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Developing & Funding Renewable projects Diego Belmonte diego.belmonte@esoundenergy.com www.esoundenergy.com Tph: + 1 202 510 1348

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Who we are… Esound’s Highlights • • •

Young, innovative and highly motivated Renewable Energy & Energy Efficiency company Project development & investment activities in RE & EE projects worldwide Provides boutique strategic advising for those players entering into renewable energy markets in the US and other international emerging markets...

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Brief on World Market‌

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Renewable Energy Markets •

Over a USD $1 trillion electricity global market (aprox. 3,700 Gw)

Global market expected to double by 2025

Renewable energy share > 2% – Wind > 1% – Solar > 0,1%

Drivers Markets : Higher electricity rates, need for security of supply, better for environment, stronger regulation, job creation, etc.

Renewable technologies are closer to mass-market cost effectiveness

Renewable Energy: most important economic opportunity of our times

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The World Electricity Market… Renewable Energy will increase 6X by 2030 World Electricity Installed Capacity 2008 - 2030 Gw

Quota % 7.303

Other renewable Hydroelectric Nuclear

2%

7% 22%

17%

10%

5% 6%

12%

3.719

24%

Oil Gas

35%

30%

30%

2008

2030

Coal 2008

2030

Source Coal Gas Oil Nuclear Hydroelectric Other renewables Average

Growth % Annual

2002-2030

2,3 3,8 0,0 0,2 1,5 7,2 2,4

89,9 187,1 0,0 4,7 51,8 600,0 96,4

Source: IEA (Reference scenario)

Renewable energies –non hydro- will play a larger role in the energy mix, going from 2% to 7% Confidential – Not for Distribution Purposes


Cost of Renewable Energy: Significant cost reduction expected

w av e Ti de /

al S

ol ar Th er m

ol ar PV S

eo th er m al G

W

in d

of fs ho re

on sh or e in d W

B

co n H

yd ro

io en er gy

7,000 6,000 5,000 4,000 3,000 2,000 1,000 0

ve nt io na l

($/Kw)

Change in renewable Cost of Capital 2001 - 2030

Source: IEA

2001

2030 Referencce Scenario

2030 Alternative Scenario

Cost of most renewable sources will go below current cost of hydro. Installed capacity will drive the cost reduction curve in each technology

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Japan Korea India Indonesia Philippines Thailand

√ √ √ √ (*) (*) √ √ √

Public investment

Renewable Energy Credits

Investment Tax Credits

Capital subsidies

Asia

RPS

Europe (UE)

Feed-in tariff

Traditional Country Selection Criteria: Tariff scheme and overall government support

√ √ √

√ √

√ √

√ √

√ √ √ √

Algeria Morocco South Africa Tunisia Turkey Australia

√ √ √

√ √

Public investment

Renewable Energy Credits

Investment Tax Credits

(*) √ √

Capital subsidies

√ √

Africa and others

RPS

√ √

Feed-in tariff

√ √

Public investment

Renewable Energy Credits

(*) (*) (*) √ √

Investment Tax Credits

USA Canada Brazil Argentina Chile Costa Rica Ecuador Mexico

Capital subsidies

Americas

RPS

Feed-in tariff

Source: Austrian Energy Agency (2007)

√ √

Source: Renewables 2007. Global status report (*) only in some states

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Clear World market opportunity Attractiveness

Market Size

•Resource: irradiation •Legal framework: Regulations, PPA, etc

•Growth prospects

Financing

•Long term debt and grants •Mitigate country / exchange risk

Synergies/Access •Reach grid parity •Competition growing

Southern & Eastern Europe North America

Gulf countries and India Northern Africa ASIA

LATIN AMERICA

Australia

1st Tier

South Africa

2nd Tier

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DEVELOPMENT ASPECTS

Differences found in the USA: No Feed-In tariffs…

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Project Cycle in the USA Experienced project team must manages risk through development, construction and operation to achieve long-term success Technology

Bankable technology choices

Development

Own development – PPA + REC

Equipment Supply

Choose well-respected & relievable suppliers

Financing

Project finance & tax equity: RFP and contracts

Construction

EPC Contract: RFP and supervision Monitoring & Asset Management; O&M Contracting

O&M

Ownership

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Sale of power and RECs to utility or other offtaker


Market Structure / Players Equipments

EPC

Suppliers

EPC Contract

Debt

Banks

Developer

Customers PPA

-Utilities -Non-Residential

REC´s

Utilities Equity

Equity/Tax Equity

• Developer is the main player in the structure • Revenues from development fee : this is the most important revenues source for the developer. • Property of the plant : Developer / Customer : The customer usually has a buy back option.

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Positioning in the value chain

Traditional Manufacturing & EPC Space Components Supply

Techn ology supply

Traditional Financier, owner & operator Space

Traditional Designer & Developer Space Construc tion (EPC)

Planni ng and Desig n

Project Develop ment

O & M

IPP/Inv estmen t Funds

Utilities

 Immature markets = inefficient chain leads to a vertical integration of segments  This yields: different risk profiles, higher investment requirements, higher needs for knowledge and specialized expertise, greater overhead costs, etc.  Good examples of these are found in the United States…

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Evolution of Renewable Energy Financing in the U.S. 1) Self-financed 2) Capital equipment leasing 3) Third party ownership for commercial-scale and utility-scale systems with Power Purchase Agreement 4) New financing models for residential systems

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A good Solution: Power Purchase Agreement The PPA is a contract in which the customer, rather than buying and operating the solar system, just buys the power following a pre-set price schedule. CUSTOMER RESPONSIBILITIES Buy electricity - pay only for the power produced 10-25 year contract term

Host the system (for retail systems) Enter into a long term site lease

SYSTEM OWNER RESPONSIBILITIES Develop & finance system Permitting Design Financing Procurement Installation Own & operate system Operations Maintenance Insurance

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Power Purchase Agreement Value Proposition • Retail market shifting to Power Purchase Agreement (PPA) model because of its customer value proposition – Capital conservation: no up-front capital expenditure – Immediate savings compared to utility rates – Long-term hedge on utility rates – Limited operational risk • PV PPA model started for non-residential systems; now being modified for residential systems • Attractiveness of PPA model has accelerated installation of PV in the U.S.

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Features of the PV PPA in the U.S. • “Behind the Meter”: systems are intended to offset retail customer’s electricity demand, with excess power sold into grid • Electricity prices are fixed for term of contract, with predetermined escalation/steps tailored to customer • Performance based: customer only pays for the power produced • System purchase option available anytime after the 6th year of operation • Renewable Energy Certificates (RECs) can be included in PPA, or sold separately Confidential – Not for Distribution Purposes


A Typical U.S. Solar PPA Transaction • Customer – Facilities: warehouse, office building, big-box retail, light manufacturing, etc. – Companies: socially responsible, sensitive to energy costs – Public institutions: federal/state/local government, military, school/university • Location – Primarily in states with incentive programs, supporting policies, higher electricity rates, and good sun • Size and Technology – >300 kWp – Rooftop or ground-mounted tracker

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Customer, Supplier, and Developer Point of View

Solar System & PPA

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Third Party Capital Point of View Tip of Iceberg

System & PPA  Warranty  Cash Flow Risk

Whole Iceberg

 Tax Monetization  Production Risk  Project Timing

Much HARDER than it appears…

 Rebate Risk  Installer Track Record  Financial Structure  Technology  Customer Credit Risk Confidential – Not for Distribution Purposes

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US Market Developing Around Strong Sponsors

DEVELOPER Financing Risk Implementation Risk EPC Risk Real Estate Risk Regulatory/Rebate

Industry must understand and manage risks

DEVELOPER

CUSTOMER Implementation Risk Relationship Risk Regulatory/Rebate Risk

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INVESTOR Maintenance Risks Operating Expense Credit Risk Regulatory Risk Production Risk

Industry needs a successful track record


FINANCING ASPECTS IN DEVELOPMENT

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Financing RE: The Solar Case •

Capital providers seek predictable cash flow with controlled risk – Long term, fixed price contracts – Creditworthy counterparts – Predictable policy regimes – Proven technology – Track record

Capital providers – Lenders – Equity Investors – Tax & Cash Equity Investors

Bolthouse Farms, Palmdale, CA Confidential – Not for Distribution Purposes


Developing and Financing Projects • Projects need – Land – Interconnection – Champion within customer organization • Project financiers need – Technology - bankable – Customer - investment grade – Developer - strong track record • MW in operations • In-house technical teams • Experience with large projects – Seek to minimize risk for the long term Confidential – Not for Distribution Purposes


Project Financing Process 1) Form limited recourse project company 2) Development financing – Developer / financer typically uses owns balance sheet or does Project Financing 3) Construction financing: models – Typically debt with PV system as collateral and perhaps with guarantee from financer, – Developer / financer uses own balance sheet or Project Financing – Development fund – levered cash equity development financing 4) Ownership – Project sold to equity infrastructure fund with long term debt (15-20 years) – General partner provides some cash equity financing to provide assurance to tax equity and debt providers

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Meeting Investor Needs - Equity • Equity Investors Interested in Solar – Investors coming from three sectors – direct subsidies/incentives, tax driven, energy focused, capital leasing – Focused on higher yields – Main investors are large institutions • Diverse Financial Products – Aggregated Fund of smaller solar projects – diversification of risk – Leveraged structure with senior debt at the project level – Majority of benefits come from tax benefits (investment tax credits /accelerated depreciation) – Partnership structures usually preferred – not a lease, although need to be able to do leases as well • Exit for Investor – Exit path needs to be clear, and under what terms, impact to overall deal • Yields – Depends fund level risk, amount of leverage, and credit protection coming from sponsor, customer or system integrator

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Meeting Investor Needs - Equity • Review of underlying contracts (traditional project finance diligence), accounting, and tax issues; the solar requires much more focus on accounting issues than investors are initially aware of • Earnings impact is not trivial and deals need to be highly structured • Diligence requirements or conditions precedent for smaller deals are not relaxed, need to instill the same rigor typical as for larger projects • Residual value needs to be managed carefully

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Meeting Lender Needs: BANKS • System production estimates require careful validation • Tax equity needs to understand tax credit dynamics and recapture risks • Debt service coverage ratio need to account for variability in production • How, when, and if to value Renewable Energy Credits in the cash flow analysis • Need strong familiarity with the energy sector and knowledge of utility credits a real plus; many contracts in the sector are driven by RPS requirements and a familiarity with REC contracts or RPS requirements is essential (risk identification) • Shift to CO2 markets a challenge

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Balancing the Participants Equity

Sponsor • • • •

Bringing Capital Area Expertise Pipeline Ready the Project for final Investment

Lenders

New Entrants

Very experienced

Relatively Passive

Detailed due diligence

Highly risk averse

Traditional rights and remedies

Experienced investors

The final return to each group is a function of the allocation of risk across the parties; since each deal is unique, the risk/return profile differs with each financing

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Key Issues for Customers and Project Hosts

RELIABILITY of Technology MANAGING “Change of Law” Risk

UNDERSTANDING Ongoing PPA Obligations

KEY ISSUES FOR CUSTOMERS AND PROJECT HOSTS

CREDITWORTHY And EXPERIENCED PPA Provider

CONFIDENCE in PPA Provider to Manage Project Construction

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RELIABILITY of PPA Provider


Key Issues for Developers and Project Investors

RELIABILITY of Technology MANAGING “Change of Law” Risk

UNDERSTANDING REC Markets

CREDITWORTHY Power Purchaser KEY ISSUES FOR DEVELOPERS AND PROJECT INVESTORS

CONFIDENCE in PPA Provider to Manage Relationships

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RELIABILITY of PPA Provider


Key Factors to consider when assessing investment opportunities in emerging markets •

Incentive stability – Governments are accelerating reassessments of feed-in tariffs as project development interest exceeds expectations • Can lead to rapid decreases in out-year tariffs Permitting and regulatory processes – Processes and procedures of other governments are often unclear or require on-the-ground knowledge • Can be mitigated by identifying an experienced local partner/EPC provider – Attractive feed-in tariffs can be paired with unwieldy regulatory hurdles • Spain, for example, is known for its inefficiency in project siting and construction processes Existence of experienced potential partners – Germany’s project developer and installer networks are dominating other European markets, so having experienced partners is important

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Summary and Final Thoughts •

Market is still in its infancy in the World. In the U.S.: – No long-term Federal policy is established – Dissimilar state to state policies and programs – Fragmented marketplace

The U.S. -- one of the most promising market in the world today

Sponsor and third-party capital necessary for growth of the industry -- smart money = smart growth

Identification, mitigation, and allocation of risk key to closing deals

Equity and Debt moving quickly up learning curve – standards are more known and more rigid

Step function in learning curve (for new technologies)

Lower costs & economies of scale will be needed to maintain momentum

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EXAMPLES OF CONSTRUCTED PROJECTS

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Large Systems: Nellis Air Force Base Solar Power System PRIVATELY FINANCED, OWNED, AND OPERATED •

≈ $100MM project on Nellis Air Force Base

14.2 MW with sun tracking system – 140 acres with 75,000 modules – First Large solar PV plant in North America

Electricity sold to U.S. Air Force under 20 year PPA

RECs (portfolio credits) sold to NV Energy utility – Helps them meet their renewable portfolio standard obligation

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California State University: Fresno PRIVATE FINANCED, OWNED, AND OPERATED 

~$8M project on California State University (CSU) property in Fresno, CA

1,173 KW shaded parking structure —

Schott Solar modules

Electricity sold to CSU Fresno under 25 year Power Purchase Agreement (PPA)

CSU Fresno charges additional for parking under cover

Renewable Energy Certificates (RECs) sold to voluntary CA market

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Denver International Airport PRIVATELY FINANCED, OWNED, AND OPERATED 

~$13M project on Denver International Airport (DIA) property in Denver, CO

1,998 KW ground-trackers —

APS Tracker with Sharp modules

Electricity sold to DIA under 20 year PPA and provides enough power to run the internal rail system

RECs (portfolio credits) sold to Xcel under a 20 year agreement —

Helps them meet their renewable portfolio standard obligation

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Roche Molecular, New Jersey PRIVATELY FINANCED, OWNED, AND OPERATED 

~$6M project on office complex roof in Branchburg, NJ

914 KW roof structure —

SunPower modules

Electricity sold to Roche Molecular under 20 year PPA

RECs sold to PPL Corporation —

Helps them meet their renewable portfolio standard obligation

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Belmar Office & Retail Complex Name: Belmar Location: Lakewood, California Area: 200,000 square feet Nameplate capacity: 1,741 kW System type: Parking System Annual output: 1,250,000 kWh CO2 savings: 2,016, 289 lbs/year

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Happy Valley School & Family Center, California Name: Happy Valley School Location: Anderson, California Area: 2 schools Nameplate capacity: 253 kW System type: Roof Mount Annual output: 371,485 kWh CO2 savings: 413,170 lbs/year

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Lowe’s Store, Hawaii Name: Lowe’s Store Location: Kona, Hawaii Area: 35,800square feet Nameplate capacity: 392 kW System type: Roof Mount Annual output: 598,466 kWh CO2 savings: 919,000 lbs/year

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Santa Rosa City Schools Name: Santa Rosa City Schools Location: Santa Rosa, California Area: 85,000 square feet Nameplate capacity: 830 kW System type: Roof Mount Annual output: 1,177,530 kWh CO2 savings: 1,261,800 lbs/year

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Colorado Convention Center

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Macy’s, San Jose, CA

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California State University, Fresno

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Macy’s, Temecula, CA

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East Los Angeles Community College

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Macy’s, Newpark, CA

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University of California, San Francisco

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Yuba City Wastewater Treatment Facility

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