Contract analysis

Section 1 — Identification of Applicant The following information is provided for the identification of the applicant seeking an original listing on the New York Stock Exchange (the "NYSE" or the "Exchange"). Full Legal Name of Applicant: Calloway-Briggs Renewables Inc. (hereinafter referred to as the "Company," the "Applicant," or "CBR"). State or Jurisdiction of Incorporation: The Company is incorporated under the

Section 2 — Description of Securities to Be Listed This Section 2 sets forth the material terms and characteristics of the securities for which listing on the New York Stock Exchange is sought. Type of Security: Common Stock, par value $0.01 per share (the "Common Stock"). Proposed Ticker Symbol: CBRI CUSIP Number: To be determined. The Company will cause a CUSIP number to be assigned to the Common Stock by CUSIP Glo

Section 3 — Registration Statement The Company has prepared and filed with the Securities and Exchange Commission a Registration Statement on Form S-1 under the Securities Act of 1933, as amended (the "Securities Act"), relating to the initial public offering of the Common Stock described in this Application. Form of Registration Statement: Form S-1 (Securities Act of 1933, as amended). The Company has not previously

Section 4 — Financial Standards This Section 4 sets forth the financial and quantitative data demonstrating the Company's compliance with the initial listing standards of the New York Stock Exchange, as set forth in Section 102.01 of the NYSE Listed Company Manual. The Company relies primarily on the Global Market Capitalization / Revenue Test described in Section 4.2 below as the basis for its financial qualificatio

Section 102.01A of the NYSE Listed Company Manual requires that the price per share be at least $4.00 at the time of listing. Assumed IPO Price per Share: $22.00 (representing the midpoint of the anticipated filing range). The Company satisfies this requirement. The assumed IPO price of $22.00 per share is substantially in excess of the $4.00 minimum per-share price required by the NYSE for initial listing.

Section 5 — Share Distribution Projections The following table sets forth the projected distribution of the Company's Common Stock upon completion of the initial public offering, presented on both a base offering basis (assuming no exercise of the overallotment option) and a full exercise basis (assuming full exercise of the overallotment option). The following supplemental information is provided with respect to the

Section 6 — Lock-Up Arrangements In connection with the proposed initial public offering, certain stockholders, directors, and executive officers of the Company will be subject to lock-up agreements restricting the sale, transfer, or other disposition of shares of Common Stock for a specified period following the offering. The material terms of the lock-up arrangements are as follows. Lock-Up Period: 180 days followi

Section 7 — Board of Directors This Section 7 sets forth the composition of the Company's Board of Directors and the independence determinations made in connection with the proposed listing on the New York Stock Exchange. 7.1 — Board Composition The Company's Board of Directors currently consists of seven (7) members. The following table sets forth the name, affiliation, and independence status of each director, as d

Section 8 — Board Committees The following is a description of each standing committee of the Board of Directors, including the composition, independence status, charter, and principal responsibilities of each committee. 8.1 — Audit Committee Members: • Warren Okoro (Chair) • Catherine Liang • Richard Estavez Independence: All three members of the Audit Committee have been determined by the Board of Directors to be "

Section 9 — Corporate Governance Standards Compliance The Company has adopted or intends to adopt, prior to the listing of its Common Stock on the NYSE, the following corporate governance policies, procedures, and standards, as required by the NYSE Listed Company Manual and applicable SEC rules and regulations. 9.1 — Corporate Governance Guidelines The Board of Directors has adopted Corporate Governance Guidelines th

Section 10 — Underwriters The following table sets forth the members of the underwriting syndicate for the proposed initial public offering, together with the role, allocation percentage, base share allocation, and dollar amount attributable to each underwriter, based on the assumed IPO price of $22.00 per share. Hargrove Keating & Co. is serving as the lead-left book-running manager and coordinating underwriter for

Section 11 — Underwriting Economics The following is a summary of the principal economic terms of the underwriting arrangements for the proposed initial public offering. Gross Spread: The underwriting discount (gross spread) is 5.50% of the public offering price per share. This gross spread is within the customary range for initial public offerings of this size. Total Underwriting discount: • Base offering: $521,700,

Section 12 — Use of Proceeds The following is a summary of the estimated net proceeds to the Company from the primary offering and the intended uses of such proceeds. Net Proceeds to the Company (Primary Offering, Base, After Underwriting discount): • Gross proceeds from primary offering (base): 16,895,455 shares × $22.00 = approximately $371,700,000 • Less: Underwriting discount on primary shares (5.50%): approximat