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Lycos Energy Inc. — Proxy Solicitation & Information Statement 2023
May 9, 2023
45909_rns_2023-05-09_fe2ae3b9-d2d4-4fb2-b610-28268fb58925.pdf
Proxy Solicitation & Information Statement
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NOTICE AND ACCESS NOTIFICATION TO SHAREHOLDERS
You are receiving this notification as Lycos Energy Inc. (" Lycos ") has elected to use the notice and access model (" Notice and Access ") for the delivery of meeting materials to its shareholders who do not hold their common shares of Lycos (" Common Shares ") in their own name (the " Beneficial Shareholders ") in respect of its annual general and special meeting of shareholders to be held on June 14, 2023 (the " Meeting "). Under Notice and Access, instead of receiving paper copies of Lycos’s management information circular dated May 1, 2023 (the " Circular "), Beneficial Shareholders are receiving this notice with information on how they may access the Circular electronically. Lycos is providing this notice to all Beneficial Shareholders. The use of this alternative means of delivery is more environmentally friendly as it will help reduce paper use and it will also reduce Lycos’s printing and mailing costs.
MEETING DATE, TIME AND DELIVERY METHOD:
WHEN:
Wednesday, June 14, 2023 10:00 a.m. (Calgary Time)
MEETING DELIVERY:
City Center Conference Room Floor 2, 215 2nd Street S.W., Calgary, Alberta, T2P 1M4
SHAREHOLDERS WILL BE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING MATTERS:
NUMBER OF DIRECTORS: Shareholders will be asked to fix the number of directors to be elected at the Meeting at seven (7) Information on fixing the number of directors may be found in the " Fixing the Number of Directors " section of the Circular.
ELECTION OF DIRECTORS: Shareholders will be asked to elect directo r s to hold office until the next annual meeting. Information respecting the election of directors may be found in the " Electing of Directors " section of the Circular.
APPOINTMENT OF AUDITORS: Shareholders will be asked to appoint KPMG LLP, Chartered Accountants, as Lycos's independent auditors until the next annual meeting at a remuneration to be set by Lycos’s Board of Directors. Information on the appointment of KPMG LLP may be found in the " Appointing the Auditors " section of the Circular.
STOCK OPTION PLAN: Shareholders will be asked to ratify and confirm the amended and restated stock option plan and prior grants of options thereunder. Information on the amended and restated stock option plan may be found in the " Ratification and confirmation of stock option plan and prior grants of options thereunder " section of the Circular.
SHARE CONSOLIDATION: Shareholders will be asked to consider and, if deemed appropriate, pass a special resolution authorizing the directors of Lycos to consolidate the Common Shares of Lycos on the basis of between four (4) and eight (8) pre-consolidation Common Shares for each postconsolidation Common Share. Information on the share consolidation may be found in the “ Approval of share consolidation” section of the Circular.
OTHER BUSINESS: To transact such other business as may properly be brought before the Meeting or any adjournment or postponement thereof.
SHAREHOLDERS ARE REMINDED TO REVIEW THE CIRCULAR BEFORE VOTING.
WEBSITES WHERE CIRCULAR IS POSTED
Shareholders can access the Circular on at https://odysseytrust.com/client/lycos/ or by accessing Lycos's profile on SEDAR at www.sedar.com .
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HOW TO OBTAIN PAPER COPIES OF THE CIRCULAR
Should you wish to receive paper copies of the proxy-related materials, or if you have any questions about the notice and access mechanism, please contact Odyssey Trust Company at 1-587-885-0960 (outside North America or 1-888-290-1175 within North America) or via their website at www.odysseycontact.com. We estimate that your request for materials will need to be received at least seven (7) business days in advance of the voting instruction form deposit deadline in order for you to receive your paper copies in advance of such deadline and the date of the Meeting.
VOTING
Beneficial Shareholders are asked to return their enclosed voting instruction form in accordance with the deadline and instructions noted on the voting instruction form.
Please Note: You cannot use this notice to vote. If you do request a paper copy of the Circular, you will not receive a new voting instruction form so you should retain the form sent to you to vote.