Next Hydrogen Solutions Inc. — Merger & Acquisition 2021

Mar 17, 2021

Please read the accompanying Management Information Circular and the instructions attached hereto carefully before completing this Letter of Transmittal. TSX Trust Company (the “Depositary”) (see below for address and telephone number) or your broker or other financial advisor will be able to assist you in completing this Letter of Transmittal. Unless the context otherwise requires, capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Glossary of Terms in the Circular.

LETTER OF TRANSMITTAL

WITH RESPECT TO THE REGISTERED HOLDERS OF COMMON SHARES OF BioHep Technologies Inc.

This Letter of Transmittal is for use by registered holders (“ Shareholders ”) of common shares of BioHep Technologies Inc. (“ BioHep ”), to be renamed and redesignated as Class A common shares, to exchange each such share (“ Old Company Shares ”) for share certificates or DRS statements representing one (1) new common share of BioHep and one (1) new common share of 1291549 B.C. Ltd . (collectively, “ New Company Shares ”) as described in the management information circular (the “ Circular ”) of BioHep dated March 11, 2021, which is to be considered at an annual and special meeting (the “ Meeting ”) on April 12, 2021. Capitalized terms used but not defined in this Letter of Transmittal shall have the meaning set out in the Arrangement Agreement dated as of March 3, 2021 including all amendments.

TO: BIOHEP TECHNOLOGIES INC. AND TO: 1291549 B.C. LTD. AND TO: TSX TRUST COMPANY

In order for the Shareholders to receive New Company Shares for their Old Company Shares, Shareholders are required to deposit the original certificates or DRS statements representing the Old Company Shares held by them with the Depositary together with this Letter of Transmittal, properly completed and duly executed.

Any resulting fractional common share will be rounded down to the nearest whole number and any fractional common share post-consolidation will be cancelled without consideration.

Any certificate which immediately prior to the Effective Time represented Old Company Shares and which has not been surrendered with all other documents required by the Depositary, on or prior to the sixth anniversary of the Effective Date, will cease to represent any claim against or interest of any kind or nature in either BioHep or BC1291549. Accordingly, persons who tender certificates for BioHep Shares after the sixth anniversary of the Effective Date will not receive New Shares or BC1291549 Shares, will not own any interest in BioHep or BC1291549 and will not be paid any cash or other compensation in lieu thereof.

Please read the instructions set out below carefully before completing this Letter of Transmittal. Delivery of this Letter of Transmittal to an address other than as set forth herein will not constitute a valid delivery. If Old Company Shares are registered in different names, a separate Letter of Transmittal must be submitted for each different registered owner. Please see Instruction 2(f) for further detail.

The undersigned hereby irrevocably delivers to the Depositary the following original share certificates or DRS statements representing the Old Company Shares of which the undersigned has full power and authority to deposit, sell, assign, and transfer:

Certificate Number(s) or DRSHolder Account Number(s)	Number ofOld Company Shares	Name in which Registered(Please fill in exactly as name(s)appear(s) on certificate(s) or DRSstatement(s))

TOTAL:

NOTE: If the space provided is insufficient, details may be listed on a separate schedule (in the above format) to this Letter of Transmittal.

• Some or all of my Old Company Shares certificates have been lost, stolen or destroyed. Please review Instruction #4 for the procedure to replace lost or destroyed certificates. (Check box if applicable) .

It is understood that, upon receipt of the original of this Letter of Transmittal validly completed and duly signed, the Old Company Shares deposited herewith, the original certificate(s) representing the Old Company Shares, and any other required documentation (if applicable), and following the Effective Date, the Depositary will send to the undersigned the New Company Shares in accordance with delivery instructions provided herein.

The undersigned hereby represents and warrants that:

• (a) the undersigned is the registered and beneficial owner of the Old Company Shares;

• (b) the undersigned has full power and authority to deposit, sell, assign and transfer the Old Company Shares being deposited and has not sold, assigned or transferred or agreed to sell, assign or transfer any of such deposited Old Company Shares, or any interest therein, to any other person;

• (c) the undersigned, or the person on whose behalf the Old Company Shares are being deposited, has good title to and such Old Common Shares are free and clear of all liens, mortgages, restrictions, charges, encumbrances, security interests, claims and rights of others;

• (d) the undersigned has the full power and authority to execute and deliver this Letter of Transmittal and all information inserted into this Letter of Transmittal by the undersigned is complete and accurate;

• (e) the delivery and surrender of Old Company Shares by the undersigned under this Letter of Transmittal complies with all applicable laws;

The undersigned acknowledges that if the Arrangement is not completed or does not proceed, the enclosed certificate(s) representing the Old Company Shares and all other ancillary documents will be: (i) returned forthwith to the undersigned in accordance with the delivery instructions in this Letter of Transmittal, or failing such address being specified, to the undersigned at the last address of the undersigned as it appears on the share register maintained by BioHep’s transfer agent.

The undersigned hereby covenants to execute, upon request, any additional documents, transfers and other assurances as may be necessary or desirable to complete the deposit of the Old Company Shares.

Each authority conferred or agreed to be conferred by the undersigned in this Letter of Transmittal shall survive the death or incapacity of the undersigned and any obligation of the undersigned hereunder shall be binding upon the heirs, personal representatives, successors and assigns of the undersigned.

A. NAME AND NUMBER ON CERTIFICATES OR DRS STATEMENTS FOR NEW COMPANY SHARES:

By reason of the use by the undersigned of an English language form of Letter of Transmittal, the undersigned shall be deemed to have required that any contract in connection with the delivery of the New Company Shares pursuant to the Arrangement through this Letter of Transmittal, as well as all documents related thereto, be drawn exclusively in the English language. En raison de l’usage d’une lettre d’envoi en langue anglaise par le soussigné, le soussigné et les destinataires sont présumés d’avoir requis que tout contrat attesté par l’arrangement et son acceptation par cette lettre d’envoi, de même que tous les documents qui s’y rapportent, soient rédigés exclusivement en langue anglaise.

The undersigned authorizes and directs the Depositary to issue a certificate or DRS statement for New Company Shares to which the undersigned is entitled as indicated below and to mail such certificate or DRS statement to the address indicated below or, if no instructions are given, in the name and to the address if any, of the undersigned as appears on the share register maintained by the Transfer Agent.

Certificate(s) or DRS statement(s) representing New Company Shares are to be issued as follows:

A. Name on Certificate or DRS Statement A. Number of New Company Shares

B. DELIVERY C. IMPORTANT: This box must be completed Mail or make available for delivery certificate(s) or fully if the name in which any New Company Share DRS statement(s) representing New Company Shares is to be issued differs from the name of the registered as follows: holder appearing on the existing certificate(s) or DRS statement(s) or if delivery will be to a person or Name: ____________________________________ address other than that of the registered holder. Address: __________________________________ __________________________________________ Date:___________________________________ Postal (Zip) Code: ___________________________ Signature:_________________________________ Email:__________________________________ ________________________________________ Name:____________________________________ Telephone #: Address: _________________________________ _________________________________________ Postal (Zip) Code:__________________________ Signature Guaranteed by: _________________________________________

Tick only one:

Issue DRS statement for New Company Shares

Issue certificate for New Company Shares

Date:

Signature of Shareholder

BOX D

RESIDENCY DECLARATION

ALL BIOHEP SHAREHOLDERS ARE REQUIRED TO COMPLETE A RESIDENCY DECLARATION. FAILURE TO COMPLETE A RESIDENCY DECLARATION MAY RESULT IN A DELAY IN YOUR RECEIPT OF THE OLD COMPANY SHARES AND THE NEW COMPANY SHARES.

The undersigned represents that:

• The beneficial owner of the New Company Shares deposited herewith is a U.S. Shareholder.

 The beneficial owner of the New Company Shares deposited herewith is not a U.S. Shareholder.

A “ U.S. Shareholder ” is any BioHep shareholder who is either (i) providing an address in Box “A” that is located within the United States or any territory or possession thereof, or (ii) a “U.S. person” for the United States federal income tax purposes as defined in Instruction 7 below. If you are a U.S person or acting on behalf of a U.S. person, then in order to avoid backup withholding of U.S federal income tax you must provide a complete IRS Form W-9 (enclosed) below or otherwise provide certification that the U.S. person is exempt from backup withholding, as provided in the instructions (see Part VIII). If you are not a U.S. Shareholder as defined in (ii) above, but you provide an address that is located within the United States, you must complete an appropriate Form W-8.

NOTE: The instructions on the following pages should be read carefully before completing this Letter of Transmittal. The Depositary (see below for address and telephone number) or your broker or other financial advisor will be able to assist you in completing this Letter of Transmittal.

INSTRUCTIONS

1. Use of Letter of Transmittal

• (a) This Letter of Transmittal duly completed and signed (or an originally signed facsimile copy thereof) together with accompanying original certificates or DRS statements representing the Old Company Shares and all other required documents must be sent or delivered to the Depositary at the address specified below.

• (b) The method used to deliver this Letter of Transmittal and any accompanying certificates or DRS statements representing Old Company Shares is at the option and risk of the holder surrendering them, and delivery will be deemed effective only when such documents are actually received by the Depositary. The use of registered mail with return receipt requested and with proper insurance obtained, is recommended. Shareholders whose Old Company Shares are registered in the name of a broker, investment dealer, bank, trust company or other nominee should contact that nominee for assistance in delivering those Old Company Shares. Delivery to an office other than to the specified office does not constitute delivery for this purpose.

• (c) Each registered holder of Old Company Shares must fill in the delivery instructions in Part B and sign and date this Letter of Transmittal. If Part B is not completed, the certificate(s) or DRS statement(s) representing New Company Shares will be mailed to the shareholder’s address recorded on the books of the Transfer Agent.

• (d) Company reserves the right if it so elects in its absolute discretion to instruct the Depositary to waive any defect or irregularity contained in any Letter of Transmittal received by it.

2. Signatures

• (a) Share certificate(s) or DRS statement(s) registered in the name of the person by whom (or on whose behalf) the Letter of Transmittal is signed need not be endorsed or accompanied by any share transfer power of attorney.

• (b) If no change in the name of the registered holder appearing on the existing Old Company Share certificate(s) or DRS statement(s) is desired but more than one new certificate or DRS statement is to be issued in that name, a holder should also fill out Part A of this Letter of Transmittal. Any holder who does not fill out Part A will receive one New Company Share certificate or DRS statement for each Old Company Share certificate or DRS statement delivered herewith. No charge will be made for one new replacement certificate or DRS statement but where more than one certificate or DRS statement is requested a charge of $6.00 (plus H.S.T.) will be levied for each additional certificate or DRS statement.

• (c) Share certificate(s) or DRS statement(s) not registered in the name of the person by whom (or on whose behalf) the Letter of Transmittal is signed or delivered to a person or address other than that of the registered shareholder(s) must be endorsed by the registered holder thereof or deposited together with share transfer power of attorney properly completed by the registered holder. Such signature must be guaranteed by an “Eligible Institution” (as defined below) or in some other manner satisfactory to the Depositary.

An “Eligible Institution” means a Canadian schedule 1 chartered bank, a member of the Securities Transfer Agent Medallion Program (STAMP), a member of the Stock Exchanges Medallion Program (SEMP) or a member of the New York Stock Exchange Inc. Medallion Signature Program (MSP). Members of these programs are usually members of a recognized stock exchange in Canada and the United States, members of the Investment Industry Regulatory Organization of Canada, members of the National Association of Securities Dealers or banks and trust companies in the United States.

• (d) If any of the surrendered Old Company Shares are registered in different names or different forms on several certificates or DRS statements (e.g. ‘‘John Doe’’ and ‘‘J. Doe’’), it will be necessary to complete, sign and submit as many separate Letters of Transmittal as there are different registrations of Old Company Shares.

3. Fiduciaries, Representatives and Authorizations

Where the Letter of Transmittal is executed by a person as an executor, administrator, trustee or guardian or on behalf of a corporation, partnership or association or is executed by any other person acting in a representative or fiduciary capacity, the Letter of Transmittal must be accompanied by satisfactory evidence of the representative’s authority to act satisfactory to the Depositary and the Depositary may require additional evidence of appointment or authority or additional documentation.

4. Lost Share Certificates or DRS Statements

If a share certificate or DRS statement has been lost, stolen or destroyed, this Letter of Transmittal must be completed as fully as possible and forwarded to the Depositary together with a letter stating the loss, theft or destruction. The Depositary will respond with the replacement requirements, which must be properly completed and returned prior to affecting the exchange.

5. Miscellaneous

• (a) If the space on this Letter of Transmittal is insufficient to list all certificates or DRS statements for Old Company Shares, additional certificate numbers or DRS account holder number(s) and numbers of shares may be included on a separate signed list affixed to this Letter of Transmittal.

• (b) No alternative, conditional or contingent deposits of Old Company Shares will be accepted.

• (c) This Letter of Transmittal will be construed in accordance with and governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

• (d) Additional copies of the Letter of Transmittal may be obtained from the Depositary at the office listed on the following page.

The Depositary is:

TSX TRUST COMPANY

By Regular Mail, Registered Mail, Hand or Courier

301 – 100 Adelaide Street West Toronto, Ontario M5H 4H1

Attention: Corporate Actions

Telephone: (416) 342-1091 Facsimile: (416) 361-0470 Email: TMXEInvestorServices@tmx.com

Any questions and requests for assistance may be directed by Shareholders to the Depositary at the telephone number, email address or location set out above.