KnightHawk Inc. — Proxy Solicitation & Information Statement 2020

Sep 22, 2020

KNIGHTHAWK INC.

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that a special meeting (the “Meeting” ) of the shareholders of KnightHawk Inc., (the “Company” ) will be held at Suite 800 – 543 Granville Street, Vancouver, British Columbia, on Friday, October 30, 2020 at 3:00 P.M. (Pacific Daylight Savings Time). At the Meeting, the shareholders will consider the resolutions to:

1. Remove all current members of the board of directors of the Company, effective immediately;

and, if approved, consider the following additional resolutions:

1. Fix the number of directors for the ensuring year at four (4); and

2. Elect the following individuals (the “Shareholder Nominees” ) as directors of the Company, effective immediately, to hold office until the close of the next annual general meeting of shareholders of the Company or until their successor is elected or appointed, unless their office is earlier vacated:

Adam Thomas Arthur Kwan Catherine Butler John D. Wright

The Company's Board of Directors has fixed September 8, 2020 as the record date for the determination of shareholders entitled to notice of and to vote at the Meeting and any adjournment or postponement thereof. Each registered shareholder at the close of business on that date is entitled to such notice and to vote at the Meeting in the circumstances set out in the Management Information Circular that has been filed on SEDAR.

DATED this 21st day of September, 2020.

BY ORDER OF THE BOARD

“Kenneth Fitzgerald”

Kenneth Fitzgerald Chairman and Chief Executive Officer and Chief Financial Officer

Due to restrictions on mass gatherings implemented by the Government of British Columbia in response to the COVID‐19 (Coronavirus) outbreak and out of concern for the well-being of all participants, Shareholders and guests will not be permitted to physically attend the Meeting. Shareholders are encouraged to exercise their voting rights by mail or fax in advance of the Meeting. A teleconference of the Meeting will be available. The details for the teleconference will be announced prior to the Meeting via press release filed on SEDAR.