Mr. Myke Clark reports

REVOLVE ANNOUNCES CLOSING OF FULLY SUBSCRIBED NON-BROKERED LIFE OFFERING OF UNITS

Revolve Renewable Power Corp. has closed its previously announced non-brokered private placement offering of units for aggregate gross proceeds of $1.2-million, issuing 4.8 million units at a price of 25 cents per unit.

Each unit consists of one common share in the capital of the company and one common share purchase warrant. Each warrant entitles the holder thereof to purchase one common share for a period of 24 months following the closing date of the offering at an exercise price of 40 cents.

The units distributed in connection with the offering were issued and sold pursuant to the listed issuer financing exemption available under Part 5A of National Instrument 45-106 (Prospectus Exemptions), as amended, by co-ordinated blanket order 45-935 (Exemptions from Certain Conditions of the Listed Issuer Financing Exemption). A copy of the offering document under the LIFE dated June 11, 2025, is available electronically on the company's website and on SEDAR+ under the company's issuer profile.

Pursuant to the LIFE, units issued under the offering are not subject to resale restrictions in Canada in accordance with applicable Canadian securities laws and the policies of the TSX Venture Exchange, other than securities issued to insiders of the company, which are subject to an exchange hold period of four months. All other securities not issued pursuant to the LIFE, namely the finder warrants, are subject to a statutory hold period in accordance with applicable Canadian securities laws, expiring four months and one day from the date of issuance. The offering remains subject to the final acceptance of the exchange.

The net proceeds of the offering are expected to be used for the following: (i) development of renewable energy projects in the United States, Canada and Mexico; (ii) distributed generation costs in Mexico for projects under development; and (iii) general working capital requirements.

In connection with the offering, the company paid finders' fees of $37,500 to certain eligible finders, representing 6.0 per cent of the gross proceeds raised by the company from the sale of units to subscribers directly introduced to the company by such finders. In addition, the company issued to eligible finders 150,000 non-transferable finder warrants, representing 6.0 per cent of the number of the units sold to subscribers directly introduced to the company by such eligible finders. Each finder warrant entitles the holder to acquire one common share of the company at a price of 25 cents per common share for a period of 12 months from the date of issuance.

Multilateral Instrument 61-101 disclosure

Craig Lindsay, a director of the company, beneficially subscribed for 100,000 units under the offering for aggregate gross proceeds of $25,000. Insider Mr. Lindsay's subscription is considered to be a related-party transaction of the company for purposes of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) and Section 5.9 (Protection of Minority Securityholders in Special Transactions) of the corporate finance manual of the exchange. In completing the offering, the company is relying upon exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on sections 5.5(a) and (b) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25 per cent of the company's market capitalization, and no securities of the company are listed or quoted for trading on prescribed stock exchanges or stock markets. Additionally, the company is exempt from minority shareholder approval requirement in Section 5.6 of MI 61-101 in reliance on, inter alia, Section 5.7(a) as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25 per cent of the company's market capitalization. The company did not file a material change report 21 days prior to the expected closing date of the offering as the details of the insider's participation in the offering had not been finalized at the time.

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, hydro and battery storage projects in the United States, Canada and Mexico. Revolve also installs and operates sub-20-megawatt behind the meter distributed generation assets. Revolve's portfolio includes the following:

• Operating assets: 12 MW (net) of operating assets under long-term power purchase agreements across Canada and Mexico covering wind, solar, battery storage and hydro generation;
• Development: a diverse portfolio of utility-scale development projects across the United States, Canada and Mexico with a combined capacity of over 3,000 MW as well as a 140-plus-megawatt distributed generation portfolio that is under development.

Revolve has an accomplished management team with a demonstrated record of taking projects from greenfield through to ready to build status and 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 United States, Canada and Mexico, and in parallel is rapidly expanding its portfolio of revenue-generating DG assets.

We seek Safe Harbor.