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Perk Labs Inc. AGM Information 2021

Mar 31, 2021

47361_rns_2021-03-31_8affc45f-9c39-4e02-90f5-89a6b3bc6114.pdf

AGM Information

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NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the annual and special meeting (the “ Meeting ”) of the shareholders of Medical Facilities Corporation (the “ Corporation ”) will be held on Thursday, the 13[th] day of May, 2021 at the hour of 11:00 a.m. (Eastern time) by virtual only meeting via live audio webcast online at https://web.lumiagm.com/466371520 , password: medical2021 (case sensitive) for the following purposes:

  1. TO RECEIVE the financial statements of the Corporation for the year ended December 31, 2020, together with the report of the auditors thereon;

  2. TO ELECT members of the Board of Directors of the Corporation for the coming year;

  3. TO APPOINT KPMG LLP as the auditors of the Corporation for the coming year and to authorize the Board of Directors of the Corporation to fix the remuneration to be paid to the auditors;

  4. TO CONSIDER and, if deemed advisable, approve, with or without variation, a special resolution approving an amendment to the articles of the Corporation to allow for the participation in, and attendance of, shareholders’ meetings by electronic or virtual mediums as more particularly described in the accompanying management information circular; and

  5. TO TRANSACT such further or other business as may properly come before the Meeting and any and all adjournments thereof.

Your vote is important regardless of the number of shares you hold . As a shareholder, you have the right to vote your shares in respect of the election of directors, appointment of the auditors, amendment to the articles and any other items that may properly come before the Meeting. To assist with your decisions, you are encouraged to read the accompanying management information circular.

The vast majority of shareholders typically vote by proxy in advance of the Meeting. The Corporation encourages its shareholders to vote in advance of the Meeting as described below.

This year, as a result of the public health impact of COVID-19 and to mitigate risks to the health and safety of the Corporation’s communities, shareholders, employees and other stakeholders, the Corporation will hold the Meeting in a virtual only format, which will be conducted via live audio webcast. Shareholders will have an equal opportunity to participate at the Meeting online regardless of their geographic location. Shareholders will not be able to attend the Meeting in person.

Registered shareholders and duly appointed proxyholders will be able to vote and ask questions at the Meeting, all in real time, provided they are connected to the Internet and comply with all of the requirements set out in the accompanying management information circular. Non-registered shareholders who wish to be recognized as shareholders at the Meeting should refer to the information provided under the headings “ Appointment of a Proxyholder ” and “ Voting by Non-Registered Shareholders ” of the accompanying management information circular and follow the instructions provided by their financial intermediary to appoint themselves as proxyholders. Nonregistered shareholders who have not duly appointed themselves as proxyholders will be able to attend the Meeting as guests but will not be able to vote at the Meeting.

The Corporation is using “notice and access” procedures to furnish proxy materials to shareholders over the Internet. The Corporation believes that this delivery process will expedite shareholders’ receipt of proxy materials and lower the cost and reduce the environmental impact of the Meeting. On or about March 31, 2021, shareholders will be sent a notice and access notification containing instructions on how to access proxy materials for the fiscal year ended December 31, 2020. The notice and access notification also provides instructions on how to vote and includes instructions on how to receive a paper copy of the proxy materials by mail.

The Board of Directors of the Corporation has fixed the record date for the Meeting as March 24, 2021 (the “ Record Date ”) for determining shareholders entitled to receive notice of, and to vote at, the Meeting, or any postponement or adjournment thereof.

If you are a shareholder and you are not able to attend the Meeting, please carefully follow the instructions on the form of proxy or voting instruction form and vote in advance of the meeting.

Please exercise your right to vote by signing and returning the enclosed form of proxy using the enclosed return envelope or following the instructions contained in the accompanying management information circular to vote by facsimile. The form of proxy should arrive not less than 48 hours before the time set for the holding of the Meeting or any adjournment or postponement thereof (excluding Saturdays, Sundays, and holidays) before any reconvened meeting.

Shareholders that hold their shares with a financial intermediary will receive a voting instruction form in order to instruct their intermediary how to vote on their behalf. These shareholders may also vote at the Meeting as detailed under the heading “ Voting Instructions ” of the accompanying management information circular. Shareholders are encouraged to vote online or by telephone to ensure their vote is received in advance of the Meeting.

If you have any questions or need any additional information, please contact your professional advisors or you may contact Shorecrest Group, the Corporation’s proxy solicitation agent, toll free at 1.888.637.5789, locally in Toronto at 647.931.7454 or by email at [email protected].

The accompanying management information circular provides additional information relating to the matters to be dealt with at the Meeting and forms part of this notice.

DATED at Toronto, Ontario this 26[th] day of March, 2021.

BY ORDER OF THE BOARD OF DIRECTORS

Jeffrey Lozon

Chair of the Board of Directors Medical Facilities Corporation

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