ANNUAL INFORMATION FORM – XEBEC ADSORPTION INC. – For ...

issued, are and will be issued as fully paid and non-assessable shares without liability for further calls
or to assessment by the Company.
Preferred Shares
Preferred Shares are issuable in series with such dividend rates, redemption and conversion
features and other attributes as may be determined by the Board of Directors of the Company and
without further action by the shareholders of the Company. Preferred Shares of all series have
preference over Common Shares and any other shares ranking junior to the Preferred Shares with
respect to payment of dividends and distribution of assets of the Company on liquidation, dissolution
or winding-up.
Share Purchase Warrants
As at December 31, 2010, 15,456,424 Share Purchase Warrants were outstanding. of
which 4,292,700 Share Purchase Warrants entitle the holder to acquire one Common Share per
Share Purchase Warrant at a price of $1.10 until May 25, 2011 and 505,588 Share Purchase
Warrants entitle the holder to acquire one Common Share at a price of $0.77 per share until May
25, 2011, 10,091,886 Share Purchase Warrants entitle the holder to acquire one Common Share
at a price of $0.45 per share until November 2 nd 2015 and 566,250 Share Purchase Warrants
entitle the holder to acquire one Common Share at a price of $0.40 per share until May 2 nd 2012.
Stock Options
The Company maintains an omnibus plan (the “Omnibus Plan”), which allows for the
issuance of stock options, stock appreciation rights, restricted stock, restricted stock units,
performance awards and other stock-based awards. Under the Omnibus Plan, common shares
approved for issuance under all stock-based compensation arrangements are limited to the
greater of 591,560 or 10% of the Common Shares issued and outstanding. As at December 31,
2010, the maximum number of Common Shares available for issuance under all stock-based
compensation arrangements is 3,798,967.
Under the terms of the Omnibus Plan, stock options are granted with an exercise price not
less than the volume weighted average trading price of the Common Shares for the five trading
days prior to the date of grant. The stock options generally vest quarterly over four years and are
exercisable for seven years from the date of grant.
As at December 31, 2010, the Company had 107,361 options outstanding under the
Omnibus Plan with a weighted average exercise price of $5.99.
8. MARKET FOR SECURITIES
The outstanding Common Shares of the Company are listed on the Toronto Stock Exchange
under the trading symbol “XBC”.
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