Prospectus excerpt:  This short form prospectus qualifies the distribution of 3,000,000 Cumulative 5-Year Rate Reset Preferred Shares, Series A (the ‘‘Series A Preferred Shares’’) of Capstone Infrastructure Corporation (the ‘‘Corporation’’) at a price of $25.00 per Series A Preferred Share (the ‘‘Offering’’). The holders of the Series A Preferred Shares will be entitled to receive fixed, cumulative, preferential cash dividends, if, as and when declared by the Corporation’s board of directors (the ‘‘Board of Directors’’) for the initial period from and including the closing date of this Offering up to but excluding July 31, 2016 (the ‘‘Initial Fixed Rate Period’’) payable quarterly on the last day of January, April, July and October in each year at an annual rate of $1.25 per share. If any such date is not a Business Day (as defined herein), the dividend will be paid on the next succeeding Business Day. The initial dividend, if declared, will be payable on October 31, 2011 and will be $0.4212 per share, based on the anticipated closing date of this Offering of June 30, 2011 (the ‘‘Closing Date’’). Further particulars concerning the attributes of the Series A Preferred Shares are set out below and under ‘‘Details of the Offering’’.

For each five-year period after the Initial Fixed Rate Period (each, a ‘‘Subsequent Fixed Rate Period’’), the holders of Series A Preferred 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 day of January, April, July and October in each year, in the amount per share per annum determined by multiplying the Annual Fixed Dividend Rate (as defined herein) applicable to such Subsequent Fixed Rate Period by $25.00. If any such date is not a Business Day, the dividend will be paid on the next succeeding Business Day. The Annual Fixed Dividend Rate will be equal to the sum of the Government of Canada Yield (as defined herein) on the 30th day prior to the first day of the applicable Subsequent Fixed Rate Period plus 2.71%. See ‘‘Details of the Offering’’.