FormerXBC Inc. — Proxy Solicitation & Information Statement 2020

Jun 5, 2020

XEBEC ADSORPTION INC.

730 boulevard Industriel

Blainville, Québec J7C 3V4

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the virtual annual and special meeting (the “ Meeting ”) of shareholders (the “ Shareholders ”) of Xebec Adsorption Inc. (the “ Corporation ”) will be held on Thursday, June 25, 2020, 10:00 a.m., Montréal time for the following purposes:

1. to receive the consolidated audited financial statements of the Corporation for its fiscal year ended December 31, 2019 and the report of the auditors thereon;

2. to elect the directors of the Corporation;

3. to appoint Raymond Chabot Grant Thornton LLP, Chartered Professional Accountants, as the Corporation’s independent auditors for the ensuing year and to authorize the directors to fix the auditors’ compensation;

4. to approve a special resolution for the purpose of amending the articles of the Corporation, allowing the appointment of additional directors during the year (the “ Special Resolution ”);

5. to approve an ordinary resolution approving the new Stock Incentive Compensation Plan; and

6. to transact such other business as may properly come before the Meeting, or any postponement or adjournment thereof.

Specific details with respect to the above items of business are contained in the management information circular accompanying this notice of the Meeting (the “ Information Circular ”).

The record date for the determination of Shareholders entitled to receive notice of and to vote at the Meeting is May 26, 2020 (the “ Record Date ”). Only persons registered as Shareholders on the records of the Corporation as of the close of business on the Record Date are entitled to receive notice of the Meeting and, except as noted in the Information Circular, to vote at the Meeting.

Regardless of whether or not Shareholders are able to attend the Meeting or any postponement or adjournment of the virtual Meeting:

(i) Registered Shareholders may vote in real time by audio webcast or by telephone, by fax or by email according to the instructions set out on the form of proxy, or are requested to date, sign and return the accompanying form of proxy to the registrar and transfer agent for use at the Meeting or any postponement or adjournment of the Meeting. A proxy will not be valid unless the completed form of proxy is received by AST by mail: P.O. Box 721 Agincourt, Ontario M1S 0A1 (by telephone: 1-888-489-7352, by facsimile: 1-866-781-3111 (free in North America), by email: proxyvote@astfinancial.com or by internet: www.astvotemyproxy.com at the latest at 10:00 a.m. on June 23, 2020 or not less than 48 hours (excluding Saturdays, Sundays, and holidays) before the date and time to which the Meeting has been rescheduled if it has been adjourned or postponed. Shareholders are invited to attend the Meeting as there will be an opportunity to ask questions and meet with the directors and the management of the Corporation;

(ii) Beneficial Shareholders (as this expression is defined in the Information Circular) are requested to date, sign and return the voting form in accordance with the instructions provided by their broker or intermediary.

We invite you to review the Information Circular, which provides you with background information on the matters that will be addressed at the meeting and details information on how to remotely attend the Meeting and how to vote.

3

If you have any questions regarding the matters to be dealt with at the Meeting, the procedures for voting or completing the form of proxy or any information contained in the Information Circular, please contact AST, the Corporation’s registrar and transfer agent, toll-free at 1-800-387-0825.

DATED at Blainville, Québec, this 26[th] day of May 2020.

BY ORDER OF THE BOARD OF DIRECTORS

Kurt Sorschak Chairman & Chief Executive Officer

4