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Lastarria Energy Investments Business Plan
Lastarria Energy Investments Business Plan
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DISCLAIMER
THIS DOCUMENT IS FOR INFORMATION PURPOSES ONLY AND SHOULD NOT BE CON-
STRUED AS AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY PRODUCT,
SECURITY OR INVESTMENT. ANY OFFER TO SELL SECURITIES OR OTHER INVESTMENTS IS
BASED SOLELY ON INFORMATION CONTAINED IN THE LASTARRIA ENERGY INVESTMENTS,
LTD. CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM OR EQUIVALENT DOCUMENT AND
NOT ON THE BASIS OF THE INFORMATION CONTAINED IN THIS DOCUMENT.
THIS DOCUMENT IS CONFIDENTIAL AND INTENDED SOLELY FOR THE USE OF THE PERSON
TO WHOM IT HAS BEEN DELIVERED FOR THE PURPOSE OF ENABLING THE RECIPIENT TO
EVALUATE A SPECIFIC INVESTMENT AND IT IS NOT TO BE REPRODUCED OR DISTRIBUTED
TO ANY OTHER PERSONS (EXCEPT TO A PROSPECTIVE INVESTOR’S PROFESSIONAL ADVI-
SORS). THE INFORMATION IN THIS DOCUMENT IS STRICTLY CONFIDENTIAL.
FULL DETAILS AND RISKS ASSOCIATED WITH INVESTING IN LASTARRIA ENERGY INVEST-
MENTS, LTD. (“THE FUND”) SPONSORED BY LASTARRIA ENERGY CAPITAL, LTD. ARE OUT-
LINED IN THE CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM OR EQUIVALENT DOCU-
MENT FOR THE COMPANY, WHICH PROSPECTIVE INVESTORS SHOULD REVIEW CAREFULLY
AND CONSULT WITH THEIR LEGAL AND FINANCIAL ADVISERS PRIOR TO MAKING AN IN-
VESTMENT DECISION. LASTARRIA ENERGY INVESTMENTS, LTD., LASTARRIA ENERGY IN-
VESTMENTS LLC, LASTARRIA ENERGY INVESTMENTS MASTER FUND, LTD., AND LASTARRIA
ENERGY CAPITAL, LTD. ARE YET-TO-BE INCORPORATED ENTITIES. ANY FURTHER INFOR-
MATION OR REPRESENTATIONS GIVEN OR MADE BY ANY DEALER OR OTHER PERSON
SHOULD BE DISREGARDED AND ACCORDINGLY, SHOULD NOT BE RELIED UPON. NO PER-
SON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTA-
TIONS IN CONNECTION WITH THE OFFERING OF SHARES IN THE FUND. INVESTMENTS IN
THE FUND INVOLVE THE RISK OF LOSS OF CAPITAL AND AS SUCH INVOLVE A HIGH DEGREE
OF RISK.
BECAUSE OF THE RISKS INVOLVED, INVESTMENT IN THE FUND IS ONLY SUITABLE FOR SO-
PHISTICATED INVESTORS WHO ARE ABLE TO BEAR THE LOSS OF A SUBSTANTIAL PORTION
OR EVEN ALL OF THE MONEY THEY INVEST IN THE COMPANY, WHO UNDERSTAND THE
HIGH DEGREE OF RISK INVOLVED, BELIEVE THAT INVESTMENT IN THE COMPANY IS SUIT-
ABLE FOR THEM BASED ON THEIR INVESTMENT OBJECTIVES AND FINANCIAL NEEDS AND
HAVE NO NEED OF LIQUIDITY OF INVESTMENT. INVESTORS ARE THEREFORE ADVISED TO
SEEK INDEPENDENT PROFESSIONAL ADVICE ON THE IMPLICATIONS OF INVESTING IN THE
COMPANY. RISK FACTORS ARE DESCRIBED IN GREATER DETAIL IN THE FUND’S PROSPEC-
TUS, OFFERING MEMORANDUM OR EQUIVALENT DOCUMENT AND RELATED DOCUMENTS.
THE INFORMATION PROVIDED IN THIS DOCUMENT IS NOT INTENDED FOR DISTRIBUTION TO,
OR USE BY, ANY PERSON OR ENTITY IN ANY JURISDICTION OR COUNTRY WHERE SUCH
DISTRIBUTION OR USE WOULD BE CONTRARY TO LAW OR REGULATION OR WHICH WOULD
SUBJECT LASTARRIA ENERGY INVESTMENTS, LTD., LASTARRIA ENERGY INVESTMENTS,
LLC, LASTARRIA ENERGY INVESTMENTS MASTER FUND, LTD., OR LASTARRIA ENERGY
CAPITAL, LTD. OR ITS AFFILIATES TO ANY REGISTRATION REQUIREMENT WITHIN SUCH JU-
RISDICTION OR COUNTRY.
Executive Summary
Overview
Lastarria Energy Investments (“The Fund”) represents a disruptive shift in energy investing, focusing on risk management
rather than risk aversion, and seeking to invest jointly in energy projects and developing technologies that change the
way energy is generated, transmitted, and consumed.
The Fund will focus its investments on the Republic of Chile because the Chilean energy market is poised for dynamic
growth in the coming decade, requiring a doubling of its power generation capacity in only 12 years just to keep up with
the current trends in energy demand. Few markets present the opportunity to participate in such levels of relative
growth, and in these rapidly developing circumstances, agile, technology-centric solutions offer distinct competitive
advantages over traditional energy investors.
The portfolio targets of The Fund will be projects, technologies, and solutions that can be rapidly deployed at the margin
rather than large-scale power installations that take years of planning, permitting, and overwhelming capital resources to
deploy. The Chilean energy market is replete with such projects, and the Lastarria approach will truly disrupt the way
energy producers and energy consumers think about the market in Latin America for years to come.
Lastarria Energy Capital, Ltd. acts as the Investment Advisor for “The Fund,” which is a US$25 Million (target) private
equity fund that will invest in the energy & energy efficiency sector in Latin America, with a primary emphasis on the
Republic of Chile.
Fund Highlights
Key Facts
Overview of Chile
Population: 17 million
GDP: $239 Billion
GDP Growth: 7% (3rd Quarter - 2010)
Unemployment: 8.3% (September 2010)
Investment Climate: • #1 Destination for Private Equity & Venture Capital in Latin America (Source: LAVCA)
• #1 “Place to Do Business” in Latin America (Source: Forbes)
• Low corporate tax rate - 19%
Economic Stability: • 5th freest economy in the world, ahead of the US (Source: CATO)
• 4th lowest debt/GDP ration in the world (Source: World Bank)
• Highest GDP per capita in Latin America in purchasing power parity (Source: World Bank)
Political Stability: • Most Peaceful Country in Latin America, measuring crime rates & foreign relations/military
policy (Source: Global Peace Index)
• #1 in Latin America for ethics and accountability in government
(Source: Transparency International)
• Lowest Corruption in Latin America (Source: Corruption Perceptions Index)
Gross
Development Scenarios Plant Current Potential
Factor (MW) (MW) Scenarios (2025)
2007 Conservative Middle Upper
Hydroelectric 0.6 117 20,392 1,421 6.30% 1,653 7.30% 1,850 8.14%
Geothermal 0.8 0 16,000 810 3.60% 940 4.10% 1,400 6.16%
Wind 0.3 18 40,000 330 1.50% 998 4.40% 1,200 5.28%
Biomass 0.8 191 13,675 461 2.00% 501 2.20% 903 3.97%
Solar 0.2 0 100,000 210 0.90% 210 0.90% 250 1.10%
Photovoltaic 0.15 0 1,000 100 0.40% 100 0.40% 150 0.66%
Total Renewables 326 191,067 3,332 4,402 5,753
Total Installed Capacity 8,608 22,736 22,736 22,736 22,736
Renewables as % of Total 3.8% 14.70% 19.00% 25%
Thermoelectric
Natural Gas (370 MW) $630 $33.10 $46.30
GNL (370 MW) $630 $43.90 $53
Natural Gas to Diesel 500 hrs (370 MW) $670 $45.30 $62.40
Thermoelectric
Carbon (250 MW) $1,000 $33.10 $49.30
Carbon/petcoke (250 MW ) $1,250 $22.60 $42.80
Carbon/liquidized petcoke (250 MW) $1,600 $28.90 $54.80
Diesel (120 MW) $450 $192 $212
• Chile’s strong economy and lack of domestic sources of hydrocarbons has increased its need to secure stable en-
ergy supplies.
• Chile’s 18 gigawatts of power capacity are already severely strained and local authorities estimate that demand will
double over the next 12 years.
• Less than 2.4% of Chile’s power generation capacity currently comes from non-traditional renewable sources.
• Chile has adopted a clear regulatory and legal framework favoring energy generation from renewable sources:
‣ By 2011, at least 5% of the energy produced by traditional power generators (non-renewable energy pro-
ducers) has to come from non-conventional renewable sources, increasing yearly until reaching 10% by
2024. The failure to meet these quotas will result in fines for any power company that does not meet these
requirements, providing a clear incentive for non-renewable energy producers to purchase power at a pre-
mium from renewable producers to meet minimum requirements and avoid fines.
‣ There is a legal obligation to purchase all available renewable energy before purchasing non-renewable
sources of energy, essentially guaranteeing off-taking for Lastarria’s renewable energy projects.
Prior to founding Esound, Mr Belmonte was President and CEO of Fotowatio USA, Inc., the US subsidiary of Fotowatio,
one of the leading Spanish promoters of Renewable Energy and a global operator specializing in the generation of solar
energy. During Mr Belmonte’s tenure as CEO, Fotowatio USA was purchased by General Electric for €400 Million.
Mr Belmonte spent 10 years of his career with the Inter-American Development Bank (IDB), a multilateral development
bank based in Washington DC focused on economic and infrastructure development in Latin America and the Carib-
bean. At the IDB, he worked worldwide on the financial and technical design, and construction, of public and private
renewable energy projects. He has pioneered project structures for sustainable development projects in emerging mar-
kets and has been at the forefront of the collaboration between public and private entities for the development and con-
struction of large-scale infrastructure projects.
Mr Belmonte holds a Master's in Science degree in Environmental Engineering and holds a bachelor degree B.S. Envi-
ronmental Sciences from the University of California at Santa Barbara.
Mr Ibarguen’s experience includes structuring a 15,000 square meter office building for Citigroup, which was awarded in
a competitive bidding process with 7 other Guatemalan developers; structuring the purchase and negotiating the rights
of way for more than 100 properties that will constitute the first 100% private toll road in Central America; developed a
200,000 square meter class A apartment building; negotiated a majority stake in a 12,000 square meter block in
downtown Guatemala City at a price 55% of market value; structured financing for a single-family housing development
project where the equity investor received an IRR of 51%. Mr Ibarguen’s unique talents lie in his ability to structure
creative deals that allow projects to move forward initially with low capital commitments and dramatically mitigate equity
risk in projects.
Additionally, Mr Ibarguen has served on the Board of Directors of several companies, including Inmobiliaria San Nicholas,
the number one affordable housing developer in Guatemala; Cofiño Stahl, the largest automotive distributor in Central
America, where he serves as Vice Chairman; and Financiera San Miguel, a financial services company within Grupo
Progresso. He was previously the Senior Relationship Manager, Risk Manager, and Credit Approval Officer for the
Corporate Bank division of Citigroup in Guatemala (1998-2003).
Mr Ibarguen holds a Bachelor of Arts, Summa Cum Laude, in Business Administration from Universidad Francisco
Marroquin and a Masters of Business Administration from the Haas School of Business at the University of California,
Berkeley.
Mr Layne has also served as a senior consultant with Hinchcliffe & Co. (2007-2008), the world’s leading Web 2.0 con-
sultancy. He has advised numerous technology strategies ranging from start-up to NASDAQ-traded clients. While at
Hinchcliffe & Co. he principally advised clients on internal processes and strategies utilizing best practices in Enter-
prise Web 2.0 technologies, and assisted in drafting white papers for clients providing such technology in the Enter-
prise space.
Mr Layne co-founded Nexplore Corp., a technology company, in 2005 based in Dallas that went on to become pub-
licly traded, and at its peak had a market capitalization in excess of US$100 Million. Mr Layne served as Chief Strat-
egy Officer and as a director of the company during its going public transaction and thereafter, gaining first-hand ex-
perience with Sarbanes-Oxley and public company corporate governance. He was additionally responsible for liaising
between the engineering staff and patent counsel on the construction and maintenance of the company's intellectual
property portfolio.
From 2001-2004, Mr Layne served as a senior strategist and advisor to the campaigns of U.S. Senator John Booz-
man, where in addition to development of grassroots campaigning strategy and the creation of the campaign's posi-
tion papers, he was actively involved in the fundraising process and as a speechwriter for the candidate. From 2000-
2001, Mr Layne served on the State Executive Committee of the Republican Party of Arkansas.
Mr Layne received his undergraduate education at the University of Arkansas, where as a Chancellor’s Scholar, he
triple-majored in Economics, Political Science and Philosophy.
Prior to founding Klemmer, Mr Manno was started one of the first Internet Service Providers in Italy, founding the first
internet service provider in the southern region at the end of 1994. Subsequently, he founded “bid.it Spa” the first auc-
tion online company in Italy in the 1999, his company was one the biggest internet company of the new economy era in
the Italian market, and was valued at €200 million at its peak.
Previously, Mr Manno was the production manager of the Snia Bpd, the then chemical conglomerate company of the
FIAT Group, and served as chief production manager of Fapack Spa, a plastic film manufacturing company. He holds a
Bachelor’s degree in Mechanical Engineering from the Bari Polythecnic University in Bari, Italy.
At Highbridge Mr Resnick organized and launched over twenty private hedge funds and three registered investment ad-
visers; was the original project manager for the industry’s first open-end mutual fund trading a proprietary hedge fund
market-neutral statistical arbitrage strategy; structured Highbridge’s nascent portable alpha funds; and played a key role
in negotiating the sale of Highbridge to JPMorgan Asset Management Holdings, Inc. in December 2004.
Mr Resnick has advised on, among other matters, private placements, the QIB and Rule 144 provisions of the Securities
Act of 1933, the disclosure and reporting provisions of the Securities Exchange Act of 1934, including Section 13 and
Section 16; the Investment Company Act of 1940; the Investment Advisers Act of 1940; the Commodity Exchange Act of
1974; and the regulations and rules of the NASD, the NFA, the U.K. Financial Services Authority, the Cayman Islands
Monetary Authority, the H.K. Securities and Futures Commission and The Irish Stock Exchange.
Prior to joining Highbridge, Mr Resnick was an Associate in the Commodities, Futures and Options Group at Skadden,
Arps, Slate, Meagher & Flom. Mr Resnick received a JD from The University of Chicago Law School in 1988.
From 2000-2007, Mr. Thomas served as International Banking Director of Lloyds in London, where he served as a mem-
ber of the executive committee of the International division of the bank, which has operations in 20 countries. He chaired
the Assets and Liabilities Committee and was a member of the Group Country Risk Panel. From 2000-2003 in this posi-
tion he led the bank’s Latin American operations, with more than 4,500 staff in nine countries and revenues exceeding
£250 million. Mr. Thomas steered the group through the financial crisis in Argentina in the early 2000s, and managed the
complex and financially successful strategic exit from the region.
Mr. Thomas currently serves as a Director of several companies and funds, including UBA Capital Europe as well as serv-
ing as Chairman of three Luxembourg-registered funds sponsored by Lloyds TSB. He is a member of the Board of Direc-
tors of the Brazilian Chamber of Commerce in Great Britain, a member of the Board of Governors of the English-
Speaking Union, and as Chairman of the Hispanic and Luso-Brazilian Council.
Strategic Partners
KEMA - Project Evaluation www.kema.com
A global, leading authority in energy consulting and testing & certification, active throughout the entire energy value-chain
– in a world of increasing demand for energy, KEMA has a major role to play in ensuring the availability, reliability, sustain-
ability and profitability of energy and related products and processes. KEMA combines unique expertise and facilities, in
order to add value to our customers in the field of risk, performance and quality management.
With more than 1,600 people and offices and representatives in more than 20 countries around the globe, we are com-
mitted to offering reliable, sustainable and practical solutions. We understand and recognize the technical consequences
of a business decision, as well as the business consequences of a technical decision.
Service Providers
Baker Botts - U.S. & International Legal Counsel www.bakerbotts.com
Baker Botts is a full-service, leading international law firm with a more than 170 year history and offices around the world.
The firm is an international leader in the energy & natural resources sector, both for oil & gas and alternative energy.
Who’s Who Legal designated Baker Botts as the Law Firm of the Year for Oil and Gas for five out of the last six years,
and the firm has consistently earned numerous other awards, such as Energy Projects Law Firm of the Year by
Chambers USA and Deal of the Year by Project Finance & Energy Risk.
Projects
During the previous twenty-four months, The Lastarria Group and its affiliates have gained access to a substantial
pipeline of projects in the energy sector in Chile and the broader Latin American region. The following information is not
to be construed to represent actual investments Lastarria Energy Investments will make, but rather describes the scope
and scale of Lastarria’s access to available portfolio targets. All specific investments will be negotiated by Lastarria
Energy Capital’s management team on behalf of the fund.
Although the power generation projects below are largely outside of the desired parameters for Lastarria’s portfolio, given
our focus on small-scale, agile, and rapidly deployable solutions, the projects represent the scope of Lastarria’s access to
deal-flow in the region and are included for illustrative purposes only.
Targeted Returns
Lastarria is dedicated to careful risk management and return balance in selecting its prospective investments. The goal
of the fund is to provide investors with an internal rate of return exceeding 20%, net of fees and expenses. As such, the
following guidelines will be applied by the management team in its investment decisions:
• Power generation projects with total equity IRR of at least 25%; targeting earlier stage investments for better
valuations
• Buy-outs, technologies, and distribution rights where the risk-weighted potential returns are at least 100% in total
• Feedstock supplies/projects that have 20-year models making them attractive to traditional institutional investors
(pension funds, insurance companies) as an exit strategy
Investment Process
Our investment process is focused on ensuring our financial and technical assumptions about each portfolio company
are accurate rather than about having the trappings of a “traditional investment fund” structure like an investment
committee.
We will work closely with the management teams of our prospective portfolio companies/projects to establish a set of
financial and technical assumptions, which will then be presented to our strategic partner, KEMA, who will provide an
independent evaluation of those assumptions. If those assumptions withstand independent scrutiny, then a final decision
will be made that takes into consideration the following additional factors:
General Overview
The term of the fund is ten years, with a specified intention of exiting most of the portfolio by year seven to ensure 100%
liquidity for the investors by year ten.
Feedstock Projects
Most feedstock projects, due to their commodity nature, will be sold to industrial entities who are the end users of the
feedstock product and would like to have greater control over the cost predictability of their supply.
Contingency Planning
All of Lastarria’s portfolio companies/projects will be selected and developed in accordance with the principle that there
may not be a viable M&A or IPO market for exit within the timeframe targeted by the fund. This development strategy will
consequently focus on ensuring stable free cash flow to ensure that the fund’s investors are able to receive liquidity within
a 5-7 year timeframe.
Fund Structure