Spark Power Sees Continued Momentum Through Execution of Its Growth Strategy Focused on Renewables, Advanced Manufacturing, and Digital Infrastructure; and Announces Management Changes

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· *Third Quarter reported revenue grows 12.3% Year over Year to $69.0 million (adjusted revenue of $72.5 million and 18.0%).*
· *Renewables business segment continues strong revenue growth increasing 37.6% in the third quarter and 36.5% year to date.*
· *Third Quarter reported EBITDA of $2.2 million (adjusted EBITDA of $10.3 million or 14.9% of revenue).*
*(Spark Power reports in Canadian dollars unless otherwise specified)*

*OAKVILLE, ON / ACCESSWIRE / November 15, 2021 / *Spark Power Group Inc. (*TSX:SPG*), parent company of Spark Power Corp. ("Spark Power" or the "Company"), has announced the financial results for its third quarter, the three-and-nine months period ended September 30, 2021. All amounts are in Canadian dollars unless otherwise specified.

"Our third quarter results show a continued positive momentum as a direct result of our strategic focus on our key growth markets including renewables, advanced manufacturing and digital infrastructure," said Richard Jackson, President & CEO of Spark Power. "The broad efforts of our *Senior Leadership Team* ("SLT"), which was officially formed in the first quarter of 2021, have had a positive impact companywide," he added. "In addition to our revenue growth, we have made significant progress on the operational integration front. The foundation of this integration is the implementation of an integrated, enterprise-class technological environment, known as ‘Project Darwin', that will seamlessly tie together our 35-plus branches across North America with our entire corporate back-end system," said Jackson. "Additionally, we continued to upgrade our SLT in Q3, with the additions of Tom Duncan and Richard Perri, and the appointment of Suha Jethalal, as Vice President, Sustainability."

In both the U.S. and Canada, Spark is currently executing, and actively bidding on new business opportunities related to "Digital Infrastructure", including data centers and blockchain (Bitcoin) mining facilities. In the U.S., we were recently awarded our first large electric vehicle charging job, which broke ground in the fourth quarter and are bidding on several more. Spark's U.S. solar services have experienced 100% growth, quarter over quarter, underscored by Spark's ability to offer an integrated platform and full range of services.

"During the third quarter, we recorded a charge to our earnings of $6.4 million related to changes in estimates in balances recorded in contract assets. Management has determined that this charge does not reflect the forward looking underlying operational trends for revenues and gross margins in the business and remains optimistic in the performance of its underlying business. We expect the current positive momentum to extend into 2022 and beyond," said Dan Ardila, Executive Vice President and Chief Financial Officer of Spark Power.

"We are pleased with our operating performance in the third quarter," said Ardila. "We continue to see double digit growth in revenues, positive trending in gross margin realizations, and the impact of scale on our SG&A cost structure, which declined to 17.6% on an adjusted basis and excluding depreciation and amortization," added Ardila.

*Management Update*

As Spark moves into the fourth quarter of 2021, we are pleased to announce two significant management changes that will help to move the organization forward as we continue to execute on our growth strategy.

Dan Ardila, Spark's current Executive Vice President & Chief Financial Officer, has announced his retirement effective December 31, 2021. Dan has been an integral part of Spark's story and growth. He has been an influential leader in the business since joining in May 2017, setting Spark up for future success and directly contributing to the establishment of Spark Power as an integrated platform across North America. We thank him for his years of service.

Richard Perri, who joined the organization in August 2021 as Senior Vice President, Finance will succeed Dan, assuming the role of Executive Vice President & Chief Financial Officer, effective November 16, 2021. Richard will continue to work with Dan on his transition until the end of the year and will oversee the finance and information technology functions for the Company.

Additionally, we are excited to announce that Tom Duncan, who joined Spark Power in July as Executive Vice President, Technical Services - Canada has been appointed to Executive Vice President & Chief Operating Officer, overseeing Spark's operating lines of business and key corporate functions including health and safety, engineering, supply chain, and operational excellence. Tom will also assume his new role on November 16, 2021.

"Throughout my time as President & CEO at Spark, Dan Ardila has been an excellent business partner and instrumental in helping Spark continue to evolve," said Jackson. "We wish him all the best as he embarks on his next chapter and I look forward to working closely with Richard Perri and Tom Duncan, who will now both be functioning in executive leadership roles," Jackson added.

*Financial Highlights*

· Reported revenue of $69.0 million in Q3 2021, as compared to $61.4 million in Q3 2020, representing an increase of 12.3%. On an adjusted basis, revenue increased to$72.5 million or 18.0% over the same quarter in 2020.
· Gross margins, excluding depreciation and amortization, were 22.8% in the third quarter of 2021 (30.0% on an adjusted basis) as compared to 33.8% in the same quarter of 2020.
· Selling, general and administration costs, excluding depreciation and amortization, were $13.1 million or 19.1% of revenue ($12.7 million or 17.6% on an adjusted basis) as compared to $12.0 million or 19.6% in the same quarter in 2020.
· Reported EBITDA was $2.2 million or 3.2% of revenue and adjusted EBITDA was $10.3 million or 14.9% of revenue in Q3 2021 as compared to $9.0 million or 14.6% in the same quarter of 2020.
· During the third quarter of 2021, the Company refined its approach to estimating revenue and costs associated with longer-term construction contracts and collectability on work in process. A charge has been recorded in the third quarter as a change in accounting estimate of $6.4 million resulting in a decrease in revenue of $3.5 million, and increase in cost of goods sold of $2.5 million, and an increase in selling, general and administration costs of $0.4 million.

*Business Highlights*

· Launched work in Texas and Ontario, Canada with business opportunities related to data centers and blockchain facilities.
· Providing ongoing electrical services work with an Ontario-based food manufacturer.
· Working with packaging solutions manufacturer in Ontario to provide low voltage electrical services, including lighting.
· Continued strength across U.S. wind energy market, which is driving high billable hours trend.
· In the U.S., awarded first large electric vehicle charging job, which broke ground at the start of the fourth quarter.
· Awarded first utility scale solar operations and maintenance (O&M) contract in the Texas market. This project will enter the O&M phase in the new year, with Spark as the turnkey O&M provider to the facility, including 24/7 monitoring, performance analytics, and full scope of services on site from modules to point of interconnection.
· Completed over 50 MWh of new battery energy storage projects, with a backlog into 2022 that is larger in capacity than our 2021 services rendered.
· Experienced 100% growth, quarter over quarter, in U.S. solar services, emphasized by the synergies of Spark's integrated platform.
· Suha Jethalal was promoted to Spark Power's Vice President, Sustainability, overseeing our Bullfrog Power business.
· Launched the Be Powerful scholarship that will support six underrepresented students in Ontario, Canada who are pursuing careers in the electrical and renewable trades.

*Quarterly Conference Call*

Management is hosting an investor conference call and webcast tomorrow, Tuesday, November 16, 2021, at 8:30 a.m. ET to discuss its financial results in greater detail. To join by telephone dial: +1-888-506-0062 (toll-free in North America) or +1-973-528-0011 (local and international), with conference ID: 43536. To listen to a live webcast of the call, please visit the investor relations section of Spark Power's website at *https://sparkpowercorp.com/about-us/investor-relations/*. An archived replay of the webcast will be available following the conclusion of the call. Please dial in or log on 10 minutes prior to the start time to provide sufficient time to register for the event.

Spark Power's Third Quarter 2021 Interim Unaudited Condensed Consolidated Financial Statements is available on Spark Power's website at *www.sparkpowercorp.com*, and will be filed on SEDAR at *www.sedar.com*.

*About Spark Power*

Spark Power is a leading independent provider of end-to-end electrical services, operations and maintenance services, and energy sustainability solutions to the industrial, commercial, utility, and renewable asset markets in North America. We work to earn the right to be our customers' Trusted Partner in Power™. Our highly skilled and dedicated people, located in the communities we serve, combined with our knowledge of the power industry, technology expertise, and commitment to safety, ensures we deliver the right solutions that keep our customers' operations up and running today and better equipped for tomorrow. Learn more at *www.sparkpowercorp.com*.

*Forward-Looking Statements*
This news release may contain forward-looking statements (within the meaning of applicable securities laws) which reflect Spark Power's current expectations regarding future events. Forward-looking statements are identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. The forward-looking statements in this press release include statements regarding the Company's execution of its strategic plan and the outcomes of Project Darwin and future business opportunities, and other statements that are not historical fact, and without limitation, include statements by Messrs. Jackson and Ardila regarding execution of Spark Power's growth strategy, earnings growth, the stabilizing global economy and the successful implementation of Spark Power's technology platform. The forward-looking statements in this news release are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Several factors could cause actual results to differ materially from the results discussed in the forward-looking statements. Such factors include, among others: the ability of the Company to find a suitable strategic partner, potential buyer or participants for a financing; currency fluctuations; disruptions or changes in the credit or security markets; results of operations; and general developments, market and industry conditions. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, Spark Power assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

*Non-IFRS Measures*

The Company prepares and releases unaudited consolidated interim financial statements and audited consolidated annual financial statements prepared in accordance with IFRS. In this and other earnings releases and investor conference calls, as a complement to results provided in accordance with IFRS, the Company also discloses and discusses certain financial measures not recognized under IFRS and that do not have standard meanings prescribed by IFRS. These include "EBITDA", "Adjusted EBITDA", "Pro-forma Adjusted EBITDA", "EBITDA Margin", "Adjusted EBITDA Margin", "Pro-forma Adjusted EBITDA Margin", "Pro-forma Revenue", "Adjusted Working Capital", and "Adjusted Net and Comprehensive Income (Loss)". These non-IFRS measures are used to provide investors with supplemental measures of Spark Power's operating performance and highlight trends in Spark Power's business that may not otherwise be apparent when relying solely on IFRS measures. Spark also believes that providing such information to securities analysts, investors and other interested parties who frequently use non-IFRS measures in the evaluation of issuers will allow them to better compare Spark Power's performance against others in its industry. Management also uses non-IFRS measures in order to facilitate operating performance comparisons from period to period, to prepare annual operating budgets and forecasts and to determine components of management compensation. For a reconciliation of these non-IFRS measures see the Company's management's discussion and analysis for the three- and nine- months ended September 30, 2021. The non-IFRS measures should not be construed as alternatives to results prepared in accordance with IFRS.

*Investor and Regulatory Inquiries:*
Richard Perri, Executive Vice President & Chief Financial Officer
investors@sparkpowercorp.com
+1 (416) 388-4546

*Media Inquiries:*

Kim Samlall, Director, Marketing Communications
media@sparkpowercorp.com
+1 (905) 829-3336 x185

*Selected Consolidated Financial Information*:

(in $000's)




*Three months ended September 30,* *Nine months ended September 30,*

*2021* *2020* *2021* *2020*




Revenue
*$* *68,982* $ 61,436 *$* *190,391* $ 161,288
Cost of sales
*56,272* 43,527 *147,657* 114,075
*Gross profit*
*12,710* 17,909 *42,734* 47,213
Selling, general and administrative expenses
*15,372* 14,215 *42,127* 39,103
Provision for expected credit losses
*4* (48 ) *113* 54
Change in fair value of derivative instruments
*(1,185* *)* - *(2,874* *)* -
Reorganization costs
*100* 112 *1,630* 1,231
Realized gain on settlement of derivative instrument
*(384* *)* - *(1,164* *)* -
Foreign exchange (gain) loss
*282* (187 ) *479* (274 )
*Income from operations*
*(1,479* *)* 3,817 *2,423* 7,099
Finance costs
*(1,671* *)* (1,571 ) *(4,894* *)* (4,969 )
Transaction costs
*(1,087* *)* - *(1,561* *)* -
Discontinued Operations
*(475* *)* - *(475* *)* - *(3,233* *)* (1,571 ) *(6,930* *)* (4,969 )
*Income (loss) before income taxes*
*(4,712* *)* 2,246 *(4,507* *)* 2,130
Income tax recovery (expense):

Current
*(244* *)* (1,124 ) *(1,301* *)* (2,820 )
Deferred
*2,094* 948 *2,390* 2,318 *1,850* (176 ) *1,089* (502 )
*Net income (loss)*
*(2,862* *)* 2,070 *(3,418* *)* 1,628
Cumulative translation adjustment
*(294* *)* (19 ) *132* (461 )
*Comprehensive income (loss)*
*$* *(3,156* *)* $ 2,051 *$* *(3,286* *)* $ 1,167
EBITDA
*$* *2,212* $ 8,871 *$* *14,854* $ 22,245
EBITDA margin
*3.2* *%* 14.4 % *7.8* *%* 13.8 %
Adjusted EBITDA
*10,264* 8,983 *24,910* 23,476
Pro-forma Revenue
*68,982* 61,436 *190,391* 161,288
Pro-forma EBIDTA margin
*14.9* *%* 14.6 % *13.1* *%* 14.6 %
Adjusted revenue for change in estimate
*72,497* 61,436 *193,906* 161,288
Adjusted EBITDA margin for change in estimate
*14.2* *%* 14.6 % *12.8* *%* 14.6 %

*Reconciliation of net income (loss) to EBITDA and Adjusted EBITDA*

(in $000's)




*Three months ended September 30,* *Nine months ended September 30,* *2021* *2020* *2021* *2020*
*Net income (loss)*
*$* *(2,862* *)* $ 2,070 *$* *(3,418* *)* $ 1,628
Adjustments:

Finance expense
*1,671* 1,571 *4,894* 4,969
Income tax expense
*(1,850* *)* 176 *(1,089* *)* 502
Amortization and depreciation
*5,253* 5,054 *14,467* 15,146
*EBITDA*
*$* *2,212* $ 8,871 *$* *14,854* $ 22,245
*EBITDA Margin*
*3.2* *%* 14.4 % *7.8* *%* 13.8 %
Adjustments:

Reorganization costs
*100* 112 *1,630* 1,231
Transaction costs
*1,087* - *1,561* -
Discontinued operations
*475* - *475* -
Change in estimate
*6,390* *6,390*
*Adjusted EBITDA*
*$* *10,264* $ 8,983 *$* *24,910* $ 23,476
*Adjusted EBITDA Margin*
*14.9* *%* 14.6 % *13.1* *%* 14.6 %
*Adjusted EBITDA margin for change in estimate*
*14.2* *%* 14.6 % *12.8* *%* 14.6 %

*The following table is a summary of Spark Power's results for the periods indicated:*

(in $000's)
*Three months ended September 30,* *Nine months ended September 30,*

*2021* 2020 *% Change* *2021* 2020 *% Change*





*Revenue*
*$* *68,982* $ 61,436 12.3 % *$* *190,391* $ 161,288 18.0 %
*Gross Profit*
*12,710* 17,909 (29.0 %) *42,734* 47,213 (9.5 %)
*Gross Profit Margin*
*18.4* *%* 29.2 % *22.4* *%* 29.3 %
Selling, General & Administration
*15,372* 14,215 8.1 % *42,127* 39,103 7.7 %
Provision for expected credit losses
*4* (48 ) (107.4 %) *113* 54 111.3 %
Change in fair value of derviative instruments
*(1,185* *)* - *(2,874* *)* -
Reorganization costs
*100* 112 (10.8 %) *1,630* 1,231 32.4 %
Realized gain on settlement of derivative instruments
*(384* *)* - *(1,164* *)* -
Foreign exchange (gain) loss
*282* (187 ) (251.4 %) *479* (274 ) (274.8 %)
*Income (Loss) from Operations*
*$* *(1,479* *)* $ 3,817 *$* *2,423* $ 7,099 (65.9 %)
*EBITDA (1)*
*$* *2,212* $ 8,871 75.1 % *$* *14,854* $ 22,245 33.2 %
EBITDA Margin (1)
*3.2* *%* 14.4 % *7.8* *%* 13.8 %
*Adjusted EBITDA (1)*
*$* *10,264* $ 8,983 14.3 % *$* *24,910* $ 23,476 6.1 %
Adjusted EBITDA Margin (1)
*14.9* *%* 14.6 % *13.1* *%* 14.6 %

*Q3 2021* Q2 2021 Q1 2021 Q4 2020 Q3 2020
Bank Indebtedness
*$* *28,401* $ 19,806 $ 28,226 $ 25,444 $ 20,394
Senior Secured Long-term Debt
*$* *64,540* $ 66,622 $ 62,858 $ 66,706 $ 69,105
Promissory Notes
*$* *10,738* $ 10,738 $ 10,738 $ 10,738 $ 13,488
Total Debt (2)
*$* *103,679* $ 97,166 $ 101,822 $ 102,888 $ 102,987

1 EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin are non-IFRS measures. Refer to Non-IFRS measures for definitions of these terms.
2 Total debt includes Bank indebtedness, senior secured long-term debt and promissory notes.

*SOURCE:* Spark Power Group Inc.
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