Mr. Naji Baydoun reports

LEADING INDEPENDENT PROXY ADVISOR RECOMMENDS INNERGEX SHAREHOLDERS VOTE FOR THE ARRANGEMENT WITH CDPQ

Innergex Renewable Energy Inc. has received notice from Institutional shareholder Services Inc. (ISS), a leading independent proxy adviser, that it has issued a report recommending that common shareholders of Innergex vote in favour of the previously announced plan of arrangement with CDPQ. Under the terms of the arrangement, Innergex shareholders will receive $13.75 for each share of Innergex owned (other than those already held by CDPQ and its affiliates and the shares to be rolled over by certain members of senior management). The consideration represents a premium of 58 per cent to the closing price of Innergex shares on the Toronto Stock Exchange on Feb. 24, 2025, and approximately 80 per cent to the 30-day volume weighted average share price on the TSX for the period ending on the same date, being the last trading day prior to the execution of the arrangement agreement.

In issuing its endorsement of the arrangement to clients, ISS highlighted the "attractive cash offer that represents a healthy premium" while also finding the risk of non-approval unappealing due to economic and political issues. In addition to its analysis on the arrangement, ISS also recommended Innergex shareholders vote for all director nominees, the corporation's advisory vote on executive compensation and the appointment of the auditors.

As an independent proxy advisory firm, ISS has approximately 3,400 clients including many of the world's leading institutional investors who rely on ISS's objective and impartial analysis to make important voting decisions.

Details of the meeting

An annual and special meeting of shareholders is scheduled to be held in a virtual-only format on May 1, 2025, at 4 p.m. (Eastern Daylight Time) by live webcast.

The deadline for Innergex shareholders to submit votes by proxy is Tuesday, April 29, 2025, at 4 p.m. (Eastern Daylight Time)

The circular provides important information on the arrangement and related matters, including the background to the arrangement, the rationale for the recommendation made by the special committee and the board, voting procedures, and how to virtually attend the meeting. shareholders are urged to read the circular carefully and in its entirety, and if assistance is required, to consult their financial, legal, tax or other professional advisers. The circular is being mailed to the shareholders in compliance with applicable laws and the interim order. The circular and other meeting materials are available on the SEDAR+ profile of Innergex and on Innergex's corporate website.

In addition to the above, the holders of cumulative rate reset preferred shares, Series A, of Innergex will also vote as a separate class at the meeting to approve the acquisition of all of the outstanding Series A preferred shares at a price of $25.00 per share (plus all accrued and unpaid dividends and an amount in cash per Series A preferred share equal to the dividends that would have been payable in respect of such share until Jan. 15, 2026, which is the next available redemption date).

Shareholder questions and voting assistance

Innergex shareholders who have questions or need assistance in voting should contact Laurel Hill Advisory Group by telephone at 1-877-452-7184 (North American toll-free) or 1-416-304-0211 (outside North America), or by e-mail at assistance@laurelhill.com.

About Innergex Renewable Energy Inc.

For 35 years, Innergex has believed in a world where abundant renewable energy promotes healthier communities and creates shared prosperity. As an independent renewable power producer which develops, acquires, owns and operates hydroelectric facilities, wind farms, solar farms and energy storage facilities, Innergex is convinced that generating power from renewable sources will lead the way to a better world. Innergex conducts operations in Canada, the United States, France and Chile, and manages a large portfolio of high-quality assets currently consisting of interests in 90 operating facilities with an aggregate net installed capacity of 3,707 megawatts (gross 4,663 MW), including 42 hydroelectric facilities, 36 wind facilities, nine solar facilities and three battery energy storage facilities. Innergex also holds interests in 17 projects under development with a net installed capacity of 945 MW (gross 1,577 MW), six of which are under construction, as well as prospective projects at different stages of development with an aggregate gross installed capacity totalling 10,288 MW. Its approach to building shareholder value is to generate sustainable cash flows and provide an attractive risk-adjusted return on invested capital.

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