptographic and entropy technologies, and will have the opportunity to participate in the future performance of QeM Shares.
- Shareholders will become shareholders in a larger company with a higher market capitalization, which is expected to result in an enhanced capital markets profile and increased trading liquidity, including the fact that QeM Shares, which trade on both the TSX Venture Exchange (the "TSXV") and the NYSE American, offer significantly greater trading liquidity compared to Plurilock Shares and the QeM Shares to be issued pursuant to the Arrangement will generally not be subject to restrictions on transfer following completion of the Arrangement.
- The Arrangement is expected to give rise to operational and commercial synergies to be realized in the near term and over time. These synergies may arise from, among other things, cross-selling and pilot opportunities across Plurilock's existing customer base, the potential integration of QeM's quantum-secure cryptographic and entropy technologies with Plurilock's cybersecurity and identity capabilities, and a disciplined, coordinated go-to-market and capital allocation strategy. Such synergies are expected to strengthen QeM's position in government, defence, critical infrastructure and regulated enterprise markets.
A full description of the factors considered by the Board is included in the Company's management information circular dated October 15, 2026.
Your Vote Matters
Every Shareholder's vote matters - regardless of how many Plurilock Shares you hold.
Shareholders are encouraged to vote in advance of the meeting via the internet or by telephone using the control number found on the proxy or voting instruction form that was mailed to you to ensure your vote is received in a timely manner. For your proxy to be valid you must submit your vote by no later than November 16, 2026 at 10:00 a.m. (Vancouver time).
Voting Instructions & Where to Find Materials
Shareholders should refer to the management information circular, notice of meeting, and other materials that were previously distributed. These materials are also accessible online via:
The Company's website at https://plurilock.com/company/shareholder-meetings/
The Company's SEDAR+ profile at www.sedarplus.ca
Shareholder Questions & Voting Assistance
If Shareholders have questions, including on the procedures for voting at the Meeting, please contact Plurilock's proxy solicitation agent, Laurel Hill Advisory Group:
Toll-free calls in North America: 1-877-452-7184 (1-416-304-0211 outside North America)
Text Message: Text "INFO" to 416-304-0211 or 1-877-452-7184
Email: assistance@laurelhill.com
About Plurilock Security Inc.
Plurilock sells cybersecurity solutions and delivers critical IT and cybersecurity services to public- and private-sector organizations. Through its operating businesses and predecessor operations, Plurilock has a 25-plus-year operating history, serves hundreds of customers and maintains procurement and contract channels in Canada, the United States and NATO. Its capabilities include Critical Services, cybersecurity and IT modernization, managed services, data protection, cloud security, identity and access management, and AI-enabled security technologies. For more information, visit www.plurilock.com.
Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information within the meaning of applicable Canadian and U.S. securities laws. All statements in this news release, other than statements of historical facts, that address events or developments that Plurilock expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur and specifically include statements regarding: the proposed acquisition of Plurilock; the anticipated completion of the Arrangement; the anticipated consideration to be paid by QeM and received by shareholder of Plurilock and expected strategic benefits.
Forward-looking statements are based on assumptions considered reasonable by management as of the date of this news release but are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements. Such assumptions include, among others, that the parties will obtain all required approvals in a timely manner and on acceptable terms; that the conditions to closing will be satisfied; that QeM will have sufficient funds to pay the cash component of the consideration; that Plurilock's customer relationships, contract vehicles, certifications, security clearances and key personnel will be retained following the Arrangement; that QeM's technologies will achieve the product readiness, certifications and procurement eligibility required by target customers; that customers will adopt quantum-safe security solutions at the rates anticipated; that QeM's NIST and FIPS submissions will proceed as anticipated; that the parties will be able to integrate their operations and technologies without material disruption; that the combined company will have sufficient capital to fund its operations and commercialization plans; and general economic, market and government procurement conditions. These risks include, among others, the risk that the Arrangement may not be completed on the terms described or at all; failure to obtain required shareholder, court, stock exchange, regulatory, third-party or governmental approvals; the risk that anticipated cross-selling, pilots or deployments of QeM technologies across Plurilock's customer base may not occur or may take longer than expected; uncertainty regarding the timing and extent of market demand for quantum-safe cybersecurity; QeM's limited history of commercial revenue; changes in government budgets, procurement priorities or contracting rules; the risk that Plurilock's contract vehicles, certifications or security clearances may be lost or affected by the change of control; competition from other cybersecurity and quantum-security providers; the risk that the combined company may be unable to develop the integrated solutions described in this news release; customer, supplier or employee retention risks; the possibility that expected synergies or commercialization opportunities may not materialize; risks associated with technology development and validation; cybersecurity, regulatory and litigation risks; and other risks described in Plurilock's public disclosure documents available on SEDAR+ at www.sedarplus.ca.
There can be no assurance that the transaction will be completed, that any NIST, FIPS or other validation process will be successful or completed within any expected timeframe, or that any anticipated strategic, commercial or technological benefits will be realized. Readers are cautioned not to place undue reliance on forward-looking statements. Plurilock undertakes no obligation to update any forward-looking statements except as required by applicable law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Plurilock Security Inc.
Ian L. Paterson
416.800.1566
ian@plurilock.com
Ali Hakimzadeh
604.306.5720
ali@sequoiapartners.ca
For more information, visit https://www.plurilock.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/323200
Source: Plurilock Security Inc.