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Revolve Announces Approval of the Plan of Arrangement by the Shareholders of WindRiver Power Corporation

VANCOUVER, BC / ACCESSWIRE / November 7, 2023 / Revolve Renewable Power Corp. (TSXV:REVV)(OTCQB:REVVF) ("Revolve" or the "Company") a North American owner, operator and developer of renewable energy projects, announces that the shareholders of WindRiver Power Corporation ("WindRiver") approved the proposed arrangement agreement (the "Arrangement Agreement") for acquisition of all of its issued and outstanding common shares by Revolve Acquisition Corp. (the "Purchaser"), a wholly owned subsidiary of Revolve as referenced in the news release dated on October 4, 2023

The special meeting of shareholders of WindRiver was held on November 6, 2023 where the special resolution of the Arrangement was approved. Out of 90.25% of the votes cast by the shareholders present or represented by proxy, all voted FOR and there were no votes AGAINST the resolution.

The final order ("Final Order") approving the Arrangement from the Court of King's Bench of Alberta, Judicial Center of Calgary is anticipated to be granted by mid-November. Closing of the Proposed Acquisition is expected to occur in early December 2023.

About WindRiver

Since its establishment in 2008, WindRiver built a successful track record in the renewable energy industry, completing the development of several wind and hydro projects across both British Columbia and Alberta totaling 200MW.

It holds equity interests in 6.63MW of net operational capacity split between two operating hydro projects and one operating windfarm, all locate in Canada. In addition to this WindRiver is currently developing 90MW of hydro development projects located in British Colombia. These projects are at varying stages of development with target ready to build dates in 2025-2026 subject to future power contracting opportunities with BC Hydro.

About Revolve

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 US and Mexico with a portfolio of approx. 2,838MW under development. The Company has a second division, Revolve Renewable Business Solutions which installs and operates sub 20MW "behind the meter" distributed generation (or "DG") assets. Revolve Renewable Business Solutions currently has an operating portfolio of 6MW with an additional 3MW under construction phase and 156MW under development.

Revolve has an accomplished management team with a demonstrated track 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 1,550MW of projects.

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

For further information contact:

Steve Dalton, CEO


Sunita Prasad
VP, Corporate Development & Investor Relations

Forward Looking Information

Although Revolve believes, considering the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because Revolve can give no assurance that they will prove to be correct. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. The forward-looking statements and information in this press release include information relating to the business plans of Revolve and management's expectation on the growth and performance of its business in the United States and Mexico, including the planned MW capacity of its projects; its expansion into the distributed generation market; potential opportunities in the distributed generation market; the completion and timing of the development of its planned portfolio of distributed generation projects; potential revenues and cashflows generated from its DG division; the Company's plans to develop, construct and finance rooftop solar, battery storage and energy efficiency projects of up to 5MW and enter into long term power purchase agreements for the sale of electricity from the projects with the underlying customers; statements regarding the Proposed Acquisition, including the benefits and terms of the Proposed Acquisition, the completion of the Proposed Acquisition and the timing thereof; receipt of all shareholder, court, regulatory, TSXV and other third party approvals required pursuant to the Proposed Transaction and the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Proposed Acquisition; statements with respect to WindRiver, its projects and proposed development plans, the impact of the Proposed Acquisition on Revolve's development portfolio; and the WindRiver team's retention following closing of the Proposed Acquisition. Such statements and information reflect the current view of Revolve and/or WindRiver respectively.

The forward-looking statements contained in this news release are based on current expectations, estimates, projections and assumptions, having regard to the Company's experience and its perception of historical trends, and includes, but is not limited to, expectations, estimates, projections and assumptions relating to the extent of regulations pertaining to the Company's projects, Revolve's ability to continue as going concern and the ability of the parties to receive, in a timely manner, the necessary shareholder, court, regulatory, TSXV and other third party approvals and the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Proposed Acquisition. Risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information, including but not limited to: the effects of weather, catastrophes and public health crises, including COVID-19; labour availability; disruptions to the Company's supply chains; changes to regulatory environment, including interpretation of production tax credits; armed hostilities and geopolitical conflicts; failure to obtain necessary regulatory approvals in a timely fashion, or at all; risks related to the development and potential development of the Company's projects; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; the availability of tax incentives in connection with the development of renewable energy projects and the sale of electrical energy; failure to obtain required shareholder, court, regulatory, TSXV and other third party approvals and the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Proposed Acquisition; failure to retain the WindRiver team following the closing of the Proposed Acquisition; as well as those factors discussed in the sections relating to risk factors discussed in the Company's continuous disclosure filings on SEDAR. Such statements and information reflect the current view of Revolve. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

The forward-looking information contained in this press release represents the expectations of Revolve as of the date of this press release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. Revolve does not undertake to update this information at any particular time except as required in accordance with applicable laws.

Neither TSX Venture Exchange nor its Regulation Services Provider (as defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Revolve Renewable Power Corp.

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