Agrios Global Holdings Ltd. — Proxy Solicitation & Information Statement 2021

Dec 10, 2021

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AGRIOS GLOBAL HOLDINGS LTD.

Suite 2250 – 1055 West Hastings Street Vancouver, British Columbia V6E 2E9

Notice of the Special Meeting of Shareholders to be held on January 6, 2022

The special meeting (the " Meeting ") of the holders (" Shareholders ") of common shares (" Common Shares ") of Agrios Global Holdings Ltd. (" Agrios " or the " Company ") will be held at 8:00 a.m. (Vancouver time) on January 6, 2022 at the offices of Blake, Cassels & Graydon LLP, at Suite 2600, 595 Burrard St., Vancouver, British Columbia and as a virtual shareholders’ meeting by teleconference at 1-855-318-4202, passcode 6314176, to:

1. fix the number of directors to be elected at the Meeting at three;

2. elect the directors of the Company to serve until the next annual meeting of Shareholders; and

3. transact such other business as may properly be brought before the Meeting or any adjournment thereof.

The specific details of the matters proposed to be put before the Meeting are set forth in the information circular attached hereto.

THE INTERIM DIRECTORS OF AGRIOS UNANIMOUSLY RECOMMEND THAT SHAREHOLDERS VOTE IN FAVOUR OF THE ELECTION OF THE PROPOSED DIRECTORS OF AGRIOS.

Shareholders who are unable to attend the Meeting in person or by telephone may vote their shares by completing, signing and returning the accompanying form of proxy to the transfer agent of the Company, Odyssey Trust Company, no less than 48 hours (excluding Saturdays, Sundays and holidays) prior to the Meeting or by completing, signing and delivering the accompanying form of proxy to the Chair of the Meeting prior to its commencement.

The interim directors of the Company have fixed the record date for the Meeting at the close of business on December 1, 2021 (the " Record Date "). Shareholders of the Company of record as at the Record Date are entitled to receive notice of the Meeting and to vote those Common Shares included in the list of Shareholders entitled to vote at the Meeting prepared as at the Record Date.

Shareholders are cautioned that the use of the mail to transmit proxies is at each Shareholder's risk. In the event of a strike, lockout or other work stoppage involving postal employees, all documents required for delivery by the Shareholder should be delivered by email to Odyssey Trust Company pursuant to the instructions contained in the attached circular.

DATED at Vancouver, BC, this December 7, 2021.

BY ORDER OF THE BOARD OF DIRECTORS

(Signed) " Stephanie Ko "

Stephanie Ko Interim Director

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