Drone Delivery Canada : Letter of Transmittal

THIS LETTER OF TRANSMITTAL IS FOR USE ONLY IN CONNECTION WITH THE PROPOSED CORPORATE RESTRUCTURING OF DRONE DELIVERY CANADA CORP.

THE INSTRUCTIONS ACCOMPANYING THIS LETTER OF TRANSMITTAL SHOULD BE READ CAREFULLY BEFORE COMPLETING THIS LETTER OF TRANSMITTAL. THIS LETTER OF TRANSMITTAL MUST BE VALIDLY COMPLETED, DULY EXECUTED AND RETURNED TO THE DEPOSITARY, COMPUTERSHARE INVESTOR SERVICES INC.

LETTER OF TRANSMITTAL

FOR HOLDERS OF COMMON SHARES OF DRONE DELIVERY CANADA CORP.

This letter of transmittal ("Letter of Transmittal") is for use by registered holders of common shares ("Common Shares") of Drone Delivery Canada Corp. (the "Company") in connection with the proposed corporate restructuring (the "Corporate Restructuring"), as further described in the management information circular of the Company dated April 5, 2022 (the "Management Information Circular"). Upon the Corporate Restructuring becoming effective, Canadian shareholders will be deemed to be holders of common voting shares ("Common Voting Shares") and Canadian Registered Shareholders will be entered into the register of holders of Common Voting Shares without further act or formality unless they had previously been registered on the separate register as non-Canadian shareholders, in which case they will be entered into the register of holders of variable voting shares ("Variable Voting Shares") without further act or formality.

Capitalized terms used but not defined in this Letter of Transmittal shall have the meanings given to them in the Management Information Circular.

Shareholders will not receive certificates for Common Voting Share or Variable Voting Share certificates, as the case may be, until they submit the certificates for their Common Shares to Computershare Investor Services Inc. (the "Depositary") along with a duly completed Letter of Transmittal.

Shareholders whose Common Shares are registered in the name of a broker, investment dealer, bank, trust company or other nominee should contact that nominee for assistance in depositing those Common Shares.

In connection with the Corporate Restructuring being considered for approval at the Meeting, the undersigned delivers to you the enclosed certificate(s) for Common Shares to be exchanged for Common Voting Share or Variable Voting Share certificates, as the case may be.

Certificate or DRS Holder ID Number(s)	Name in Which Registered	Number of Common Shares Deposited

(Please attach additional list if the space above is insufficient)

The undersigned:

• 1. represents and warrants that the undersigned is the legal owner of the above listed Common Shares and has good title to the rights represented by the above-mentioned certificates, free and clear of all liens, charges, encumbrances, claims and equities and, together with all rights and benefits, has full power and authority to deliver such certificates;

• 2. represents and warrants that all information provided by the undersigned is true, accurate and complete;

• 3. acknowledges receipt of the Management Information Circular;

• 4. directs the Depositary to issue or cause to be issued the certificates representing the Common Voting Shares or Variable Voting Shares, as the case may be, to which the undersigned is entitled pursuant to the Corporate Restructuring in the name indicated below and to send the certificates representing the Common Voting Shares or Variable Voting Shares, as the case may be, to the address as indicated in this Letter of Transmittal;

• 5. covenants and agrees to execute, upon request, any additional documents, transfers and other assurances as may be necessary or desirable to complete the exchange of certificate(s) representing Common Shares for certificate(s) representing Common Voting Shares or Variable Voting Shares, as the case may be;

• 6. acknowledges that all authority conferred, or agreed to be conferred, by the undersigned herein may be exercised during any subsequent legal incapacity of the undersigned and shall survive the death, incapacity, bankruptcy or insolvency of the undersigned and all obligations of the undersigned herein shall be binding upon any heirs, personal representatives, successors and assigns of the undersigned; and

• 7. by virtue of the execution of this Letter of Transmittal, shall be deemed to have agreed that all questions as to validity, form, eligibility (including timely receipt) and acceptance of any Common Shares deposited pursuant to the Corporate Restructuring will be determined by the Company in its sole discretion and that such determination shall be final and binding and acknowledges that there shall be no duty or obligation on the Company, the Depositary or any other person to give notice of any defect or irregularity in any deposit and no liability shall be incurred by any of them for failure to give such notice.

•  MAIL SHARES TO ADDRESS ON RECORD (DEFAULT)

•  MAIL SHARES TO A (MUST COMPLETE BOX B)DIFFERENTADDRESS

•  HOLD SHARES FOR PICKUP AT COMPUTERSHARE TORONTO OFFICE:

Computershare Investor Services Inc.

100 University Avenue, 8th Floor

Toronto, Ontario M5J 2Y1

BOX A	BOX B
ENTITLEMENT DELIVERY	MAIL PAYMENT TO 3rd PARTY ADDRESS*:
All share entitlement payments will be issued and mailed to your		CHECK BOX IF SAME AS EXISTING REGISTRATION
existing registration unless otherwise stated. If you would like your	(DEFAULT)
shares dispatched to a different address, please complete BOX B

BOX C DECLARATION STATUS

"affiliation" for the purposes hereof means as follows: (a) one corporation is affiliated with another corporation if (i) one of them is a subsidiary of the other, (ii) both are subsidiaries of the same corporation, or (iii) both are controlled by the same person; (b) if two corporations are affiliated with the same corporation at the same time, they are deemed to be affiliated with each other; (c) a partnership or sole proprietorship is affiliated with another partnership or sole proprietorship if both are controlled by the same person; (d) a corporation is affiliated with a partnership or a sole proprietorship if both are controlled by the same person; (e) a corporation is a subsidiary of another corporation if it is controlled by that other corporation or by a subsidiary of that other corporation; (f) a corporation is controlled by a person other than Her Majesty in right of Canada or a province if (i) securities of the corporation to which are attached more than 50% of the votes that may be cast to elect directors of the corporation are held, directly or indirectly, whether through one or more subsidiaries or otherwise, otherwise than by way of security only, by or for the benefit of that person, and (ii) the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the corporation; (g) a corporation is controlled by Her Majesty in right of Canada or a province if (i) the corporation is controlled by Her Majesty in the manner described in paragraph (f), or (ii) in the case of a corporation without share capital, a majority of the directors of the corporation, other than ex officio directors, are appointed by (A) the Governor in Council or the Lieutenant Governor in Council of the province, as the case may be, or (B) a Minister of the government of Canada or the province, as the case may be; and (h) a partnership is controlled by a person if the person holds an interest in the partnership that entitles the person to receive more than 50% of the profits of the partnership or more than 50% of its assets on dissolution.

"Canadian" means (a) a Canadian citizen or a Permanent resident, (b) a government in Canada or an agent or mandatary of such a government, or (c) a corporation or entity that is incorporated or formed under the laws of Canada or a province, that is controlled in fact by Canadians and of which at least 51% of the voting interests are owned and controlled by Canadians and where (i) no more than 25% of the voting interests are owned directly or indirectly by any single Non-Canadian, either individually or in affiliation with another person, and (ii) no more than 25% of the voting interests are owned directly or indirectly by one or more Non-Canadian Holders Authorized to Provide Air Service, either individually or in affiliation with another person.

"Canadian citizen" means (a) a person who was born in Canada after February 14, 1977, (b) a person who was born outside of Canada after February 14, 1977 and at the time of his or her birth one of his or her parents, other than a parent who adopted him or her, was a Canadian citizen, (c) a person who has been granted or has acquired citizenship and, in the case of a person who is 14 years of age or over on the day that he or she is granted citizenship, he or she has taken the oath of citizenship, (d) a person who was a citizen immediately before February 15, 1977, or (e) a person who was entitled, immediately before February 15, 1977, to become a citizen under paragraph 5(1)(b) of the former Canadian Citizenship Act.

"Control" means control in any manner that results in control in fact, whether directly or indirectly, through the ownership of securities or otherwise including through a corporation, trust, an agreement or arrangement, and without limiting the generality of the foregoing, a corporation is deemed to be controlled by a person if securities of the corporation to which are attached more than 50% of the votes that may be cast to elect directors of the corporation are held, directly or indirectly, whether through one or more subsidiaries or otherwise (other than by way of security only), by or for the benefit of that person, and the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the corporation; and a partnership is deemed to be controlled by a person if the person holds an interest in the partnership that entitles the person to receive more than 50% of the profits of the partnership or more than 50% of its assets on dissolution.

"Non-Canadian" means a person who is not a Canadian.

"Non-Canadian Holder Authorized to Provide Air Service" means any Non-Canadian authorized to provide an air service in any jurisdiction (and, for purposes hereof, "air service" includes a service, provided by means of an aircraft, that is publicly available for the transportation of passengers or goods, or both).

"Permanent resident" means a person who has been granted lawful permission to come into Canada to establish permanent residence, has not become a Canadian citizen, and has not left or remained outside Canada with the intention of abandoning Canada as that person's place of permanent residence or had a deportation order made against him which has not been quashed or stayed; where a permanent resident is outside Canada for more than 183 days in any one 12 month period, that person shall be deemed to have abandoned Canada as his or her place of permanent residence unless that person satisfies an immigration officer or an adjudicator, as the case may be, that he or she did not intend to abandon Canada as his or her place of permanent residence.

The undersigned certifies that it has made reasonable inquiries as to the Canadian status of the registered holder and the beneficial owner of the Common Shares represented by this Letter of Transmittal and has read the definitions above so as to make an accurate declaration of Canadian status.

The undersigned hereby certifies that the Common Shares represented by this Letter of Transmittal are: (Please check only one box, as applicable)

❒	(a)	owned and Controlled by a Canadian
❒	(b)	owned or Controlled by a Non-Canadian Holder Authorized to Provide Air Service or by a person in affiliation with a Non-
Canadian Holder Authorized to Provide Air Service
❒	(c)	owned or Controlled by a Non-Canadian, who is not a Non-Canadian Holder Authorized to Provide Air Service or a person in
affiliation with a Non-Canadian Holder Authorized to Provide Air Service

IF YOU DO NOT COMPLETE THE DECLARATION OF STATUS ABOVE OR IT IS DETERMINED BY THE COMPANY OR THE DEPOSITARY THAT YOU INCORRECTLY INDICATED (THROUGH INADVERTENCE OR OTHERWISE) THAT THE COMMON SHARES REPRESENTED BY THIS LETTER OF TRANSMITTAL ARE OWNED OR CONTROLLED BY A NON-CANADIAN, NO CERTIFICATES REPRESENTING THE VOTING SHARES WILL BE ISSUED IN EXCHANGE FOR THE COMMON SHARES REPRESENTED BY THIS LETTER OF TRANSMITTAL UNTIL AN ACCURATE DECLARATION OF STATUS IS PROVIDED.

BOX D

LOST CERTIFICATES

If your lost certificate(s) forms part of an estate or trust, or are valued at more than CAD $200,000.00, please contact Computershare for additional instructions. Any person who, knowingly and with intent to defraud any insurance company or other person, files a statement of claim containing any materially false information or conceals for the purpose of misleading, information concerning any fact material thereto, commits a fraudulent insurance act, which is a crime.

PREMIUM CALCULATION

X CAD $0.02 = Premium Payable $ _____________________ NOTE: Payment NOT required if premium is less than $5.00

The option to replace your certificate by completing this Box E will expire on December 31, 2022. After this date, shareholders must contact Computershare for alternative replacement options. I enclose my certified cheque, bank draft or money order payable to Computershare Investor Services Inc.

STATEMENT OF LOST CERTIFICATES

The undersigned (solitarily, jointly and severally, if more than one) represents and agrees to the following: (i) the undersigned is (and, if applicable, the registered owner of the Original(s), at the time of their death, was) the lawful and unconditional owner of the Original(s) and is entitled to the full and exclusive possession thereof; (ii) the missing certificate(s) representing the Original(s) have been lost, stolen or destroyed, and have not been endorsed, cashed, negotiated, transferred, assigned, pledged, hypothecated, encumbered in any way, or otherwise disposed of; (iii) a diligent search for the certificate(s) has been made and they have not been found; and (iv) the undersigned makes this Statement for the purpose of transferring or exchanging the Original(s) (including, if applicable, without probate or letters of administration or certification of estate trustee(s) or similar documentation having been granted by any court), and hereby agrees to surrender the certificate(s) representing the Original(s) for cancellation should the undersigned, at any time, find the certificate(s).

The undersigned hereby agrees, for myself and my heirs, assigns and personal representatives, in consideration of the transfer or exchange of the Original(s), to completely indemnify, protect and hold harmless Drone Delivery Canada Corp., Computershare Investor Services Inc., Aviva Insurance Company of Canada, each of their lawful successors and assigns, and any other party to the transaction (the "Obligees"), from and against all losses, costs and damages, including court costs and attorneys' fees that they may be subject to or liable for in respect of the cancellation and/or replacement of the Original(s) and/or the certificate(s) representing the Original(s) and/ or the transfer or exchange of the Originals represented thereby, upon the transfer, exchange or issue of the Originals and/or a cheque for any cash payment. The rights accruing to the Obligees under the preceding sentence shall not be limited by the negligence, inadvertence, accident, oversight or breach of any duty or obligations on the part of the Obligees or their respective officers, employees and agents or their failure to inquire into, contest, or litigate any claim, whenever such negligence, inadvertence, accident, oversight, breach or failure may occur or have occurred. I acknowledge that a fee of CAD $0.02 per lost Drone Delivery Canada Corp. share is payable by the undersigned. Surety protection for the Obligees is provided under Blanket Lost Original Instruments/Waiver of Probate or Administration Bond No. 35900-16 issued by Aviva Insurance Company of Canada.

SHAREHOLDER SIGNATURE(S)

Signature guaranteed by

(if required under Instruction 3)Authorized SignatureName of Guarantor (please print or type)Address of Guarantor (please print or type)Dated:

Signature of Shareholder or authorized representative (see Instructions 2 and 4)

Address

Name of Shareholder (please print or type)

Telephone No

Name of authorized representative, if applicable (please print or type)