ACT Energy Technologies Ltd. — Capital/Financing Update 2020

Jul 7, 2020

FORM 51-102F3 MATERIAL CHANGE REPORT

1. Name and Address of Company:

Cathedral Energy Services Ltd. (the " Company " or " Cathedral ") 6030 - 3 Street S.E.

Calgary, AB T2H 1K2

2. Date of Material Change:

June 29, 2020

3. News Release:

A news release was issued and disseminated through the facilities of Canada NewsWire and filed on SEDAR on June 29, 2020

4. Summary of Material Change:

The Company entered into certain amendments to its credit facility with ATB Financial and Export Development Canada (" EDC "). Pursuant to the amendments, EDC left the banking syndicate with the result that ATB Financial is now the sole lender under the amended credit facility (the " Amended Credit Facility ") and the facility was extended to June 30, 2022.

5. Full Description of Material Change:

5.1 Full Description of Material Change

The Company entered into certain amendments to its credit facility with ATB Financial and EDC. Pursuant to the amendments, EDC left the banking syndicate with the result that ATB Financial is now the sole lender under the Amended Credit Facility and the facility was extended to June 30, 2022.

Under the Amended Credit Facility, Cathedral's credit facility availability is now $12 million and the consolidated funded debt to consolidated EBITDA (as defined in the Amended Credit Facility) ratio is waived from 2020 Q2 through 2021 Q1 (the " Covenant Relief Period "). During the Covenant Relief Period: (i) consolidated interest coverage ratio is waived if funded debt is no more than $6 million; (ii) Funded Debt to Tangible Net Worth Ratio (as defined in the Amended Credit Facility) must be no more than 10% for 2020 Q2 and 2020 Q3 and no more than 15% in 2020 Q4 and 2021 Q1; (iii) advances under the Amended Credit Facility are limited to $10 million; (iv) aggregate capital expenditures (excluding non-cash utilization of existing inventory) for the fiscal year ended December 31, 2020 are not to exceed $2 million; (v) advances under the Amended Credit Facility will bear interest at the financial institution's prime rate plus 1.75% to 3.25% or at the bankers' acceptance rate plus 3.00% to 4.25% with interest payable monthly, depending upon the consolidated funded debt to consolidated EBITDA ratio; and (vi) Cathedral has a one-time option to exit the Covenant Relief Period.

A copy of the third amending agreement in respect of the Amended Credit Facility is available on SEDAR under Cathedral's profile at www.sedar.com.

5.2 Disclosure of Restructuring Transaction

Not applicable.

6. Reliance on Subsection 7.1(2) of National Instrument 51-102:

Not applicable.

7. Omitted Information:

Not applicable.

8. Executive Officer:

The name and business telephone number of the executive officer of the Company who is knowledgeable about the material change and this report is:

P. Scott MacFarlane

President, Chief Executive Officer and Interim Chief Financial Officer (403) 265-2560

9. Date of Report:

July 6, 2020.