Surge Energy Inc. — Proxy Solicitation & Information Statement 2021

Jul 19, 2021

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS OF SURGE ENERGY INC.

TO BE HELD ON AUGUST 17, 2021

NOTICE IS HEREBY GIVEN that a special meeting (the “ Surge Meeting ”) of the holders (“ Surge Shareholders ”) of common shares (“ Surge Shares ”) of Surge Energy Inc. (“ Surge ”) will be held on August 17, 2021 at 9:30 a.m. (Calgary time) in a virtual-only format that will be conducted via live webcast accessible at https://web.lumiagm.com/275-179-871, password: surge2021 (case sensitive), for the following purposes:

1. to consider and, if thought advisable, to approve, with or without amendment, an ordinary resolution (the “ Surge Issuance Resolution ”), the full text of which is set forth in Appendix B-1 to the accompanying joint management information circular of Surge and Astra Oil Corp. (“ AOC ”) dated July 16, 2021 (the “ Information Circular ”), approving the issuance of Surge Shares pursuant to a plan of arrangement (the “ Arrangement ”) involving, inter alia, AOC, Surge, and the holders of common shares of AOC under Section 193 of the Business Corporations Act (Alberta), all as more particularly described below and in the Information Circular;

2. conditional upon the Surge Issuance Resolution being approved at the Surge Meeting, to consider and, if thought advisable, to approve, with or without amendment, a special resolution (the “ Surge Share Consolidation Resolution ”), the full text of which is set forth into Appendix B-2 the Information Circular approving an amendment to the articles of Surge to effect a consolidation of the outstanding Surge Shares on the basis of a one (1) post-consolidation Surge Share for each 8.5 pre-consolidation Surge Shares, all as more particularly described below and in the Information Circular; and

3. to transact such other business as may properly come before the Surge Meeting or any adjournment or postponement thereof.

The completion of the Arrangement is conditional upon, among other matters, the receipt of all regulatory and court approvals.

Specific details of the matters to be put before the Surge Meeting are set forth in the Information Circular.

The record date (the “ Surge Record Date ”) for the determination of Surge Shareholders entitled to receive notice of, and to vote at, the Surge Meeting is July 15, 2021. Only Surge Shareholders whose names have been entered in the register of Surge Shareholders at the close of business on the Surge Record Date will be entitled to receive notice of and to vote at the Surge Meeting. To the extent a Surge Shareholder transfers the ownership of any of its Surge Shares after the Surge Record Date and the transferee of those Surge Shares establishes that it owns such Surge Shares and requests, at least 10 days before the Surge Meeting, to be included in the list of Surge Shareholders eligible to vote at the Surge Meeting, such transferee will be entitled to vote those Surge Shares at the Surge Meeting.

Registered Surge Shareholders may attend the Surge Meeting virtually or may be represented by proxy. Surge Shareholders who are unable to attend the Surge Meeting or any adjournments or postponements thereof in person are requested to date, sign and return the accompanying form of proxy for use at the Surge Meeting or any adjournment or postponement thereof.

To be effective, the proxy must be mailed so as to be deposited at the office of Surge’s transfer agent, Odyssey Trust Company, 1230-300 5th Avenue S.W., Calgary, AB, T2P 3C4, before 9:30 a.m. (Calgary time) on August 13, 2021 or, if the Surge Meeting is adjourned or postponed, at least 48 hours prior to the time of the adjourned or postponed Surge Meeting. The time limit for the deposit of proxies may be waived or extended by the Chair of the Surge Meeting at his discretion without notice. To vote through the internet instead, you will require your control number found on your proxy form.

Registered shareholders and duly appointed proxyholders will be able to virtually attend the Surge Meeting, submit questions and vote in real time, provided they are connected to the internet and follow the instructions in the attached the Information Circular. Non-registered, or beneficial, Surge Shareholders who have not duly appointed themselves as proxyholder will be able to virtually attend the Surge Meeting as guests but will not be able to vote at the Surge Meeting.

Shareholders who wish to appoint a person other than the management nominees identified in the form of proxy or voting instruction form (including a beneficial Surge Shareholder who wishes to appoint themselves to attend the Surge Meeting) must carefully follow the instructions in the Information Circular and on their form of proxy or voting instruction form. These instructions include the additional step of registering such proxyholder with Odyssey by sending an email to surgeenergy@odysseytrust.com no later than the Surge Proxy Deadline in order for the proxyholder to receive a control number to attend the Surge Meeting. If you wish to appoint a person other than the management nominees identified on the form of proxy or voting instruction form to attend and participate at the Surge Meeting as your proxy and vote your Surge Shares, you MUST register such proxyholder after having submitted your form of proxy or voting instruction form identifying such proxyholder. Failure to register the proxyholder with Odyssey will result in the proxyholder not receiving a control number to participate in the Surge Meeting and only being able to attend as a guest. Guests will be able to listen to the Surge Meeting but will not be able to vote or ask questions. Please see the section entitled “ Appointment and Revocation of Proxies ” section in the Information Circular for further instructions.

For information regarding voting or appointing a proxy by internet, see the form of proxy for Surge Shareholders and/or the section entitled “ General Proxy Matters – Surge – Voting by Internet ” in the Information Circular. In the event of a postal disruption as a result of a Canada

Post labour disruption or other cause, please see “ General Proxy Matters – Surge – Appointment and Revocation of Proxies ” and “ General Information – Information for Beneficial Shareholders ” in the Information Circular for information on how to obtain and submit a form of proxy or voting information form, as applicable.

The form of proxy confers discretionary authority with respect to: (i) amendments or variations to the matters of business to be considered at the Surge Meeting; and (ii) other matters that may properly come before the Surge Meeting. As of the date hereof, management of Surge knows of no amendments, variations or other matters to come before the Surge Meeting other than the matters set forth in this Notice of Meeting. Surge Shareholders who are planning on returning the accompanying form of proxy are encouraged to review the Information Circular carefully before submitting the proxy form.

If you have any questions or need any additional information, you should contact your professional advisors or you can contact Shorecrest Group, Surge’s proxy solicitation agent, toll-free at 1 (888) 637-5789, locally at (647) 931-7454 or by email at contact@shorecrestgroup.com.

Dated at the City of Calgary, in the Province of Alberta, this 16[th] day of July, 2021.

BY ORDER OF THE BOARD OF DIRECTORS OF SURGE ENERGY INC.

(signed) “ Paul Colborne ”

Paul Colborne President and Chief Executive Officer Surge Energy Inc.