Medexus Pharmaceuticals Inc. — Proxy Solicitation & Information Statement 2023

Aug 22, 2023

Notice of Availability of Proxy Materials for Medexus Pharmaceuticals Inc. Annual Meeting

Meeting Date and Time: September 21, 2023 at 10:00 am, Toronto time

Location: Virtual at https://web.lumiagm.com/237404422

Please be advised that the proxy materials for the above noted securityholder meeting are available for viewing and downloading online. This document provides an overview of these materials, but you are reminded to access and review the information circular and other proxy materials available online prior to voting. These materials are available at:

www.medexus.com/2023-annual-meeting

OR

www.sedarplus.ca (as successor to www.sedar.com)

Obtaining Paper Copies of the Proxy Materials

Securityholders may request to receive paper copies of the proxy materials related to the above referenced meeting by mail at no cost. Requests for paper copies must be received by September 11, 2023 in order to receive the paper copy in advance of the meeting. Shareholders may request to receive a paper copy of the Materials for up to one year from the date the Materials were filed on www.sedarplus.ca (as successor to www.sedar.com).

For more information regarding notice-and-access or to obtain a paper copy of the Materials you may contact our transfer agent, Odyssey Trust Company, via www.odysseycontact.com or by phone at 1-888290-1175 (toll-free within North America) or 1-587-885-0960 (direct from outside North America).

Notice of Meeting

The resolutions to be voted on at the meeting, described in detail in the Management Information Circular, are as follows:

1. Election of Directors - To elect the Directors of the Corporation. See pages 11 to 14 in the Information Circular.

2. Appointment of Auditors - Appointment of PricewaterhouseCoopers LLP, as Auditors of the Corporation. See page 14 in the Information Circular.

3. Amendment to LTIP - To consider and approve resolutions to amend the Corporation’s 2022 Long Term Incentive Plan. See pages 14 to 15 in the Information Circular.

Voting

To vote your securities, refer to the instructions on the enclosed Proxy or Voting Instruction Form. Your Proxy or Voting Instruction Form must be received by 10:00 am, Toronto time, on September 19, 2023.

Annual Financial Statements

The Issuer is providing paper copies or emailing electronic copies of its annual financial statements to all registered shareholders and only beneficial shareholders that have opted to receive annual financial statements and have indicated a preference for either delivery method.