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LL S.r.l.

Green Power
Project Buffalo Business Proposition

Author: Maurizio Zucca CEO 2LGP S.r.l. Green Power maurizio.zucca@2lgp.com Caterina Giorgio head of Renewable Operations 2LGP S.r.l. Green Power caterina.giorgio@2lgp.com

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Disclaimer

This presentation was prepared exclusively for the benefit and internal use of the LL GREEN POWER Investment Group client to whom it is directly addressed and delivered (including such subsidiaries), the in order to assist the Company in evaluating, on a preliminary basis, the feasibility of a possible transaction or transactions and does not carry any right of publication or disclosure, in whole or in part, to any other party. This presentation is for discussion purposes only and is incomplete without reference to, and should be viewed solely in conjunction with, the oral briefing provided by LL GREEN POWER Investment Group. Neither this presentation nor any of its contents may be disclosed or used for any other purpose without the prior written consent of LL GREEN POWER Investment Group. The information in this presentation is based upon any management forecasts supplied to us and reflects prevailing conditions and our views as of this date, all of which are accordingly subject to change. LL GREEN POWER Investment opinions and estimates constitute LL GREEN POWER Investment judgment and should be regarded as indicative, preliminary and for illustrative purposes only. In preparing this presentation, we have relied upon and assumed, without independent verification, the accuracy and completeness of all information available from public sources or which was provided to us by or on behalf of the Company or which was otherwise reviewed by us. In addition, our analyses are not and do not purport to be appraisals of the assets, stock, or business of the Company or any other entity. LL GREEN POWER Investment Group makes no representations as to the actual value which may be received in connection with a transaction nor the legal, tax or accounting effects of consummating a transaction. Unless expressly contemplated hereby, the information in this presentation does not take into account the effects of a possible transaction or transactions involving an actual or potential change of control, which may have significant valuation and other effects.

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Table of Contents I. II. III. IV. V. VI. V. Executive Summary Wind Energy Market Overview Baker Ranch Wind Farm Overview Baker Project Finance VERT Investment Group LLC Contact Us Latest Evaluations

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Executive Summary
LL Green Power is seeking a $100 million Renewable Energy Acquisition Fund that will focus on deploying investment capital into wind energy projects in the US as well as provide asset management services through commercial exit. Initial investment will be to fund a 200 MW wind project called Baker Ranch Wind Farm (BR) located in Texas. Please note the Baker project is a 400 MW wind project, however LL Green power will develop the project in two separate 200 MW phases or decide to sell the second development to fund other projects in the USA. Due to the favorable U.S. wind incentives, the Baker project is qualified to receive a federal cash grant. Grant equal to 30% of the total project costs provided after the project becomes Commercial Operational (COD). In addition to the Cash Grant, the project will receive tax benefits due to accelerated depreciation which can be sold to an investor. The total project construction costs for the initial 200 MW will be approximately $251M through COD. LL Green Power plans to fund and refinance the project in the following manner:

Construction Financing Funding time frame Construction Loan (70%) Equity (30%) Accrued Interest (at COD) Total Q3 2011 $168 M $72 M $11 M $251 M

Refinance at Commercial Operations Funding time frame Long Term Debt 1603 Cash Grant (30%) Tax Equity Total Q3 2012 $150 M $72 M $ 38 M $260 M

Once the project becomes operational (estimated 12-16 month time frame), LL Green Power will refinance the project for approximately $260M as shown above (right). The 1603 Cash Grant will reduce the initial $72M equity investment entirely as well as an additional $9M to the Equity investor at COD. Hence we are able to reinvest the equity into another project fairly quickly along with providing long-term recurring revenues to the equity investor from each project.

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II. Wind Energy Market Overview

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II. Growth in Wind Energy


Significant Growth in Wind Energy Since 2000, wind energy has been one of the most rapidly growing renewable energy resources in the US. According to the American Wind Energy Association (AWEA), the cumulative installed wind capacity grew at an average rate of 35% between 2000 and 2009 with a record 10 GW of new wind capacity installed in 2009 alone. This growth translates into nearly $21 billioninvested in wind energy in 2009 with a cumulative investment total of $66 billion since the 1980. U.S Historical and Projected Cumulative Installed Wind Capacity
80 70 Gigawatts (GW) 60 50 40 30 20 10 0 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Source: AWEA 6

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II. Factors for Wind Energy Growth


Federal Incentives for Renewable Energy

In February 2009, the U.S. Government signed the American Recovery and Reinvesment Act (ARRA) bringing a stable policy environment in the medium term that further encourages investment and development of U.S. renewable power projects by reducing financing costs and providing tax incentives for these projects. A number of federal tax incentives encourage renewable energy development, including the following:


Production Tax Credit (PTC): A federal tax credit which provides a benefit per kilowatt-hour generated for the first10 years of a renewable energy facility. The PTC benefit of $0.021/kWh is annually adjusted for inflation. Investment Tax Credit (ITC): A federal tax credit for 30% of total eligible costs for a commercial wind energy facilit which a developer may elect to take in place of the PTC. Modified Accelerated Cost Recovery System (MACRS) Using accelerated depreciation, wind energy assets have a shorter depreciable life of 5 years opposed to 15 to 20 years.

Additionally, Renewable Portfolio Standards (RPS) and Renewable Energy Certificates further strengthened the growth of renewable energy development.

(RECs)

have

Production Tax Credits Renewable Portfolio Standards U.S. Renewable Energy Incentives State & Local Incentives Department of Energy Loan Guarantees Renewable Energy Certificates

o RPS requires a specified portion of energy supply to come from energy sources o RECs are purchased mainly by utilities ensure compliance with the RPS, or by companies to meet
voluntary environmental initiatives REC markets are regional in nature with a wide price range but they may add substantial financial value to renewable energy projects. Department of Energy Provides loan guarantee for up to 80% of total project costsLoan Guarantee Program.

Investment Tax Credits

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II. Investments in Wind Energy



Wind Energy Investments Remain Strong The U.S. regulatory environment, government-backed incentives, as well as improvements in wind project equipment, allowed for the wind energy sector to stand head and shoulders above other renewable energy resources in 2009 in private equit investments and acquisitions. As the major economics gradually began to recover from the 2008 financial crisis, wind investments remain attractive with many utilities acquiring wind development portfolios from developers faced with lack of capital to finance their projects. The figures below depict nearly $33 billion was spent in 2009 either buying wind projects or companies which develop projects as well as the strength of VC and PE renewable energy investments in North America.

VC/PE New Renewable Investments by Region (2009) Small Hydro Geothermal 0.37 Biofuels South America Europe North America 0 1 2 $/BN Source: Bloomberg New Energy Finance 3 0.87 1.67 3.89 4 5 Biomass Solar Wind 0 2 2 1 1

Acquisition Transaction by Section (2009)

Middle East & Africa Asia & Oceania

0.05

14 33 5 10 15 $/BN 20 25 30 35

Source: Bloomberg New Energy Finance 8

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III. BR Wind Farm

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III. BR Wind Farm Project Overview


The following table details the activities that LL Green power and its local advisors construction ready: Project Company Current Developer Nameplate Capacity Location Site Secure Estimated Start of Construction Estimated COD Power Market Net Capacity Factor Permitting and Environmental Interconnection Wind Turbine BR Wind Farm Higher 400 MW (Phase I 200MW/Phase II 200MW) will undertake to support the project to

Haskell and Throckmorton County, Texas 17,000 acres secured to date; Total site expected to be 21,500 acres 3rd - 4th Quarter 2011 (Phase I) Spring 2012 (Phase I) ERCOT Estimated 42.0% (38%-46% depending on the WTG) FAA Determinants, Air Quality and Storm Water Permits expected in Q1 2011 Received Facility Study and Interconnection Service Agreement with ERCOT General Electric 1.5SLE 1.5MW and Gamesa G87 2.0 MW Wind Turbines under consideration

Power Purchase Agreement

Finalizing to secure 15 year PPA of 45/MWh (minimum offtake price)


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III. Baker Ranch Wind Farm

CONFIDENTIAL

LL Green Power Staged - Progression ModelSM


LL Green Power Investment Group has created a staged-progression model to characterize the development of a traditional wind farm in the United States. The following section will provide more detail of each of the main development activities. The model to the right illustrates the progress of the Baker Ranch Wind Energy Project:

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III. Baker Ranch Wind Farm



Site Secure
HPE, the current project developer, has secured a total of approximately 17,049 acres of contiguous property in Haskell and Throckmorton County, Texas from eight landowners. Additionally, HPE intends to expand the project site by adding 3,000-4,000 to the current site in the near term. The principal terms of the Project leases are substantially with each lease consisting of an option period and a lease period. Under the option period of six years, HPE will pay the landowners $2.00/acre at the execution of the agreement with an annual option payment at the anniversary of the effective date. The table below specifies the annual option payments for the term of the option period. Table - Annual Option Payments Years 1 2 3 4-6 Option Payment $4.00/acre $6.00/acre $8.00/acre $10.00/acre Table - Gross Revenue Royalty Payments Years 1-5 6-10 11-15 16-20 21-25 26-30 Gross Revenue Payment 4.5% 5.0% 5.5% 6.5% 7.0% 7.5%

Once the Baker Ranch project achieves commercial operations, the agreement will enter into the lease period. The terms of the 30 year land lease, with a 10 year extension, states landowners will receive a one-time installation payment at COD of $3,000/MW installed on each property. Further, HPE will be required to make royalty payments to landowners based off of a fixed percentage gross revenue production or a specified minimum royalty payment; whichever is greater. Gross Revenue, under the current agreement, is defined as the total revenue from power production and electric attributes from wind generating towers located on each premise. lease. 12 Moreover, the minimum royalty payment is defined as the greater of $7,000/WTG or $3,000/MW installed on each property annually. The table above specifies the gross revenue royalty payments over the term of the
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III. Baker Ranch Wind Farm



Wind
Meters per second (m/s)


2008 Average Monthly Wind Speed at 60 meters

On-site wind data collection began in January 2008 with a 60 meter met tower located on proposed project site. The data collected illustrates average monthly wind speeds ranging from 6.0 to 9.5 meters per second with anemometers aggregating data at 60 meters. The graphs to the right illustrate the average monthly wind speeds for 2008 and 2009. The project is located in a region known for strong wind resources and favorable terrain attributes. The projects wind analysis study, completed in February 2010, was conducted by the Alternative Energy Institute 2010. This study shows the project has an average wind speed of 7.41 m/s at 80m and will achieve a net capacity factor ranging from 33% to 42% depending on the turbine model the project will utilize. The table below illustrates the projects Net Capacity Factor based on each power curve.

10.0 9.0 8.0 7.0 6.0 5.0 4.0 3.0 2.0 1.0 0.0

2009 Average Monthly Wind Speed at 60 meters 10.0 9.0 Meters per second (m/s) 8.0 7.0 6.0 5.0 4.0 3.0 2.0 1.0

Table - P50 Net Capacity Factors

Turbine Gamesa G90 Siemens 2.3 MW-93 GE 1.6XLE GE 2.5XLE

Net Capacity Factor

40% 38% 42% 41% 38%

Gamesa G87

0.0
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov

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III. Baker Ranch Wind Farm



Wind (cont.)
Additionally, 3Tier, a leading renewable energy analytics consulting company, was retained by Higher Power to conduct a study to assess the wind resource by utilizing a numerical weather prediction (NWP) model. The data analyzed in the wind report was taken from a met tower currently on the project site during a 25 month period from February 2008 to February 2010. The study illustrated the project achieved an average wind speed at a height of 60 meters of 7.44 m/s with an hourly standard deviation of 3.34 m/s. Also, 3Tier conducted another analysis of the wind data using a multi-linear regression model (MOS) to reduce bias in the mean and variance of the data with respect to the observed winds. Using the MOS model, the project achieved an mean wind speed of 7.45 m/s with an hourly standard deviation of 3.13 m/s. The photograph to the right depicts the installation of the 60 meter met tower on the project site on January 11, 2008. Because the terrain is flat and unobstructed, the variation in wind speeds across the project site is minimal. Photo - Project Site and Met Tower

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III. Baker Ranch Wind Farm



Environmental & Permitting
HPE has collected various environmental and permitting requirements for Baker Ranch such as the Preliminary Site Reconnaissance Report and Avian Study. According to the preliminary site assessment or avian report, the project site has no indication of major environmental, wildlife, and avian issues that would pose an obstacle to the development of the project. Further, HPE intends to obtain the Federal Aviation Administration (FAA) Determinant of No Hazard to Air Navigation, as well as the Air Quality and Storm Water Permits required by Q1 2011. Due to the favorable regulatory environment in the state of Texas, HPE will not have to obtain further sitting or permitting requirements at the local level.

Interconnection & Transmission


HPE completed a Screening Study with the Electric Regulatory Council of Texas (ERCOT) and has acquired a System Impact Study and Facility Study with the American Electric Power Service Corporation (AEP). . The electrical power generated is expected to be transmitted through a 345kV transmission line running through the project site to the Clear Crossing switch station, located 18 miles from the project site. Because upgrades to the transmission line and construction of the Clear Crossing switch station must be made to accommodate for the power generation in the region, an estimated $16MM in transmission and substation upgrades from AEP is expected. These upgrades can be in the form of a Letter of Credit refunded at the commissioning of the project. Additionally, HPE has received the Interconnection Service Agreement from ERCOT and intends to execute it by Q1 2011.

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IV. Baker Ranch Wind Farm


Wind Turbines and Construction
HPE has conducted discussions with turbine manufacturers such as General Electric and Gamesa for a turbine suppl agreement utilizing GE 1.6XLE, GE 2.5XLE, or Gamesa G-90 2.0MW Wind Turbines. A proposal for the pricing of 200 Gamesa G-90 turbines has been received, with 100 WTG delivered in 2011 and the remaining 100 WTG delivered in 2012. The evaluation of wind turbines in which the project will utilize was determined by pricing, performance history, and availability to maximize the economics. Although a proposal for Gamesa G-90 turbines has been received, the use of another turbine model remains open with the only requirement is the execution of a turbine supply agreement with availability and delivery by the start of construction, estimated 4th quarter 2011. Additionally, HPE has received several Engineering, Procurement, and Construction (EPC) proposals from leading construction companies in the wind energy sector to construct the project. The Baker Ranch Project has received favorable indicative pricing for EPC services under $250,000 per MW due to the large nameplate capacity in achieving economies of scale.

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IV. Baker Project Finance

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IV. Project Finance


Adjusted Unlevered Asset Yield

To evaluate the merits of a project solely on its projected performance, we will assess the project using key value drivers without incorporating the structuring effects of debt and federal tax incentives. This again, allows us to evaluate returns on an asset level without using financial instruments to increase returns. The following analysis will calculate the expected returns from the Net Operating Income (EBITDA) and will not include the effects of federal tax incentives, MACRS depreciation, and debt service. The assumptions driving the project investment opportunity are the following:
1. The Internal Rate of Return (IRR) Sensitivity Analysis is calculated off of the Net Operating Income (EBITDA) and does not include the effects of federal tax incentives, MACRS depreciation, and debt service. 2. Power Off-Take Pricing: $45/mwh with 2.0% annual escalation for 20 years 3. Net Capacity Factor: 42.0% 4. Operating Expense: 25% of the Annual Power Revenue The following sensitivity table summarizes the estimated adjusted unlevered asset yield based on a range of power prices and capacity factors for Baker Ranch Wind Farm at a total install cost of $1.2M per megawatt installed. LL Green Power has determined that projects with favorable value drivers will have an adjusted unlevered asset yield above 6.0% (shown in green). Sensitivity Table - Adjusted Unlevered Asset Yield - $1.2M All-In Install Cost
Installed Cost per Megawatt #### 28% 30% 32% 34% 36% 38% 40% 42% 44% 46% 48%
(800,000) 10.11% 11.07% 12.01% 12.92% 13.82% 14.70% 15.57% 16.42% 17.26% 18.09% 18.91% (900,000) 8.55% 9.45% 10.32% 11.17% 12.01% 12.82% 13.62% 14.41% 15.18% 15.95% 16.70% (1,000,000) 7.24% 8.09% 8.91% 9.71% 10.49% 11.26% 12.01% 12.74% 13.46% 14.17% 14.87% (1,100,000) 6.11% 6.92% 7.70% 8.46% 9.21% 9.93% 10.63% 11.33% 12.01% 12.67% 13.33% (1,200,000) 5.13% 5.90% 6.65% 7.38% 8.09% 8.78% 9.45% 10.11% 10.75% 11.38% 12.01% (1,300,000) 4.26% 5.01% 5.73% 6.43% 7.10% 7.76% 8.41% 9.04% 9.65% 10.26% 10.85% (1,400,000) 3.48% 4.20% 4.90% 5.58% 6.23% 6.86% 7.48% 8.09% 8.68% 9.26% 9.83% (1,500,000) 2.78% 3.48% 4.16% 4.81% 5.44% 6.06% 6.65% 7.24% 7.81% 8.36% 8.91% (1,600,000) 2.14% 2.82% 3.48% 4.12% 4.73% 5.32% 5.90% 6.47% 7.02% 7.56% 8.09%

Net Capacity Factors

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IV. Project Finance

Capital Structure

This optimal capital structure combines the use of debt, equity, and tax equity to fund the install cost at COD. The structure calls for a tax equity investor funding 15% of the install cost, long-term debt funding 60%, and the 1603 Cash Grant funding 30% of total project costs. This over capitalization repays the equity the initial $72M in addition to $8.7M for a total of $80.7M at COD. A partnership flip structure will be used for the project in order to pass through the majority of tax benefits (MACRS depreciation) to the Tax Equity investor while the equity investor will retain the majority of cash distributions net of debt service. The following analysis will illustrate underlying key assumptions, sources and uses of capital, investor distributions, and equity investment returns sensitivity analysis for this funding scenario.

Key Assumptions COD Capital Structure Project Size Net Capacity Factor Operating Expense Partnership Flip Date 15% Tax Equity; 60% Long-Term Debt 200 MW (Phase I) 42% 25% of Annual Power Revenue End of Year 5
POST COD CAPITAL STRUCTURE Sources TaxEquity $ 37,638,000 15.0% ITC Grant $ 72,000,000 28.7% Equity(Post-COD) $ (8,718,000) -3.5% Long TermDebt $ 150,000,000 59.8% Total $ 250,920,000 100%

Power Pricing Total Install Cost Tax Benefits Debt

$45/mwh (1.5% annual escalation for 20 yrs) $240.0M ($1.2M per MW) MACRS depreciation 15 Years, 7.0% Interest Rate; 1.25x DSCR

PRECODCAPITALSTRUCTURE

Sources
Construction Loan Equity

Uses
Total Construction Costs

Uses
Construction Loan& Fees Equity(Pre-COD)

$ 168,000,000 70% $ 72,000,000 30%

$240,000,000

$178,920,000 $ 72,000,000

Total

$ 240,000,000 100%

Total

$240,000,000

Total

$250,920,000

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IV. Project Finance Summary



CONFIDENTIAL

The assessment of the capital structures using a combination of debt, equity, and/or tax equity illustrates that the use of debt and tax equity can potentially have a significant increase in an equity returns. This is primarily due to the fact that the equity investor is contributing less capital to the project and is receiving the majority of the cash distributions (net of debt service) while the total debt and tax equity investment amount increases. The use of debt and tax equity in the project allows the equity investor to use leverage to reach its targeted return, while a tax equity investor may monetize the tax benefits to offset tax liabilities which an equity investor may not have the tax capacity for sufficient use.

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IV. Project Finance



LL Green Power has targeted a significant pipeline of wind energy project in Texas that can implement the same project finance structure with similar equity returns to BR.
Baker Ranch State Status Nameplate Capacity Net Capacity Factor Avg. Wind Speed (60m) Acres % Land Secured Turbine Environmental/ Permitting Interconnection Status Power Off-Taker Estimated COC Estimated COD IA Draft Received Leading Financial Institution Spring 2011 Phase I: Winter 2011 Phase II: Winter 2012 Fall 2012 Fall 2013 IA Executed Xcel, AEP (RFP) IA Executed Xcel, EPE, ERCOT Utility (CREZ) Fall 2012 Fall 2013 IA Draft Received Leading Financial Institution Spring 2011 Phase I: Winter 2011 Phase II: Winter 2012 SIS SPP, ERCOT, WAPA (CREZ) 2011-2012 2012-2014 Spring 2013 Fall 2013 SIS ERCOT Utility Texas Development 400 MW 42% 8.0 m/s 25,000 85% Gamesa G90, GE 2.5, GE1.5 Completed Completed Completed Big Pringle Texas Development 200 MW 44% 8.7 m/s 7,500 100% GE, Gamesa, Vestas Palo Duro Texas Development 400 MW 44% 8.5 m/s 16,500 (adding 10,000) 85% GE, Gamesa, Vestas Baker Ranch Texas Development 400 MW 42% 8.0 m/s 25,000 85% Gamesa G90, GE 2.5, GE1.5 Completed Hereford Texas Development 500 MW+ 42%+ 8.5 m/s 35,000 100% GE, Vestas, DeWind, Nordex Completed Haynes Texas Development 200 MW 39% 8.3 m/s 4,000 (adding 12,000) 25% GE, Fuhrlander, Vestas, Norden Completed

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V. Baker Project Finance Latest Evaluations

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V. Assumptions - WTG Sinovel 1500, 15 Yr PPA, P50 Net Capacity factor


ASSUMPTIONS
Sinovel SL1500, 15 Yr PPA, P50 Net Capacity Factor
Date Commencement of Construction (COC) Date Commercial Operation Date (COD) Start Date End Date Operating Information Project Location Developer Project Nameplate Capacity (kW) Tax Benefits (1=NOL Project Use, 2=Pass to Investor) Operating Expense Type Fixed Operating Expenses (% of Operating Revenue) Wind Turbines Wind Turbine Model Namplate Capacity (kW) Number of WTG Project Nameplate Capacity (kW) Wind P-Factor Net Capacity Factor Other Net Capacity Factor Power Revenue Power Off-Taker PPA Price ($/kWh) PPA Term (Years) PPA Escalator REC Price ($/kWh) REC Escalator Taxes Federal Tax Rate State Tax Rate GDPIPD Interest Income Rate Reserve Accounts Debt Service Reserve Account Amount (6 mos.) Debt Service Interest Rate Operating Reserve Interest Rate Operating Reserve at Year 5 Operating Reserve Deadline at Year 5 Annual Contribution after Year 5 Operating Reserve Annual Rate (% Gross Revenue) Equity Investor Returns After-Tax Equity Investor IRR 5/1/2011 1/1/2012 1/1/2012 12/31/2031 Baker Ranch Wind Farm Haskell County, TX Higher Power Energy 199,500 2 Fixed 25% Sinovel SL1500 1,500 133 199,500 P50 46.80% 46.80% TBD $0.045 15 2.0% $0.002 0.0% 35.00% 0.00% 2.00% 2.00% $ 1.50% 1.50% 12/31/2016 5.00% 29.93% Construction Expenses Turbine Costs Wind Turbine Generator Additional Turbine Costs Transportation to Delivery Point FAA Lights Import Tax (2.5%) Total Balance of Plant Costs WTG Foundation/Embedded Ring Permanent Road, Staging Area, and Crane Pad WTG Erection Mobilization Collection System/Padmounts/Fiber/DLO Substation O&M Building Interconnection Sales Tax on Material & Rented Equipment Total Soft Costs Engineering Construction Insurance Surveying Geotechnical Assessment Construction Contigency (10% of BOP) EPC Markup (6% of BOP) Payment and Performance Bond (1% of BOP) Total Transaction Costs 3rd Party Expenses (Legal, Accounting, etc.) Developer Fee Structuring Fee Construction Loan Upfront Fee Long-Term Loan Placement Fee Total Total Cost 174,562,500 277,083 4,364,063 179,203,646 $/WTG 1,312,500 2,083 32,813 1,347,396 $/kW 875 1 22 898 Financing Overview Pre-Operation Financing Total Equity Amount Total Tax Equity (Pre-COD) Total Construction Debt Amount Total Operation Financing Section 1603 Federal Tax Grant Long Term Loan Total Tax Equity (COD) Total Construction Loan Assumptions Construction Loan Amount Loan Closing Date Term Loan Interest Interest Index Spread All-in interest % that can be used for construction Commitment Fee Equity During Construction Equity Investment During Construction Interest Rate Long Term Loan Assumptions L-T Debt Amount Debt % of Total Project Costs Loan Closing Date Term Interest Holding Cost Interest Placement Fee Debt Service Coverage Ratio Tax Equity Tax Equity Amount Hurdle Rate Term Section 1603 Federal Cash Grant Days After COD Date Grant Amount Equity Distrubtions Flip Date Pre-Flip General Partner (Equity) Limited Partner (Tax Equity) Post-Flip General Partner (Equity) Limited Partner (Tax Equity)

30.0% $ 0.0% $ 70.0% $ $ 26% $ 61% $ 13.1% $

73,712,946 171,996,875 245,709,821 72,786,817 171,996,875 36,856,473 281,640,164 171,996,875 5/1/2011 8 Month(s) 0.75% 3.50% 4.25% 100% 0.75%

11,970,000 4,000,000 8,000,000 3,000,000 10,000,000 9,000,000 600,000 1,000,000 800,000 48,370,000 1,500,000 80,000 133,000 4,757,000 2,854,200 475,700 10,199,076 2,000,000 1,600,000 1,250,000 4,850,000

90,000 30,075 60,150 22,556 75,188 67,669 4,511 7,519 6,015 363,684 11,278 3,001 602 1,000 35,767 21,460 3,577 76,685 15,038 12,030 9,398 36,466

60 20 40 15 50 45 3 5 4 242 8 2 0 1 24 14 2 51 10 8 6 24

70% $

LIBOR

30% $

73,712,946 0.00% 171,996,875 70.00% 3/1/2012 15 Year(s) 6.50% 0.00% 0.00% 1.35 x 36,856,473 TBD Month(s) 60 1/1/2012 3/1/2012 72,786,817 6 Tax 1.0% 99.0% Tax 99.0% 1.0%

TOTAL CONSTRUCTION COSTS Construction Interest TOTAL ALL-IN INSTALL COSTS

242,622,722 3,087,099 245,709,821

1,824,231

1,216

30%

1,847,442

1,232

Cash 80.0% 20.0% Cash 99.0% 1.0%

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V. Pro-Forma
Baker Ranch Wind Farm - Pro-Forma
Sinovel SL1500, 15 Yr PPA, P50 Net Capacity Factor
INVESTOR RETURNS Year Year Ending Fiscal Year PPA Price ($/kWh) REC Price ($/kWh) Net Capacity Factor (Annual) Power Production (kWhrs) Power Revenue REC Revenue Operating Revenue Less: Operating Expenses EBITDA % Margin Less: Depreciation EBIT Add: Interest Income Less: Interest Expenses Pre-Tax Earnings Annual DSCR Tax and Tax Benefits Total Tax Liability/Benefit at 35% Total Net Operating Losses (NOLs) NPV of NOLs (10% Discount) After-Tax Cash Flow & Tax Benefits CASH FLOW STATEMENT Cash Flow from Operating Activities After-Tax Cash Flow & Tax Benefits Less: Tax Benefits Add: Depreciation Total Cash Flow from Investing Activities Debt Service Reserve Contributions Operating Reserve Contributions Total Cash Flow from Financing Activities Receipt of Federal Cash Grant Receipt of Long-Term Debt Construction Debt Repaid via Federal Cash Grant Construction Debt Repaid via Long Term Debt Long-Term Debt Principal Repaid Total Net Cash Flow 10,911,751 10,911,751 (20,264,680) 13,957,586 13,957,586 (25,921,230) 5,483,764 5,483,764 (10,184,134) 619,696 619,696 (1,150,863) 185,346 198,944 (344,213) (5,006,957) 9,298,635 (8,323,415) 15,457,770 (8,783,308) 16,311,858 (9,295,970) 17,263,945 (9,766,006) 18,136,868 20 YR TOTAL 2012 12/31/2012 1 $0.0450 $0.0020 46.80% 820,126,944 36,905,712 1,640,254 38,545,966 (9,636,492) 28,909,475 75% (49,112,381) (20,202,906) (10,973,525) (31,176,431) 1.61 x 2013 12/31/2013 2 $0.0459 $0.0020 46.80% 817,886,160 37,540,975 1,635,772 39,176,747 (9,794,187) 29,382,560 75% (58,757,043) (29,374,483) (10,504,333) (39,878,816) 1.63 x 2014 12/31/2014 3 $0.0468 $0.0020 46.80% 817,886,160 38,291,794 1,635,772 39,927,567 (9,981,892) 29,945,675 75% (35,609,854) (5,664,180) (10,003,719) (15,667,899) 1.67 x 2015 12/31/2015 4 $0.0478 $0.0020 46.80% 817,886,160 39,057,630 1,635,772 40,693,402 (10,173,351) 30,520,052 75% (22,821,033) 7,699,019 (9,469,578) (1,770,559) 1.7 x 2016 12/31/2016 5 $0.0487 $0.0020 46.80% 820,126,944 39,947,930 1,640,254 41,588,184 (10,397,046) 31,191,138 75% (22,821,033) 8,370,105 (8,899,664) (529,559) 1.73 x 2017 12/31/2017 6 $0.0497 $0.0020 46.80% 817,886,160 40,635,558 1,635,772 42,271,331 (10,567,833) 31,703,498 75% (9,106,324) 22,597,174 (8,291,582) 14,305,593 1.76 x 2018 12/31/2018 7 $0.0507 $0.0020 46.80% 817,886,160 41,448,270 1,635,772 43,084,042 (10,771,010) 32,313,031 75% (889,072) 31,423,960 (7,642,775) 23,781,184 1.8 x 2019 12/31/2019 8 $0.0517 $0.0020 46.80% 817,886,160 42,277,235 1,635,772 43,913,007 (10,978,252) 32,934,755 75% (889,072) 32,045,684 (6,950,517) 25,095,167 1.83 x 2020 12/31/2020 9 $0.0527 $0.0020 46.80% 820,126,944 43,240,924 1,640,254 44,881,178 (11,220,295) 33,660,884 75% (889,072) 32,771,812 (6,211,897) 26,559,915 1.87 x 2021 12/31/2021 10 $0.0538 $0.0020 46.80% 817,886,160 43,985,235 1,635,772 45,621,008 (11,405,252) 34,215,756 75% (889,072) 33,326,684 (5,423,810) 27,902,873 1.9 x

16,368,927,120 636,938,097 24,554,511 661,492,608 (165,373,152) 496,119,456 (206,229,314) 289,890,142 (97,693,065) 192,197,077

31,171,740 26,121,791

206,229,314 299,985,673

(20,264,680) (10,911,751) 49,112,381 17,935,950

(25,921,230) (13,957,586) 58,757,043 18,878,227

(10,184,134) (5,483,764) 35,609,854 19,941,956

(1,150,863) (619,696) 22,821,033 21,050,474

(344,213) (198,944) 22,821,033 22,277,876

9,298,635 9,106,324 18,404,959

15,457,770 889,072 16,346,842

16,311,858 889,072 17,200,930

17,263,945 889,072 18,153,016

18,136,868 889,072 19,025,939

(99,083,342) 200,902,332

72,786,817 171,996,875 126,717 (171,996,875) (7,005,804) 65,907,729 83,843,679

(7,474,996) (7,474,996) 11,403,231

(7,975,610) (7,975,610) 11,966,346

(8,509,752) (8,509,752) 12,540,723

(9,079,666) (9,079,666) 13,198,210

(9,687,748) (9,687,748) 8,717,211

(10,336,554) (10,336,554) 6,010,288

(11,028,812) (11,028,812) 6,172,118

(11,767,432) (11,767,432) 6,385,584

(12,555,519) (12,555,519) 6,470,421

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V. Pro-Forma
Baker Ranch Wind Farm - Pro-Forma
Sinovel SL1500, 15 Yr PPA, P50 Net Capacity Factor
INVESTOR RETURNS Year Year Ending Fiscal Year PPA Price ($/kWh) REC Price ($/kWh) Net Capacity Factor (Annual) Power Production (kWhrs) Power Revenue REC Revenue Operating Revenue Less: Operating Expenses EBITDA % Margin Less: Depreciation EBIT Add: Interest Income Less: Interest Expenses Pre-Tax Earnings Annual DSCR Tax and Tax Benefits Total Tax Liability/Benefit at 35% Total Net Operating Losses (NOLs) NPV of NOLs (10% Discount) After-Tax Cash Flow & Tax Benefits CASH FLOW STATEMENT Cash Flow from Operating Activities After-Tax Cash Flow & Tax Benefits Less: Tax Benefits Add: Depreciation Total Cash Flow from Investing Activities Debt Service Reserve Contributions Operating Reserve Contributions Total Cash Flow from Financing Activities Receipt of Federal Cash Grant Receipt of Long-Term Debt Construction Debt Repaid via Federal Cash Grant Construction Debt Repaid via Long Term Debt Long-Term Debt Principal Repaid Total Net Cash Flow (10,291,231) 19,112,287 (10,840,786) 20,132,888 (11,450,827) 21,265,821 (12,018,619) 22,320,293 (12,650,000) 23,492,857 20 YR TOTAL 2022 12/31/2022 11 $0.0549 $0.0020 46.80% 817,886,160 44,864,940 1,635,772 46,500,712 (11,625,178) 34,875,534 75% (889,072) 33,986,462 (4,582,944) 29,403,518 1.94 x 2023 12/31/2023 12 $0.0560 $0.0020 46.80% 817,886,160 45,762,239 1,635,772 47,398,011 (11,849,503) 35,548,508 75% (889,072) 34,659,437 (3,685,763) 30,973,673 1.98 x 2024 12/31/2024 13 $0.0571 $0.0020 46.80% 820,126,944 46,805,367 1,640,254 48,445,621 (12,111,405) 36,334,216 75% (889,072) 35,445,144 (2,728,497) 32,716,647 2.02 x 2025 12/31/2025 14 $0.0582 $0.0020 46.80% 817,886,160 47,611,033 1,635,772 49,246,805 (12,311,701) 36,935,104 75% (889,072) 36,046,032 (1,707,120) 34,338,912 2.05 x 2026 12/31/2026 15 $0.0594 $0.0020 46.80% 817,886,160 48,563,254 1,635,772 50,199,026 (12,549,757) 37,649,270 75% (889,072) 36,760,198 (617,340) 36,142,858 2.09 x 2027 12/31/2027 16 $0.0000 $0.0000 46.80% 817,886,160 0% .x 2028 12/31/2028 17 $0.0000 $0.0000 46.80% 820,126,944 0% .x 2029 12/31/2029 18 $0.0000 $0.0000 46.80% 817,886,160 0% .x 2030 12/31/2030 19 $0.0000 $0.0000 46.80% 817,886,160 0% .x 2031 12/31/2031 20 $0.0000 $0.0000 46.80% 817,886,160 0% .x

16,368,927,120 636,938,097 24,554,511 661,492,608 (165,373,152) 496,119,456 (206,229,314) 289,890,142 (97,693,065) 192,197,077

31,171,740 26,121,791

206,229,314 299,985,673

19,112,287 889,072 20,001,359

20,132,888 889,072 21,021,959

21,265,821 889,072 22,154,892

22,320,293 889,072 23,209,365

23,492,857 889,072 24,381,929

(99,083,342) 200,902,332

(13,396,385) (13,396,385) 6,604,973

(14,293,566) (14,293,566) 6,728,393

(15,250,833) (15,250,833) 6,904,060

(16,272,209) (16,272,209) 6,937,156

(17,361,989) (17,361,989) 7,019,940

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V. Investors Return

Baker Ranch Wind Farm - Investor Returns


Sinovel SL1500, 15 Yr PPA, P50 Net Capacity Factor
INVESTOR RETURNS Year Year Ending Fiscal Year INVESTOR DISTRIBUTIONS Project Company LLC Distributable Net Cash Flow Tax Benefit/Loss Total Resulting Distributions to GP (Equity) Resulting Cash Flow Taxable Income (Benefit/Loss) Total Cash Returns GP Investor After-Tax IRR (Cash + Tax) Resulting Distributions to LP (Tax Equity) Resulting Cash Flow Taxable Income (Benefit/Loss) Total LP Investor After-Tax IRR 2012 12/31/2012 1 2013 12/31/2013 2 2014 12/31/2014 3 2015 12/31/2015 4 2016 12/31/2016 5 2017 12/31/2017 6 2018 12/31/2018 7 2019 12/31/2019 8 2020 12/31/2020 9 2021 12/31/2021 10 2022 12/31/2022 11 2023 12/31/2023 12 2024 12/31/2024 13 2025 12/31/2025 14 2026 12/31/2026 15

83,843,679 10,911,751 94,755,430

11,403,231 13,957,586 25,360,817

11,966,346 5,483,764 17,450,110

12,540,723 619,696 13,160,418

13,198,210 185,346 13,383,556

13,724,169 (5,006,957) 8,717,211

14,333,702 (8,323,415) 6,010,288

14,955,426 (8,783,308) 6,172,118

15,681,554 (9,295,970) 6,385,584

16,236,426 (9,766,006) 6,470,421

16,896,205 (10,291,231) 6,604,973

17,569,179 (10,840,786) 6,728,393

18,354,886 (11,450,827) 6,904,060

18,955,775 (12,018,619) 6,937,156

19,669,940 (12,650,000) 7,019,940

(73,712,946) (73,712,946) 34.51% 29.93%

67,074,943 109,118 67,184,060

9,122,585 139,576 9,262,161

9,573,076 54,838 9,627,914

10,032,578 6,197 10,038,775

10,558,568 1,853 10,560,422

13,586,927 (4,956,888) 8,630,039

14,190,365 (8,240,180) 5,950,185

14,805,872 (8,695,475) 6,110,397

15,524,739 (9,203,010) 6,321,728

16,074,062 (9,668,346) 6,405,716

16,727,243 (10,188,319) 6,538,924

17,393,487 (10,732,378) 6,661,109

18,171,337 (11,336,318) 6,835,019

18,766,217 (11,898,433) 6,867,784

19,473,241 (12,523,500) 6,949,741

(36,856,473) 28.61%

16,768,736 10,802,633 27,571,369

2,280,646 13,818,010 16,098,656

2,393,269 5,428,927 7,822,196

2,508,145 613,499 3,121,643

2,639,642 183,492 2,823,134

137,242 (50,070) 87,172

143,337 (83,234) 60,103

149,554 (87,833) 61,721

156,816 (92,960) 63,856

162,364 (97,660) 64,704

168,962 (102,912) 66,050

175,692 (108,408) 67,284

183,549 (114,508) 69,041

189,558 (120,186) 69,372

196,699 (126,500) 70,199

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