Ionik Corporation — Proxy Solicitation & Information Statement 2020

Sep 28, 2020

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POPREACH CORPORATION

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 20, 2020

NOTICE IS HEREBY GIVEN that an annual and special meeting (the “ Meeting ”) of the shareholders of PopReach Corporation (the “ Company ”) will be held at the offices of PopReach Corporation, 1 University Avenue, 3[rd] Floor, Toronto, ON M5J 2P1 on Tuesday, October 20, 2020 at 11:00 a.m. (Toronto time), for the following purposes, as more particularly described in the accompanying management information circular (the “ Circular ”):

1. to receive and consider the financial statements for the fiscal year ended December 31, 2019 and the auditor’s report thereon;

2. to elect the directors of the Company for the ensuing year;

3. to appoint an auditor for the ensuing year and to authorize the directors to fix the auditor’s remuneration;

4. to consider and, if deemed advisable, to pass a resolution, the full text of which is set forth in the Circular, to amend and restate the Company’s existing stock option plan to provide for option grants to be priced based on the higher of (i) the 5-day volume weighted average price and (ii) the Discounted Market Price (as defined in the TSXV policies); and

5. to transact such further and other business as may properly be brought before the Meeting or any adjournment thereof.

The nature of the business to be transacted at the Meeting is described in further detail in the Circular. The Circular is deemed to form part of this notice of meeting. Please read the Circular carefully before you vote on the matters being transacted at the Meeting.

Holders of common shares registered on the books of the Company at the close of business on September 15, 2020 are entitled to notice of and to vote at the Meeting.

A registered shareholder may attend the Meeting himself, herself or itself, or may be represented by proxy. Registered shareholders who are unable to attend the Meeting or any adjournment thereof are requested to date, sign and return the accompanying form of proxy for use at the Meeting or any adjournment thereof.

This year, out of an abundance of caution, to proactively deal with the unprecedented public health impact of the novel coronavirus COVID-19, and to mitigate risks to the health and safety of the Company’s communities, shareholders, employees and other stakeholders, shareholders are strongly encouraged to vote by proxy and to avoid attending the Meeting in person. To access the Meeting by teleconference, dial toll-free: 1-877-211-3621, participant code: 5010170615. To be effective, the enclosed proxy must be mailed or faxed so as to reach or be deposited with the Company’s transfer agent, TSX Trust Company at 301-100 Adelaide Street West, Toronto, ON M5H 4H1 not later than 11:00 a.m. (Toronto time) on October 16, 2020 (or at least 48 hours, excluding Saturdays, Sundays and statutory holidays in the Province of Ontario, prior to the time set for the Meeting or any adjournment(s) or postponement(s) thereof). Late proxies may be accepted or rejected by the chair of the Meeting (the “ Chair ”) in his or her discretion, and the Chair is under no obligation to accept or reject any particular late proxy. The deadline for the deposit of proxies may be waived or extended by the Chair at his or her discretion, without notice. The Circular explains how to complete the form of proxy and how the voting process works.

Non-registered beneficial shareholders, whose shares are registered in the name of a broker, securities dealer, bank, trust company or similar entity (an “ Intermediary ”), should carefully follow the voting instructions provided by their Intermediary.

DATED this 16[th] day of September, 2020.

BY ORDER OF THE BOARD OF DIRECTORS

(signed) “ Chris Schnarr ” Chris Schnarr Chairman

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