Dexterra Group Inc. — Proxy Solicitation & Information Statement 2020

Jun 18, 2020

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VOTING INSTRUCTION FORM

(Non-Objecting Beneficial Owners)

2020 Annual and Special Virtual Meeting of Shareholders

The undersigned, a shareholder (" Beneficial Holder ") of Common Shares of Horizon Logistics Inc. (" Horizon " or the " Company ") and a nonobjecting beneficial owner, hereby appoints R. William McFarland, Chair of the Board of Directors of Horizon North (" Board "), or, failing him, Rod Graham , Co-CEO and President Modular Solutions of Horizon North , or instead of either of the foregoing, the person named below to attend, act and vote on behalf of the undersigned in accordance with the below direction (or if no directions have been given, as the appointee sees fit) on all the following matters and any other matter that may properly come before the meeting of shareholders of the Company to be held via live audio webcast at https://web.lumiagm.com/155537169 at 11:00 a.m. EST on July 10, 2020, and at any and all adjournments or postponements thereof (the " Meeting" ) in the same manner, to the same extent and with the same powers as if the undersigned were present, with full power of substitution.

To attend in person or to appoint someone to attend on your behalf print that name here, if this person is someone other than the individuals listed above.

If you are appointing a proxyholder other than the management appointees listed above you must return your voting instruction form and MUST contact AST Trust Company (Canada) at 1-866-751-6315 (toll-free in North America) or 1-212-235-5754 (outside North America) by 11:00 a.m. EST on JuLY 8, 2020, or, if the Meeting is adjourned or postponed, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time and date of the adjourned or postponed meeting, and provide AST Trust Company (Canada) with the required information for your chosen proxyholder so that AST Trust Company (Canada) may provide your proxyholder with a control number via email. This control number will allow your proxyholder to log in and vote at the Meeting. Without a control number your proxyholder will only be able to log in to the Meeting as a guest and will not be able to vote.

							FOR	AGAINST
1.	Fix number of Directors
	To fix the number of Directors to be elected at the meeting			at Eight (8).
		FOR	WITHHOLD				FOR	WITHHOLD
2.	To vote as a Director
	01 Mary Garden				05	John MacCuish
	02 Rod W. Graham				06	R. William McFarland
	03 David Johnston				07	Kevin D. Nabholz
	04 Simon Landy				08	Russell Newmark
							FOR	WITHHOLD
3.	Appointment of Auditors
	To appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants, as					auditor of Horizon North
	for the ensuing year and to authorize the	Board	to fix their remuneration.
							FOR	AGAINST
4.	Adopt New By-Laws
	to consider and, if deemed advisable, approve an ordinary resolution to				ratify and confirm the amended
	and restated by-laws of Horizon North, which were adopted by the Board on June					1, 2020.
							FOR	AGAINST
5.	Share Consolidation
	to consider and, if deemed advisable, to pass		a special resolution authorizing and approving the filing of
	Articles of Amendment to consolidate the issued and outstanding Common Shares on the basis of one (1)
	new Common Share for every five (5) old Common Shares, as more fully described in the Information
	Circular.

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any instructions previously given with respect to the Meeting. If no voting instructions are indicated above, this Voting Instruction Form (VIF) will be voted FOR a matter by Management’s appointees or, if you appoint another person, as that other person sees fit. On any amendments or variations proposed or any new business submitted properly before the Meeting, I/We authorize you to vote as you see fit.

______ ___ Signature(s) Date

Please sign exactly as your name(s) appear below. Please see reverse for additional instructions. All VIFs must be received by 11:00 am (EST) on July 8, 2020.

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1. This VIF must be dated and signed by the Beneficial Holder, or by his or her attorney authorized in writing, and the signature hereon should be exactly the same as the name in which the Common Shares are held. If this VIF is not dated in the indicated space, it is deemed to bear the date on which it is mailed by the person making the solicitation. If the Beneficial Holder is a corporation, its corporate seal must be affixed or this VIF must be signed by an officer or attorney thereof duly authorized . By providing voting instructions as requested, you are acknowledging that you are the beneficial owner of and are entitled to instruct us with respect to the voting of, these securities.

2. If Common Shares are held in the name of an executor, administrator, trustee or similar holder, such holder must set out his or her full title and sign this VIF exactly as such Common Shares are held. If Common Shares are held in the name of a deceased Beneficial Holder, the Beneficial Holder's name must be printed in the space provided, this VIF must be signed by the legal representative with his or her name printed below its signature, and evidence of authority to sign on behalf of the Beneficial Holder must be attached to this VIF.

3. This VIF will not be valid and will not be acted upon unless it is completed as specified herein and received by AST Trust Company (Canada) in any of the following manners, at any time up to 11:00 a.m. EST on July 8, 2020 or not less than 48 hours (excluding Saturdays, Sundays and holidays) prior to the date of any adjournment of the Meeting.

4. This VIF should be read in conjunction with the Information Circular and other proxy materials provided by management.

5. A VIF Form is valid only at the meeting in respect of which it is given or any adjournment(s) or postponement(s) of that meeting. The individuals named in this VIF are representatives of management of the Corporation and are the Chairman of the Board and Co-CEO of the Company, respectively. You have the right to appoint another person to represent you at the Meeting. If you wish to appoint someone else to represent you at the Meeting, insert that other person’s name in the blank space set out above in this VIF or by completing another proper form of voting instruction form. The person you appoint to represent you at the Meeting need not be a shareholder of the Company.

6. Securities represented by this VIF will be voted as directed by you, however, if such a direction is not made in respect of any matter, the VIF will direct the voting of the securities to be made as recommended in the documentation provided by management.

The securityholder materials are being sent to both registered and non-registerd owners of the secutiries. If you are a non-registered owner, and the company or its agent has sent these materials directly to you, your name and address with information about your holdings of securities have been obtained in accordance with applicable securities regulatory requirements from the intermediary holding on your behalf.

HOW TO VOTE

TELEPHONE

INTERNET

• Go to www.astvotemyproxy.com Use any touchtone phone, call toll free in

• • Cast your vote online Canada and the United States • View meeting documents 1-888-489-5760 and follow the voice Instructions.

• Cast your vote online

To vote using your smartphone, please scan this QR Code

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To vote by internet or telephone you will need your13 digit control number. If you vote by internet or telephone, do not return this VIF.

MAIL, FAX or EMAIL

• All VIFs must be received by 3:00 p.m. (Calgary time), Monday, June 1, Complete and return your signed VIF in the envelope provided or send to: 2020.

AST Trust Company (Canada), P.O. Box 721, Agincourt, ON, M1S 0A1

• Fax your VIF ( both sides ) toll free to 1-866-781-3111 or scan ( both sides )and email to proxyvote@astfinancial.com

To submit this VIF by telephone or internet you will need to use your 13-digit Control Number, which is set forth on this VIF. The Control Number is your personal security code and will be used to authenticate your voting instructions.

By choosing to send these materials to you directly, the Company (and not the intermediary holding on your behalf has assumed responsibility for (i) delivering these materials to you, and (ii) executing your proper voting instructions. Please return your VIF as specified in the request for voting instructions.

The Company is sending these securityholder materials directly to the non-objecting beneficial owners of the securities.