Cautionary Statement Regarding Forward-Looking Statements
This communication includes certain forward-looking statements within the meaning of, and subject to the safe harbor created by, the federal
securities laws. All statements, other than statements of present or historical facts, including statements related to the Transaction, such as statements as to the expected timing of the closing of the Transaction; the ability of the parties to
complete the Transaction considering the various closing conditions; the expected benefits of the Transaction; the plans, strategies and prospects, both business and financial, of Altus Power; and any assumptions underlying any of the foregoing, are
forward-looking statements. These forward-looking statements are based on the Companys current expectations, estimates and projections regarding, among other things, the expected date of closing of the Transaction and the potential benefits
thereof, its business and industry, managements beliefs and certain assumptions made by the Company, all of which are subject to change. Forward-looking statements may be identified by the use of words such as expect,
anticipate, intend, aim, plan, believe, could, seek, see, should, will, may, would, might,
considered, potential, predict, projection, estimate, forecast, continue, likely, target or similar expressions or the negatives of these
words or other comparable terminology that convey uncertainty of future events or outcomes. The absence of such terminology does not mean that a statement is not forward-looking. By their nature, forward-looking statements address matters that
involve risks and uncertainties because they relate to events and depend upon future circumstances that may or may not occur, such as the consummation of the Transaction and the anticipated benefits thereof. Where, in any forward-looking statement,
the Company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. These and other forward-looking statements
are not guarantees of future results and are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside of the Companys control, that could cause actual results to differ materially
from those expressed in any forward-looking statements. These risks, uncertainties, assumptions and other important risk factors that may cause such a difference include, but are not limited to: (i) the possibility that any or all of the
various conditions to the completion of the Transaction, including obtaining required stockholder and regulatory approvals, may not be satisfied or waived in a timely manner or at all; (ii) the ability of Parent to obtain the necessary
financing arrangements set forth in the commitment letters received in connection with the Transaction; (iii) potential litigation relating to the Transaction that could be instituted against Parent, Merger Sub, the Company or their respective
directors, managers or officers, including the effects of any outcomes related thereto; (iv) the risk that disruptions from the Transaction may harm the Companys business, including current plans and operations; (v) the ability of
the Company to retain and hire key personnel; (vi) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the Transaction; (vii) continued availability of capital and financing and
rating agency actions; (viii) legislative, regulatory and economic developments affecting the Companys business; (ix) general economic and market developments and conditions; (x) potential business uncertainty, including changes
to existing business relationships, during the pendency of the Transaction that could affect the Companys financial performance; (xi) certain restrictions during the pendency of the Transaction that may impact the Companys ability
to pursue certain business opportunities or strategic transactions; (xii) unpredictability and severity of catastrophic events, including but not limited to acts of terrorism, pandemics, outbreaks of war or hostilities, as well as the
Companys response to any of the aforementioned factors; (xiii) significant transaction costs associated with the Transaction; (xiv) the possibility that the Transaction may be more expensive to complete than anticipated, including as
a result of unexpected factors or events; (xv) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, including in circumstances requiring the Company to pay a termination fee
or other expenses; (xvi) the possibility that competing offers or acquisition proposals may be made in response to the announcement of the Transaction; (xvii) the effect of the announcement or pendency of the Transaction on the
Companys common stock prices and/or operating results and uncertainty as to the long-term value of Companys common stock; (xviii) the possibility that the Transaction may not achieve some or all of any anticipated benefits with
respect to the Companys business and the Transaction may not be completed in accordance with our expected plans or at all; (xix) the risks and uncertainties pertaining to the Companys business, including those set forth in Part I,
Item 1A of the Companys most recent Annual Report on Form 10-K and Part II, Item 1A of the Companys subsequent Quarterly Reports