#1UGE Ⓡ Investor Presentation February 2024#2Confidentiality and Forward-Looking Statements Confidentiality This presentation of UGE International Ltd. ("UGE") is confidential and for the intended recipient's use only. The contents are not to be communicated, reproduced or distributed to the public or the press. This memorandum is for information purposes only and does not constitute an offer to sell or a solicitation to buy the securities referred to herein. Forward Looking Statements This presentation contains forward-looking statements, which can be identified by the use of forward-looking terminology, such as but not limited to: "may", "intend", "expect", "anticipate", "estimate", "seek”, or “continue”, or the negative thereof or other variations thereon or comparable terminology. In particular, any statements, express or implied, concerning trends, future operating results, growth, performance, business prospects and opportunities or the ability to generate revenues, income or cash flow are forward- looking statements. These statements reflect management's current beliefs, including beliefs as to future financial and operating results, and they are based on information currently available to management. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to known and unknown risks and uncertainties. Such risks include but are not limited to: the impact of general economic conditions, market volatility, fluctuations in costs, and changes to the competitive environments, as well as other risks disclosed in the public filings of UGE and its publicly filed press releases. Certain forward-looking information should also be considered future-oriented financial information ("FOFI") as that term is defined in National Instrument 51-102. The purpose of disclosing FOFI is to provide a general overview of management's expectations regarding anticipated results or market conditions. Readers are cautioned that FOFI may not be appropriate for other purposes. These factors should be considered carefully, and undue reliance should not be placed on forward-looking statements. Although the forward-looking statements are based upon what management believes to be reasonable estimates and assumptions, UGE cannot ensure that actual results will not be materially different from those expressed or implied by these forward-looking statements. Unless specifically required by law, UGE does not assume any obligations to update or revise these forward-looking statements to reflect new events or circumstances. UGE seeks safe harbor. UGE TSXV: UGE | OTCQB: UGEIF 2#3Investment Thesis Rapidly scaling renewable IPP • · Full life cycle approach; origination through asset management Geographically diversified portfolio with 12%+ unlevered after-tax IRRs¹ Reliable recurring revenue generation from growing operating portfolio Project experience · • • Team of ~70 with specialties across all stages of project lifecycle 750+ projects executed 500+ Megawatts (MW) of project experience Significant portfolio with massive IRA2 tailwind • · • • 343MW under active development; 3GW pipeline Portfolio distributed across 12 states; 4MW average project size Includes community solar, PPAs, and energy storage projects 1 Also diversified by placement (ground mount or rooftop) and by business model including PPAs and Community Solar. 2 Inflation Reduction Act, passed Aug. 16, 2022 expanded and extended Investment Tax Credit for solar and other clean technologies. UGE TSXV: UGE | OTCQB: UGEIF G 3#4UGE has a clean capitalization table with significant upside Capitalization (all figures CAD) Share Price (as of 1/31/2024) Share Price & Volume Chart (Past 2Y) 1 ($) $0.90 Basic Shares Outstanding $CAD/Share (M) 33.2 Latest (as of 1/31/2024) $0.90 Dilutive Options & Warrants $3.50 52-Week High: $1.98 (M) 5.5 $3.25 52-Week Low: 000's Shares Traded 1,200 $0.91 Fully Diluted Shares Outstanding (M) $3.00 3-month Average Daily 38.7 Volume 37,142 $2.75 1,000 Fully Diluted Equity Value ($M) $34.8 $2.50 Less: Cash $2.25 ($M) 800 $4.9 $2.00 Plus: Operating Debt ($M) $3.6 $1.75 Enterprise Value $1.50 600 ($M) $33.5 $1.25 $1.00 400 Management & Insider Ownership Project Backlog Note: All financial data as of Q3 2023 filings/MD&A, unless noted $0.75 33% $0.50 343 MW $0.25 Dec-21 UGE Mar-22 1 Source: Yahoo Finance Jun-22 Sep-22 TSXV: UGE | OTCQB: UGEIF Dec-22 Mar-23 Jun-23 Sep-23 Dec-23 200#5UGE's full lifecycle approach stands out against the competition UGE Develop UGE owns projects from start to finish Build UGE Versus Finance Own & Operate Develop Build Finance Own & Operate Company 1 Company 2 Company 3 Company 4 The Results: Greater Profits, Efficiency, & Client Satisfaction TSXV: UGE | OTCQB: UGEIF 5#6UGE's team has the experience and expertise to execute on our targets UGE • • Nick Blitterswyk Chief Executive Officer Stephanie Bird Chief Financial Officer Founder of UGE 14+ years leading the company Background as an actuary at JPMorgan and AIG University of Calgary • 20+ years experience with emphasis on high-growth, public companies CPA CA ICD.d; EDP in Organizational Leadership from Kellogg School of Management Seyi Adeyemi Origination & Power Marketing 15+ years in renewable energy Advanced degrees in physics from University of Cambridge and Imperial College London Leads market analysis, mergers & acquisitions, and power purchasing • • • • • Brandon McNeil Chief Operating Officer Andrew Hines Chief Commercial Officer 18+ years experience leading operations in the energy and electrification industry Former VP of Lightning eMotors Colorado State University 10+ years as Co-Founder & CCO of Asia's foremost provider of corporate clean energy solutions MBA from The Wharton School Annalise Reichert Development 10+ years of project management experience in solar and sustainability Oversaw 7000+ solar projects and 55-person team at SunPower University of California, Davis Leads development from origination to NTP Kristin Lundquist Projects 15+ years project management experience with 10+ in solar BS in Civil Engineering from University of the Pacific Leads project management from NTP through COD TSXV: UGE | OTCQB: UGEIF Sabrina Martins Investments 10+ years investment experience 8 years at Blackstone • MS, Columbia Climate School; BA, Vassar College • Leads capital • • Erik Luckau Legal JD, Georgetown University Former Vice- President, General Counsel EMEA, and Associate General Counsel Worldwide Development at AES Corporation allocation and investor relations CO#7UGE's model benefits from the best of "develop and flip" and "buy and hold" approaches Develop and Flip Companies Short-term Quick moving and highly specialized Monetization via developer surplus emeren® Empowering Renewables nexamp RECURRENT ENERGY A subsidiary of Canadian Solar RE-VOLV UGE WESTBRIDGE ENERGY CORP STANDARD SOLAR Brookfield UGE NEXTera ENERGY כוס TSXV: UGE OTCQB: UGEIF Greenbacker CAPITAL™ ALTUSPOWER RENEWABLE ENERGY BLUEWAVE Buy and Hold PE Investors Long-term, M&A strategies Alignment of interest High quality cash flowing assets#8UGE is building a significant, long-term value creation engine To develop a project, we invest... $0.03-$0.10/watt1 Development Expenses 2-3 years || Current Project Backlog³ 343MW + $0.40/watt² UGE starts to monetize developer surplus at NTP = What does this mean for UGE? Developer Surplus $137M Plus, recurring revenues of... $0.21/watt/year2 On projects over 20-25 years + 1 Development expenses - includes development period rent, interconnection costs, and other pre-NTP expenses 2 Representative numbers on typical projects developed by UGE 3 As of 09/30/2023 4 Average Annual Revenue - references through program life UGE TSXV: UGE | OTCQB: UGEIF Annual Operating Revenue 4 $83M 8#9UGE's portfolio is set up to win Recurring Revenue & Gross Margin $USD MM $10 0 $80 $40 $35 $30 5 UGE $0.5 LTM $0.4 $24 $22 100MW $83 $75 343MW (Current Backlog) Revenue Gross Margin TSXV: UGE | OTCQB: UGEIF 6#10Project Backlog (MW) UGE has consistently exceeded aggressive growth targets¹ 375 350 325 300 275 250 225 200 175 150 125 100 75 50 25 UGE U.S. Project Development Backlog +83 12/31/2019 2020 Additions 12/31/2020 2021 Additions 12/31/2021 2022 Additions 12/31/2022 Target 2023 YTD Additions 12/31/2023 Target 1 UGE internal growth targets//See UGE Investor Letter 8.25.23 2 As of 09/30/2023. Note: "Backlog" defined as Stages 3.1-5 TSXV: UGE | OTCQB: UGEIF Consistent Growth 343 MW backlog², with consistent annual additions 15x Growth In project backlog since strategic pivot in 2020 1 As of 09/30/2023 Note: "Backlog" defined as Stages 3.1-5 10 10#11The backlog & operating portfolio is large and geographically well diversified UGE UGE Projects Stages 3.1-6 WA 1 project 3 projects 15 MW 17 projects (7 operating) 38 MW 10 projects (1 operating) VT 17 MW ME MT 4 MW ND OR 12 projects MN ID 64 MW NH SD WI NY MA WY MI CT RI IA PA -NJ- 21 projects 92 MW 10 projects (2 operating) NE 11 MW NV OH DE UT IN CO WV MD CA 6 projects 69 MW KS VA 1 project MO KY DC 5 MW NC TN AK OK AZ NM AR S SC MS AL GA LA 3 projects 14 MW FL 3 projects HI (1 operating) 8 MW TSXV: UGE | OTCQB: UGEIF 6 projects 15 MW 11#12The project development process is complex; UGE is focused on consistently delivering projects to commercial operation Pipeline Pre-client Commitment Stages 1-2 Site Control Stage 3.0 Megawatts - Project rated capacity Fair Market Value -7% discount rate Average Annual Revenue - Recurring through program life In all cases Company's best estimates at the time of publication As of 09/30/2023 Development Pipeline Project Backlog: 343MW Development Stages 3.1, 3.2 & 3.3 Deployment Stages 4 & 5 Operating Stages 6 All dollar amounts in USD mm Megawatts Site Control Project Development Deployment Operating Fair Market Value per MW Total Fair Market Value Average Annual Revenue UGE 621 $3.20 327 16 4 $3.21 $3.14 $2.63 $1,992 $156 $1,049 $52 $10 $82 $4 $1 TSXV: UGE | OTCQB: UGEIF 12#13UGE has experienced significant growth in under- construction and operating assets. 18 16 14 12 2006 NO 10 8 6 4 2 0 February 2022 Assets in Deployment (MW) Operating Portfolio (MW) 6.6MW projected for end of February 7.0 6.0 5.0 4.0 3.0 2.0 10 1.0 5.6MW February 2024 0.0 February 2022 February 2024 Reduction from Q4 2023 to February 2024 due to movement of two projects out of Deployment into Operating Portfolio • Over 6x growth in operating portfolio in two years UGE TSXV: UGE | OTCQB: UGEIF 13#14Our Impact Tuckahoe Housing Authority - "I was on the Tuckahoe Housing board for nine years. Our two biggest bills are gas and electric, and this is going to help us out with our electric bill." John "Doc" Henry Smith III, 45-year resident of Tuckahoe Housing Authority Location: Tuckahoe, New York Size: 260kW 記 • • • 260 kW operating since July 2021 Built atop Tuckahoe Housing Authority (THA)'s public housing complex which is comprised of four family development and one senior/disabled residents building Provides lease income and electricity cost savings to THA which is home to more than 300 low-income residents Will offset over 80 metric tons of CO2 each year UGE TSXV: UGE OTCQB: UGEIF 14#15Our Impact Norway Landfill - "Not only will the project help protect Maine's environment by reducing the carbon footprint of our community, but it will also benefit our town and local businesses financially for decades to come." Brad Plante, Norway Town Manager Location: Norway, Maine Size: 1MW • • . • 1.0 MW operating in Maine since October 2023 Built atop a former landfill - an otherwise unusable contaminated brownfield site Provides long-term lease revenue to the small town of Norway, Maine The public school district and local small businesses reduce their electricity bills by subscribing to the project Will offset over 1,000 metric tons of CO2 each year UGE TSXV: UGE OTCQB: UGEIF 15#16Our Impact - Foxcroft Academy "This solar power system will generate clean electricity for Foxcroft Academy and RSU 68 and serve as an educational tool, inspiring young minds to explore the limitless possibilities of green technology." Arnold Shorey, Foxcroft Academy Head of School Location: Dover-Foxcroft, Maine Size: 1MW • • • . • 1.0 MW to begin operating December 2023 Maine's largest rooftop community solar project Provides long-term lease revenue to Foxcroft Academy, a hybrid public and private high school Will reduce electricity costs for both Foxcroft Academy and the local public school district RSU 68 Will offset over 1,000 metric tons of CO2 each year UGE TSXV: UGE OTCQB: UGEIF 16#171 2 UGE is focused on mid-scale, "distributed" projects Community Solar Larger projects that provide affordable, clean energy UGE Backlog Project Type (% of Total) 3 Battery Energy Storage Systems ("BESS") Next phase of renewables development 2 3 Commercial/Municipal PPAs Direct power purchase agreements with buildings and towns UGE TSXV: UGE OTCQB: UGEIF 1 17 ང་#18Community solar projects align with UGE's mission and bottom line UGE Expanding Access to Renewable Energy Expanding Access • • 80% of households and >90% of businesses are unable to install solar themselves1 Community solar enables subscribers to purchase energy credits at discount to grid price Real estate owners receive lease payments for hosting the solar system Profitable Business Model 1 "A Shocking 80 Percent of Americans Can't Access Rooftop Solar. Here's Why" - Forest Watkins, Solstice, August 8, 2017 Profitable Business Model • · • Mid-scale projects provide large scale opportunity and get through the development process faster Electricity offtake rates are anchored by retail rates versus wholesale rates IRA-specific incentives closely align with community solar TSXV: UGE | OTCQB: UGEIF 18#19ESG Principals Guide Our Work Environmental Responsibility Since our founding in 2008, our mission has been to help the world transition away from energy sources that pollute our planet and deplete its resources. Each year our renewable energy projects offset 390,000 tons of CO2 and provide clean energy to communities around the world. Economic Development The renewable energy projects we develop do more than generate clean electricity; they create jobs, reduce electricity costs for consumers, and provide ancillary revenue for the individuals, institutions and businesses who serve as project hosts. Social Equity & Resilience UGE's community solar projects allow families and local businesses to enjoy the economic and environmental benefits of solar without the capital investment or the space for solar on-site. Climate change will impact low to moderate income communities disproportionately, making it even more important to increase their energy resilience with localized sources of electricity. Human Rights & Safety A critical element of optimizing our social impact is ensuring human rights and personal safety of our employees. UGE's Health and Safety Policy ensures a safe workplace. We are proud to say that there has never been a workplace injury or fatality on any of our projects. UGE TSXV: UGE | OTCQB: UGEIF#20Equity research analysts all forecast positive equity returns Analyst(s) Summary Share Price Targets Latest Research Date UGE Share Price Target ($CAD) Premium / (Discount) to Current¹ CORMARK Nicholas Boychuk, CFA Q3 2023 SECURITIES INC. $2.75 206% PI FINANCIAL Devin Schilling, CFA Q3 2023 $1.75 94% experience. driven. × H.C.WAINWRIGHT&CO. Sameer Joshi Amit Dayal Q3 2023 $3.50 289% Average: 1 Based on UGE share price of $0.90 as of 1/31/2024 UGE TSXV: UGE OTCQB: UGEIF $2.67 +196% 20 20#21UGE Green Bond offers attractive, secured returns Benefits of UGE's Green Bonds . Diversified, high quality portfolio provides security Attractive returns, driven by strong project economics • High impact: utilized to develop solar projects and expand the use of clean energy Project portfolio leads to cheaper, cleaner energy across the U.S. Terms of Recent Offering: • • • • $1,000 face value; $950 subscription price $CAD and $USD offerings available 5-year term 9% coupon paid semi-annually; 10.1% yield to maturity Secured by 150% pledge of projects Offerings have been consistently oversubscribed UGE TSXV: UGE | OTCQB: UGEIF#22Questions & Contact Info Nick Blitterswyk CEO [email protected] 917-720-5683 UGE Stephanie Bird CFO [email protected] Sabrina Martins MD, Investments [email protected] 917-720-5685 Sean Peasgood Investor Relations [email protected] 647-799-3033 TSXV: UGE OTCQB: UGEIF 22 22#23CUGE Appendix#24Financials Q3 2021 Q4 2021 Q12022 Q2 2022 Q3 2022 Q4 2022 Q12023 Q2 2023 Q3 2023 In $000s except per share information or denoted otherwise Operations Energy production (kWh) 295,155 140,206 173,318 346,624 528,417 Energy generation capacity 1,420 1,420 1,420 2,147 2,363 2,326 330,127 730,325 3,758 961,825 1,362,048 3,758 3,758 (kW) Revenue EPC $427 $979 $178 $393 $1,456 $722 $108 $66 $105 Engineering services $34 $151 $142 $106 $199 $286 $307 $48 $32 Energy Generation $69 $40 $44 $81 $142 $84 $107 $184 $111 Total Revenue $530 $1,171 $364 $580 $1,797 $1,091 $522 $297 $248 Income (loss) from ($1,354) operations Net income (loss) ($1,335) Net income (loss) / share basic and diluted ($1,074) ($1,498) ($1,570) ($1,214) $1,920 ($2,617) ($3,156) ($2,756) ($952) ($1,611) ($1,439) ($1,483) ($2,965) ($2,811) ($3,995) ($3,291) ($0.04) ($0.03) ($0.05) ($0.04) ($0.05) ($0.09) ($0.09) ($0.12) ($0.10) • 30-Sep-23 21-Dec-22 FINANCIAL POSITION Cash & Equivalents (excl. Restricted Cash) Solar Assets and Construction in Progress Operating Debt $3,544,391 $16,126,324 $2,699,870 Project Debt Shareholders' Equity (Deficit) Diluted Shares Outstanding ($16,680,416) 38,744,155* ($7,768,884) 38,756,216 These items are Non-GAAP measures that do not have standard definitions under IFRS, may not be reconcilable to IFRS measures and may not be comparable to other companies; please see Non-GAAP Measures section of this MD&A for more details. * Considers 33.2mm common shares, 879k warrants, 3.0mm options outstanding, as well as 1.7mm aggregate DSUS, PSUs and RSUs UGE TSXV: UGE | OTCQB: UGEIF $45,935,145 $2,090,576 $5,779,259 $2,551,156 • $14,692,032 Minimal dilution as solar Clean balance sheet and growing asset base Operating portfolio has grown more than 6x between February 2022 and February 2024 Growing assets as project development and deployment accelerates Operating debt includes convertible note and COVID-related government programs assets provide collateral for secured green bonds 24 24#25Developer fees flow through the Cash Flow Statement As the operating portfolio scales, cash flows from Operating Projects will begin to rise Operating Activities Overhead Operating Projects Other Income Financing Activities Project Financing Corporate Financing Investing Activities Net "Developer fees" run through the cash flow statement as the difference between financing and investing activities, adjusted for corporate funding UGE TSXV: UGE | OTCQB: UGEIF 25 45#26Our projects have robust capital structures Typical structure involves debt, tax equity, and Equity 100% 10% 90% 1 Equity: Developer's out-of-pocket contribution 80% 30% 2 2 Tax equity: monetization of the Investment Tax Credits (ITCs) generated 70% 3 Debt: construction-phase to operational, individual project or portfolio level 60% 50% 40% How does UGE finance projects? 3 Debt: U.S. banking relationships 30% 60% Tax equity: institutional investor relationships 20% Equity: paid in kind 10% UGE Typical Project Funding Sources TSXV: UGE | OTCQB: UGEIF 26 26