Capital Power Corporation Preferred shares

5.75% Cumulative Minimum Rate Reset Preference Shares, Series 9

Toronto Stock Exchange (TSX) ticker symbol: CPX.PR.I
Date of TSX Listing: August 9, 2017
Shares Outstanding: 6,000,000
CUSIP: 14042M862

Redemption Notice

On August 19 2022, Capital Power announced that it intends to redeem all of its 6,000,000 issued and outstanding 5.75% Cumulative Minimum Rate Reset Preference Shares, Series 9 (Series 9 Shares) (TSX: CPX.PR.I) on September 30, 2022 (Redemption Date) at a price of $25.00 per share (Redemption Price) for an aggregate total of $150 million, less any tax required to be deducted and withheld by the Company.

Summary

Dividends Declared

⁽¹⁾ The initial quarterly dividend on the Series 9 Cumulative Minimum Rate Reset Preference Shares represents the time period from when the initial share offering closed on August 9, 2017 to September 30, 2017. Future quarterly dividends, if declared, will be $0.359375 per quarter or $1.4375 per annum for the initial five-year period ending September 30, 2022.

Excerpt from Prospectus Supplement

The holders of the Series 9 Shares will be entitled to receive fixed cumulative preferential cash dividends, if, as and when
declared by the board of directors of the Company (the “Board of Directors”), payable quarterly on the last business day of
each of March, June, September and December at an annual rate of $1.4375 per Series 9 Share for the initial period from and including the Closing Date (as defined herein) to, but excluding, September 30, 2022 (the “Initial Fixed Rate Period”). The initial dividend, if declared, will be payable on September 30, 2017 and will be $0.2048 per Series 9 Share, based on the anticipated closing of the Offering on August 9, 2017.

For each five‐year period after the Initial Fixed Rate Period (each, a “Subsequent Fixed Rate Period“), the holders of the Series 9 Shares will be entitled to receive fixed cumulative preferential cash dividends, if, as and when declared by the Board of Directors, payable quarterly on the last business day of each of March, June, September and December at the Annual Fixed Dividend Rate (as defined herein). The Company will determine on the 30th day prior to the first day of a Subsequent Fixed Rate Period, the annual fixed dividend rate applicable to that Subsequent Fixed Rate Period (the “Annual Fixed Dividend Rate“). Written notice of the Annual Fixed Dividend Rate for the upcoming Subsequent Fixed Rate Period will be provided by the Company to the registered holders on the 30th day prior to the first day of a Subsequent Fixed Rate Period. The Annual Fixed Dividend Rate will be equal to the sum of the Government of Canada Bond Yield (as defined herein) on the 30th day prior to the first day of a Subsequent Fixed Rate Period plus 4.12%, provided that, in any event, such rate shall not be less than 5.75%. See “Details of the Offering” in the Prospectus Supplement.

Option to Convert into Cumulative Floating Rate Preference Shares, Series 10

Holders of the Series 9 Shares will have the right, at their option, to convert their Series 9 Shares into Cumulative Floating
Rate Preference Shares, Series 10 (the “Series 10 Shares”) on the basis of one Series 10 Share for each Series 9 Share,
subject to certain conditions, on September 30, 2022 and on September 30 every five years thereafter. Series 10 Shares
will be entitled to floating rate cumulative preferential cash dividends, if, as and when declared by the Board of Directors,
payable quarterly on the last business day of each of March, June, September and December in an amount per Series 10
Share determined by multiplying the applicable Floating Quarterly Dividend Rate (as defined herein) by $25.00. The
Floating Quarterly Dividend Rate for any Quarterly Floating Rate Period (as defined herein) will be equal to the sum of
the T‐Bill Rate (as defined herein) plus 4.12% per annum (calculated on the basis of the actual number of days in the
applicable Quarterly Floating Rate Period divided by 365 or 366, depending upon the actual number of days in the
applicable year) determined on the Floating Rate Calculation Date (as defined herein). See “Details of the Offering” in the Prospectus Supplement.

The Series 9 Shares and Series 10 Shares are series of shares in the same class. The conversion right entitles holders to
elect periodically which of the two series they wish to hold and does not entitle holders to receive a different class or type
of securities. Other than the different dividend rights and redemption rights attached thereto, the Series 9 Shares and
Series 10 Shares are identical in all material respects.

Eligible Dividend Designation

Dividends are 100 per cent eligible dividends as defined by the Income Tax Act. Under this legislation, individual residents in Canada may be entitled to enhanced dividend tax credits that reduce the income tax otherwise payable.

Last updated: November 16, 2017