Radient Technologies Inc. — Proxy Solicitation & Information Statement 2021

Nov 24, 2021

Notice of Availability of Proxy Materials for Radient Technologies Inc. (the “Corporation”) Annual and Special Meeting

Meeting Date and Time: December 29, 2021 at 9:30 a.m. Mountain Time

Location: to be held by way of live webcast and teleconference accessible by the following particulars:

particulars:
	Webcast	https://millerthomson.webex.com/millerthomson/j.php?MTID=m22ec2cd69c28c705a315ad9e61eb8ab3
		Meeting Number: 2312 948 2225
		Password: MilTom2021Password
	Teleconference	Dial-In: +1-416-915-6528
		Conference ID: 2312 948 2225Conference ID

In light of the continuing COVID-19 pandemic and in order to protect the health and safety of our shareholders and the broader community, the Corporation will be holding the meeting virtually via a live webcast and teleconference.

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 management information circular (the “ Circular ”) and other proxy materials available online prior to voting. These materials are available at:

https://odysseytrust.com/client/radient-technologies-inc-2021-ags/

OR

www.sedar.com

Obtaining Paper Copies of the Proxy Materials and Questions Regarding Notice and Access

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 December 15, 2021 in order to receive the paper copy in advance of the meeting. Requests for paper copies or questions regarding notice and access may be made by contacting:

Toll Free Within North America: 1.888.290.1175

Direct from outside of North America: 1.587.885.0960

Registered holders and beneficial owners who have previously provided standing instructions will receive paper copies of the proxy materials. If you are a registered holder and have previously provided standing instructions indicating that you wish to receive paper copies of the proxy materials, you may revoke your instructions by calling the number above.

Notice of Meeting

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

Number of Directors: Shareholders will be asked to fix the number of directors. Information respecting the number of directors may be found in the Circular under “ Number of Directors ”.

Election of Directors: Shareholders will be asked to elect directors for the ensuing year. Information respecting the election of directors may be found in the Circular under “ Election of Directors ”.

Appointment of Auditor: Shareholders will be asked to appoint Grant Thornton LLP as auditors (the “ Auditors ”) of the Corporation for the current financial year and to authorize the directors to fix the remuneration of the Auditors. Information respecting the appointment of auditor may be found in the Circular under “ Appointment and Remuneration of Auditors ”.

Stock Option Plan Shareholders will be asked to consider and, if thought fit, to approve an ordinary resolution ratifying and approving the Corporation’s stock option plan. Information respecting the stock option plan may be found in the Circular under “ Approval of Stock Option Plan ”.

Change of Registered Shareholders will be asked to consider and, if thought fit, pass, with or Office without variation, a special resolution, the full text of which is set forth in the Circular, approving an amendment to the articles of the Corporation to change the province in which the registered office of the Corporation is situated from the Province of British Columbia to the Province of Alberta. Information respecting the change of registered office may be found in the Circular under “ Change of Registered Office of the Corporation ”.

Voting

To vote your securities, please refer to the instructions on the enclosed proxy or voting instruction form. Your proxy or voting instruction form must be received by December 23, 2021 at 9:30 a.m. Mountain time.

Non-registered (beneficial) shareholders should follow the instructions on the voting instruction form or other form of proxy provided by their intermediaries with respect to the procedures to be followed for voting.

Only registered shareholders and duly appointed proxyholders will be entitled to vote at the meeting. Shareholders who wish to appoint a proxyholder other than the persons designated by the Corporation on the form of proxy or identified on the voting instruction form (including a non-registered shareholder who wishes to appoint themselves) to represent them at the meeting must carefully follow the instructions in the Circular and on their form of proxy or voting instruction form. Failure to register the proxyholder with our transfer agent will result in the proxyholder not receiving a control number to vote in the meeting and only being able to attend as a guest. Non-registered shareholders located in the United States must also provide Odyssey Trust Company with a duly completed legal proxy if they wish to vote at the meeting or appoint a third party as their proxyholder.

Stratification

The Corporation is providing paper copies of its Circular only to those registered shareholders and beneficial shareholders that have previously requested to receive paper materials.

Annual Financial Statements

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