Mr. Steve Dalton reports

MILESTONE REACHED ON 250MW PARKER SOLAR & STORAGE PROJECT

Revolve Renewable Power Corp. has completed the interconnection milestone related to the 250-megawatt Parker solar and storage project, which was sold in January, 2023, to Engie IR Holdings LLC, a wholly owned subsidiary Engie SA, a global leader in the energy sector.

The terms of the sale, which also included the sale of the 1,000 MW Bouse solar and storage project, are set out in the news release dated Jan. 11, 2023, and are also summarized below.

The transaction

The total consideration payable by Engie is within the range of guidance previously provided by the company for the sale of utility-scale development assets, which for reference is outlined in page 10 the company's corporate presentation.

The company received an upfront payment of $2-million (U.S.) (inclusive of the reimbursement of development costs) on completion of the transaction in January, 2023. Of this payment, $800,000 (U.S.) was recognized as revenue in the company's Q3 fiscal year 2023 financial accounts with the remaining $1.2-million (U.S.) accounted for as deferred revenue.

Milestone payments

The remaining consideration is linked to each of the Parker project and Bouse project successfully completing the following development milestones:

• Completion of further interconnection studies;
• Issuance by Engie of a notice to proceed (an NTP) construction works to the applicable EPC (engineering, procurement, construction) contractor;
• On the commissioning date (the COD), with such date being the date that a project has been synchronized to the grid and is capable of delivering all of its installed capacity to the grid.

The company previously guided that it expected the first of these milestones to be achieved in 2023 when further interconnection studies are issued. It is now pleased to confirm that the completion of further interconnection studies milestone has been met for the Parker project.

Put option

As part of the transaction the parties entered into a put option agreement allowing Engie to sell the Parker project and Bouse project back to the company for a limited period following receipt of the results of the next interconnection studies due for each project.

This put option exercise period commenced when the interconnection study was received for the Parker project and has now since expired for this project, with Engie choosing not to exercise the option.

The next milestone payment related to the Parker project totalling $850,000 (U.S.) has now become due and is expected to be paid within the next 30 days. There were no additional development costs incurred by the company in relation to this milestone.

As a result of this the company expects to record revenue from the transaction in Q1 FY 2024 (July, 2023, to September, 2023) totalling $1.09-million (U.S.) consisting of the milestone payment above and $240,000 (U.S.) of previously deferred revenue.

Steve Dalton, chief executive officer of Revolve, commented: "We are delighted to reach a key milestone for the Parker project and the overall transaction with Engie. The milestone payment provides us with further capital to continue funding the business and our expanding project development pipeline, while the expiration of the put option removes the risk of the Parker project being sold back to us and the uncertainty that this generated for investors.

"We can now look forward to continuing to supporting the team at Engie in developing the Parker project towards reaching its next milestone as well as the release of the next interconnection study for the Bouse project in the first half of next year. "

The Parker project

The Parker project is a 250 MW solar and storage project, located on approximately 1,530 acres of land wholly managed by the Bureau of Land Management (the BLM) in La Paz county, Arizona. The project is near existing transmission infrastructure and easily accessed through existing state road network. It has the capacity to provide electricity to an equivalent of approximately 300,000 homes. The company commenced the greenfield development of the Parker project in mid-2021.

About Revolve Renewable Power Corp.

Revolve was formed in 2012 to capitalize on the growing global demand for renewable power. Revolve develops utility-scale wind, solar and battery storage projects in the United States and Mexico with a portfolio of 2,838 MW under development. The company has a second division, Revolve Renewable Business Solutions, which installs and operates sub-20 MW behind-the-meter distributed generation (or DG) assets. Revolve Renewable Business Solutions currently has an operating portfolio of six MW with an additional three MW under construction.

Revolve has an accomplished management team with a demonstrated record of taking projects from greenfield through to ready-to-build (or RTB) status and successfully concluding project sales to large operators of utility-scale renewable energy projects. To date, Revolve has developed and sold over 1,550 MW of projects.

Going forward, Revolve is targeting 5,000 MW of utility-scale projects under development in the U.S. and Mexico, and in parallel is rapidly growing its portfolio of revenue-generating DG assets.

We seek Safe Harbor.