Benefits to TransAlta Renewables Shareholders

The transaction offers TransAlta Renewables shareholders ("RNW Shareholders") a compelling investment proposition and is expected to provide the following benefits:

• Fair Offer Reflecting Attractive Premium: The terms of the offer represent an 18.3% premium based on the closing price of RNW Shares on the TSX as of July 10, 2023, and a 13.6% premium relative to RNW's 20-day volume-weighted average price per share as of July 10, 2023.
• Clear and Sustainable Path Going Forward: The combined company will provide resilience and mitigate near-term risks associated with maintaining RNW's current dividend level given its challenges with contract expiries and increased cash taxes. This combined company will provide stronger dividend sustainability and payout coverage, and it will be better positioned to realize growth as compared to RNW as a standalone entity.
• Expanded Pool of Assets: The combined company will offer an expanded pool of assets and business capabilities. RNW Shareholders who elect to receive TransAlta shares as consideration will become owners of TransAlta's high-quality Alberta assets which pro forma for the transaction which totals 3.3 GW in the combined company. It will also provide exposure to TransAlta's energy marketing division that delivers industry-leading trading capability and market insights to generate strong cash flows driving further portfolio diversification.
• Simplified Structure and Synergies: The simplified structure provides clarity of ownership and enhanced transparency, including through the elimination of tracking shares, which will enhance the investment analysis and decision-making process for investors. The combined company will also optimize the use of capital to fund growth more efficiently as compared to RNW as a standalone entity.
• Immediate Exposure to Alberta Electricity Market: RNW Shareholders will benefit from upside due to current strong power price environment in Alberta and TransAlta's position in the Alberta market to generate significant cash flows through the capabilities and expertise of TransAlta's leading asset optimization team while continuing to benefit from a strong underlying base of contracted cashflows.
• Enhanced Growth Opportunities: RNW Shareholders who elect to receive TransAlta shares as consideration will be able to directly participate in the benefits of the combination including a consolidated development pipeline of 4.3 GW of clean electricity projects and early-stage investments in new technologies, along with access to business development expertise and innovation capabilities to enhance growth potential that will support capital appreciation.