Neo Performance Materials Inc. — AGM Information 2021

Jun 8, 2021

NEO PERFORMANCE MATERIALS INC. NOTICE OF ANNUAL GENERAL & SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that an annual general and special meeting (the " Meeting ") of shareholders (" Shareholders ") of Neo Performance Materials Inc. (the " Corporation ") will be held at the offices of Neo Performance Materials Inc., 121 King Street West, Suite 1740, Toronto, Ontario, on Tuesday, June 29, 2021 at 4:00 p.m. (Toronto time) for the following purposes:

1. to receive the annual report and the financial statements for the year ended December 31, 2020 and the report of the auditors thereon;

2. to elect directors;

3. to re-appoint auditors and to authorize the directors to fix their remuneration;

4. to consider and, if deemed appropriate, to pass, with or without variation, an ordinary resolution, the full text of which is set out in the accompanying Management Information Circular (the " Circular ") approving the adoption of the Corporation's Omnibus Long-Term Incentive Plan; and

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

A form of proxy solicited by management of the Corporation in respect of the Meeting is enclosed herewith.

The Corporation is actively monitoring the ongoing COVID-19 situation and is sensitive to public health concerns and protocols put in place by federal, provincial and municipal governments. The Corporation will be severely restricting physical access to the Meeting and only registered shareholders and formally appointed proxyholders will be allowed to attend. In order to comply with government orders concerning maximum size of public gatherings and required physical distancing parameters, the Corporation may be unable to admit shareholders to the Meeting. The Corporation strongly encourages registered shareholders and proxyholders not to attend the Meeting in person, and Shareholders are encouraged to vote using one of the methods described in the accompanying management information circular. To further mitigate the risk of the spread of the virus, the Meeting will be audio-cast live at 4:00 p.m. (Toronto time) on June 29, 2021 and can be accessed by conference call at (647) 427-7450 (Toronto local) or 1 (888) 231-8191 (toll free), participant code: 3150358#. This call will be listen-only and shareholders will not be able to vote or speak at, or otherwise participate in the Meeting via the conference call.

Given the restrictions in place, the Corporation's board of directors and auditors do not plan to attend the Meeting in person. Management will not be making an investor presentation at the Meeting. Management will be hosting a conference call at 10 a.m. (Toronto time) on August 12, 2021 to discuss the second quarter financial results and shareholders are invited to listen to the quarterly call. Call in information for the third quarter financial results conference call will be released at a later date.

Shareholders are requested to sign the enclosed form of proxy and return it in the envelope provided for that purpose. To be effective, the form of proxy must be received at the offices of Computershare Trust Company of Canada, 100 University Avenue, 8[th] Floor, Toronto, Ontario, Canada, M5J 2Y1 or via internet at www.investorvote.com or by telephone at the toll-free number printed on the form of proxy by not later than 4:00 p.m. (Toronto time) on Friday, June 25, 2021 or, if the Meeting is adjourned, not later than 48 hours, excluding Saturdays, Sundays or holidays, preceding the time of such adjourned Meeting, or in either case by such later date and time as the Board may determine in its sole discretion. The accompanying Information Circular provides additional information relating to the matters to be dealt with at the Meeting.

DATED this 28[th] day of May, 2021.

By Order of the Board

/s/ " Claire M.C. Kennedy "

Chair of the Board of Directors