Green Energy Co-operative of Ontario 2 nd Annual General Meeting

Transcription

1 Green Energy Co-operative of Ontario 2 nd Annual General Meeting January 23, 2014 La Dome Banquet Hall 1173 North Service Road East Oakville, Ontario

2 AGENDA 1. Call to Order/Welcome Members and Guests 2. Notice of Meeting and Purpose 3. Introduction of Board of Directors & Guests 4. Minutes from Previous Meeting 5. Election of Directors 6. Introduction to and vote on resolutions 7. Reports 8. Election Results 9. Appointment of Auditor 10. New Business 11. Adjourn John Doma, Board Vice-President Kevin Epp, Board Secretary Jason Sparaga, Board Member Kevin Epp, Board Secretary Sean Kelly, General Manager Kevin Epp, Board Secretary Sean Kelly, General Manager Kevin Epp, Board Secretary

3 First Order(s) of Business 1. Call to Order 2. Notice of Meeting and Purpose 3. Introduction of Board and Guests 4. Motion to accept Minutes from previous AGM

4 Election of Directors (Sean Kelly to Execute Election Process) Two Existing Directors are standing for re-election: Phil Lefko John Doma The following Members have been nominated to run for election: No additional nominations were received

5 Resolutions (included in your handout) Resolution #1 By-law Number 1 Paragraph 11.1(c) of the Co-operative is deleted in its entirety and replaced with the following: "(c) provide for the payment of dividends on the share capital of the Cooperative in accordance with the articles of the Co-operative, subject to the Act." This paragraph used to say: (c) subject to the Act and paragraphs (a) and (b) above, by paying in cash to Members the balance of the surplus or such portion thereof as may be determined by the Board, computed at a rate in relation to the quantity, quality or value of the goods or products acquired, marketed, handled, dealt in or sold or services rendered by the Co-operative from, on behalf of or to the Member, whether as principal or as agent of the Member or otherwise, with appropriate differences in the rate for different classes, grades or qualities thereof.

6 Resolutions (included in your handout) Resolution #2 Section 10, Paragraph 1 of the Articles of Incorporation of the Co-operative shall be deleted in their entirety and replaced with the following: "1. Only Members of the Co-operative, corporations controlled directly or indirectly by a Member and trusts if all of the beneficiaries of which are the Member and/or immediate family members of the Member, shall be entitled to be issued or own Preference Shares of any class of the Cooperative; provided, however, that the aggregate consideration to be payable to the Co-operative for the issue of such shares to such Member shall not be less than $ " Basically, we are trying to allow people to invest via their corporation or trust, rather than directly as the Member. This is intended to help Members with: Farm Corporations Family Trusts Corporations used for tax purposes

7 REPORTS CO-OP REPORTS

8 2012 Financials (Income Statement) 2012 (4 months)* Revenue $0.00 Operating Expenses Advertising and promotion 5, Legal Fees 3, Professional Fees 4, Travel 2, Office Expenses Total Expenses $16, Net Loss $16, * Excerpt from 2012 Audited Statements (Full Audited Statements Available Upon Request)

9 2012 Financials (Balance Sheet) Assets (Current Mostly Cash) Liabilities Accounts Payable GST/HST Payable Loan from Spark Solar Total Liabilities Members Equity Membership Shares Class A Preference Shares Total Members Equity Net Income + Retained Earnings Total Liabilities & Equity 2012 (4 months)* $5, , , $16,997 2, , $4, , $5, * Excerpt from 2012 Audited Statements (Full Audited Statements Available Upon Request)

10 Membership Update The Green Energy Co-operative of Ontario Inc. ( GECO ) currently has 555 members.

11 Fundraising Update Sale of Preferred Shares has gone very well and sales/marketing efforts have stopped. Results of efforts to date: $804,900 (Cheques Received) $1,120,000 (Pledged or being transferred from existing RRSP s) Expect these funds to be in bank account by mid-february Estimate another $100,000 to come in from additional members Total of $2.1 million dollars in Pref. Shares Some additional fundraising being worked on with Bullfrog Power CEPP (Community Energy Partnership Program)

12 REPORTS PROJECT REPORTS

13 Location of the 18 Projects 3 Commercial/Industrial Buildings in Whitby & Ajax 1 Agricultural Building in Guelph 2 Ground-Mounted Projects near Rockwood 3 Agricultural Buildings Woodstock 1 Commercial/Industrial Buildings in Burlington 8 Commercial/Industrial Buildings in London

14 Projects 1 to 6 35 Atlantic Court, London 125 kw (Self Storage Facility) 99 Ash Street, London 250 kw (Manufacturing Facility) 982 Hubrey Road, London 250 kw (Manufacturing Facility) 2290 Scanlon Street, London 500 kw (Warehouse/Logistics Facility) 5 Cuddy Blvd, London 500 kw (Manufacturing Facility) 1000 Clarke Road, London 500 kw (Manufacturing Facility)

15 Projects 7 to Pond Mills, London 500 kw (Manufacturing Facility) 1875 Wharncliffe Rd S, London 250 kw (Manufacturing Facility) 377 MacKenzie Ave, Ajax 200 kw (Multi-Unit Manufacturing Facility) 105 Industrial Drive, Whitby 200 kw (Multi-Unit Commercial Facility) 1655 Tricont Ave, Whitby 250 kw (Warehouse/Logistics Facility) th Line Nassagaweya, Acton 500 kw (Ground-Mount on Farm)

16 Projects 13 to th Line Nassagaweya, Acton 500 kw (Ground-Mount on Farm) 279 Sumack Drive, Burlington 250 kw (Manufacturing Facility) Gunns Hill Road, Woodstock 100 kw (Agricultural Drive Shed) Substation Rd, Burgessville 200 kw (Poultry Barn) County Rd 17, Embro 99 kw (Agricultural Buildings) 7540 Wellington Rd 51, Guelph 100 kw (Agricultural Buildings)

17 Project Update Four Connection Impact Assessments (CIA s) have been received from LDC s/hydro One All four have requested no or minimal system upgrades Notice to Proceed (NTP) requests for these four projects will be submitted within the next two weeks Four lenders in Ontario are still discussing providing us with debt for our portfolio of projects. Our largest partner (11 projects) is looking into additional debt providers as well

18 Use of Funds Total of 6.2 MW (DC) of Generation Capacity with average cost per Watt of $3.20 means we need $20,000,000 of capital to finance all 18 Projects Partners, $1.4 Financing Sources GECO, $2.1 Debt/Equity Ratio Equity, 18.0% Lender, $17.4 Debt, 82.0% The current $2.1 million of funds raised through the sale of preferred shares

19 Project Financials Total of 6.2 MW of Generation Capacity with weighted average FIT rate of $0.511 per kwh should generate approximately $3,700,000 in annual revenue in year one of production. $2,150,000 of this is GECO s portion Project Size (kw AC) Project FIT Rate($/kWh) $0.398 $0.398 $- $0.500 $0.548 $0.548 $0.548 Project Revenue 000 $/Year) $- $100 $200 $300

20 Project Financials Annual Net Cash Available for Distribution to Preferred Shareholders is $356,000 (all figures in 000 $/year) Project Revenue Project Costs Lease Insurance O&M Overhead Debt Payment Cash Flow $- $100 $200 $300 $0 $100 $200 $

21 Estimate of Cumulative Cash Flows for a $1,000 Investment (No Tax Consideration) $3,500 $3,000 $2,500 $2,000 $1,500 $1,000 $500 $- GECO (Offering Statement) GECO (Current View) Year $3,271 $2,372

22 8. Election Results 9. Appointment of Auditor 10. New Business 11. Adjourn

23 Thank You