Edge Total Intelligence Inc. — Proxy Solicitation & Information Statement 2021

Nov 19, 2021

APHELION CAPITAL CORP.

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

Notice is hereby given that the Special Meeting of Shareholders of Aphelion Capital Corp. (the “ Company ”) will be held in a fully virtual format on December 14 , 2021, at 10:00 a.m. (Pacific Time) (the “ Meeting ”) for the following purposes:

1. to approve, a special resolution, the full text of which is set forth in the Information Circular, approving an amendment to the Company’s articles and notice of articles, and any other changes as may be required to conform with the requirements of applicable laws, including the BCBCA, as applicable, to alter the special rights and restrictions attached to the subordinate voting shares without par value of the Company (“ Subordinate Voting Shares ”) and the preferred multiple voting shares without par value of the Company (the “ Preferred Multiple Voting Shares ”), the creation of which was approved at the annual general and special meeting of the shareholders of the Company held on June 4, 2021 (the “ June AGSM ”), as further described under the heading “Summary Share Terms” in the accompanying Information Circular;

2. in connection with the qualifying transaction of the Company with Edge Technologies, Inc. (the “ QT ”), to approve, a special resolution, the full text of which is set forth in the Information Circular, approving an amendment to the share split resolution approved at the June AGSM to allow for the split, which may be completed in one or more transactions, (the “ Share Split ”) of the common shares of the Company currently outstanding, which shall be reclassified as Subordinate Voting Shares, by an ultimate ratio of one (1) pre- Share Split Subordinate Voting Share to up to five (5) post-Share Split Subordinate Voting Shares;

3. to approve, a special resolution, the full text of which is set forth in the Information Circular, approving an amendment to the Company’s articles and notice of articles, and any other changes as may be required to conform with the requirements of applicable laws, including the BCBCA, as applicable, to allow the directors of the Company or shareholders of the Company by ordinary resolution to make certain alterations to the authorized share structure of the Company, to change the name of the Company and to make certain other alterations to the articles of the Company, and to allow the shareholders of the Company by ordinary resolution to create special rights or restrictions for the shares of the Company to vary or delete such special rights or restrictions; and

4. to transact such further or other business as may properly come before the Meeting or any adjournment or adjournments thereof.

This Notice is accompanied by the Information Circular, either a form of proxy for registered shareholders or a voting instruction form for beneficial (non-registered) shareholders and a Financial Statement Request Form. Please review the accompanying Information Circular before voting as it contains important information about the Meeting and is deemed to form part of this notice.

Shareholders who are unable to attend the Meeting in person are requested to read the information on the enclosed form of proxy or voting instruction form and vote by telephone, on the internet or by completing and returning the enclosed form of proxy or voting instruction form in accordance with the instructions set out therein.

A registered shareholder wishing to be represented by proxy at the Meeting or any adjournment thereof must deposit a duly executed form of proxy with the Company’s transfer agent and registrar, TSX Trust Company, by 10:00 a.m. (Pacific Time) on December 10, 2021, or no later than 48 hours (excluding Saturdays, Sundays and holidays) before the time of any adjourned or postponed Meeting.

If you are a beneficial (non-registered) shareholder receiving these materials through your broker or through another intermediary, please complete and return the materials in accordance with the instructions provided to you by your broker or by the other intermediary.

The record date for the determination of those shareholders entitled to receive the Notice of, and to vote at, the Meeting and any adjournment or postponement, is the close of business on November 5 2021.

We value your opinion and participation in the Meeting as a shareholder of Aphelion Capital Corp.

In view of the current and rapidly evolving novel coronavirus (COVID-19) pandemic, the Company will be holding the Meeting virtually. To be admitted to the Meeting, please use the following link:

https://us06web.zoom.us/j/81382902970

Shareholders and duly appointed proxyholders will be able to attend the Meeting, submit questions and vote at the Meeting by roll-call, or such other method as may be determined by the Company, by following the instructions in the attached Information Circular. The Company encourages Shareholders to vote their Shares by proxy not later than (48) hours (excluding Saturdays, Sundays and statutory holidays in the Province of British Columbia) prior to the time set for the Meeting or any adjournment(s) or postponement(s) thereof.

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 facsimile to TSX Trust Company as registrar and transfer agent of the Company at (416) 595-9593.

Dated at Vancouver, British Columbia, this 5th day of November, 2021.

BY ORDER OF THE BOARD

SIGNED: “Seth Kay”

Seth Kay President and Chief Executive Officer