Toronto, Ontario--(Newsfile Corp. - November 12, 2026) - Grosvenor CPC I Inc. (TSXV: GRVA.P) ("Grosvenor" or the "Company"), 9409-5072 Quebec Inc. ("9409-5072") and Gestion Faraday Énergie Inc. ("Faraday" and together with 9409-5072, the "Targets") are pleased to jointly announce that they have received conditional approval from the TSX Venture Exchange (the "TSXV" or the "Exchange") for Grosvenor's previously announced "Qualifying Transaction" (as such term is defined in TSXV Policy 2.4 - Capital Pool Companies). The proposed business combination transaction will be completed pursuant to the terms and conditions of the previously announced (see press release of August 28, 2026) share transfer agreement dated August 27, 2026 (the "Share Transfer Agreement").

Pursuant to the Share Transfer Agreement, 9572-0660 Québec Inc. ("Purchaseco"), a wholly-owned subsidiary of Grosvenor, will acquire all of the issued and outstanding shares of 9409-5072 and Faraday, and immediately thereafter, Purchaseco and 9566-8216 Québec Inc. ("Finco"), also a wholly-owned subsidiary of Grosvenor, will amalgamate to form "Amalco," which will become a wholly-owned subsidiary of Grosvenor (together with the related transactions described in this news release, the "Transaction").

For further information, please see Grosvenor's filing statement (the "Filing Statement"), which was filed on November 11, 2026 and is available for review under Grosvenor's profile on SEDAR+ at www.sedarplus.ca. Closing of the Transaction is expected to occur on or about November 23, 2026. The completion of the Transaction is subject to a number of conditions, including but not limited to receipt of all required regulatory approvals, including final TSXV acceptance, and satisfaction of other customary closing conditions.

9409-5072

9409-5072 is a private company incorporated under the Business Corporations Act (Québec) ("QBCA") on December 5, 2019. On July 1, 2026, 9409-5072 completed a short form vertical amalgamation with its subsidiary, Production hydroélectrique EnerGen ltée., and continued as a single business corporation under the name "9409-5072 Quebec Inc." 9409-5072 does business under the name "EnerGen Canada" and has one subsidiary, 9409-5999 Quebec inc. ("9409-5999"), which operates one hydro-electric power plant, Chute-Blanche hydroelectric generating station (1.5 MW), located in Sainte-Jeanne-d'Arc, Québec, on the Petite rivière Péribonka ("Chute-Blanche"). 9409-5999 was incorporated pursuant to the provisions of the QBCA on December 9, 2019. On December 18, 2020, 9409-5999 merged with 9408-5487 Quebec Inc. into a single business corporation under the name "9409-5999 Quebec Inc." Chute-Blanche was commissioned in 1998 and was acquired by 9409-5999 in 2020. 9409-5999 generates renewable electricity and sells it to Hydro-Québec under a long-term power purchase agreement. 9409-5072's business is the generation and sale of renewable hydroelectric energy to Hydro-Québec.

Faraday

Faraday was incorporated pursuant to the provisions of the QBCA on April 21, 2016 under the name "Gestion Faraday Énergie Inc." Faraday is a private corporation which owns two subsidiaries, Hydro-Abitibi Inc. and Énergie renouvelable Abitibi Inc. Those subsidiaries together hold all of the interests in two Québec limited partnerships, La Sarre 1 and La Sarre 2, in each case with Hydro-Abitibi Inc. acting as general partner and each of Hydro-Abitibi Inc. and Énergie renouvelable Abitibi Inc. holding 50% of the limited partnership units. La Sarre 1 and La Sarre 2 own and operate two hydro-electric power plants, with installed capacities of 1,050 kW and 750 kW respectively, for a combined installed capacity of approximately 1,800 kW. Both plants are located on the La Sarre River, approximately 75 km north of Rouyn-Noranda, Québec. Each station sells its output to Hydro-Québec: La Sarre 1 under a power purchase agreement entered into in December 2014, which replaced the original 1993 agreement, and La Sarre 2 under a power purchase agreement entered into in September 2015, which replaced the original 1994 agreement. Faraday's business is the generation and sale of renewable hydroelectric energy.

Directors and Executive Officers

Upon completion of the Transaction, it is expected that two directors and one officer of Grosvenor will resign, and that the Board of Directors and management team of the resulting issuer (the "Resulting Issuer") will be reconstituted to be comprised of the following individuals:

Maxime Levesque, Adm.A, CBV/EEE, has been appointed as the proposed Chief Financial Officer of the Resulting Issuer. Mr. Levesque is a recognized professional in the field of business valuation, with extensive expertise in the small and medium sized (SME) business transactional market. After earning his Bachelor of Accounting (CA) degree in 2009 from UQAM, he further developed his valuation expertise at McGill University and York University, where he earned his Chartered Business Valuator (CBV) designation. Over the course of his career, Mr. Levesque has been involved in hundreds of mandates, ranging from business acquisitions and divestitures to more complex matters such as shareholder disputes, buyouts, and corporate restructurings.

Cautionary Note Regarding Forward-Looking Information

This press release contains statements that constitute "forward-looking information" ("forward-looking information") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking information and are based on expectations, estimates and projections as at the date of this news release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information. In disclosing the forward-looking information contained in this press release, the Company has made certain assumptions, including that: the Transaction will close on the timeline currently contemplated by the parties. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, it can give no assurance that the expectations of any forward-looking information will prove to be correct. Known and unknown risks, uncertainties, and other factors may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Such factors include those set out in the Filing Statement. Accordingly, readers should not place undue reliance on the forward-looking information contained in this press release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking information to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking information or otherwise.

Completion of the Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and, if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Filing Statement (or other applicable disclosure document) of Grosvenor to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Grosvenor should be considered highly speculative.

The TSXV has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this news release.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Not for distribution to United States newswire services or for dissemination in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/323779