Information Memorandum

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1 Information Memorandum Who We Are With over a century of combined management experience across the entire energy supply chain, Diversegy has become North America s premier energy broker and advisor to thousands of customers in various industries across deregulated energy markets throughout North America. Diversegy s Senior Management Team has been instrumental in building some of the nation s top energy companies and has led energy projects on a global scale; the team possesses expertise in the regulatory, legal, energy finance, solar and renewable projects, electricity, natural gas, engineering, metering, retail and wholesale risk aspects of the energy industry. Senior Management Team Doing business with Diversegy is like having your own in-house energy counsel. There is no one-product solves all approach to lowering your energy costs. The partners at Diversegy will cater a plan that is unique to your business and deliver results that will immediately impact your bottom-line. Competitive Advantage In contrast to our competitors who offer a singular solution and generally favor one energy supplier, Diversegy has structured relationships with some of the nation s most reputable suppliers to provide a multi-pronged approach to energy savings. Our value proposition goes beyond offering our clients the best pricing and product options for commodity. As an independently owned and operated energy brokerage firm, we offer our clients a portfolio of cost-cutting technologies and a roadmap of solutions that will add value to your company s bottom-line and lowered operating expenses every step of the way. Deregulated Energy Markets

2 North Tower, 10 th Floor Services Portfolio þ Energy Brokering & Load Aggregation This is the cornerstone of Diversegy s services. In over 90% of all our cases, we show an immediate impact to our Customers bottom-line. We provide brokering and aggregation services in 23 markets across the United States and two Provinces in Canada. All of the energy suppliers whom we do business with have been fully vetted and passed our due diligence requirements. Therefore, when customers contract with any of our recommended suppliers, they will continue to receive best-in-class service þ Long Term Energy Procurement Planning Perfect execution always begins with a carefully crafted strategic plan; and in today s competitive economy, even the least sophisticated companies understand the value of having a long-term energy procurement plan to keep operating expenses low. By partnering with Diversegy, we will evaluate your energy spend and provide a comprehensive plan that will detail how you can add percentage points back to your bottom-line þ Complex Negotiations Savvy businessmen and women understand that you never go into any negotiation without believing you have a competitive advantage. Because of our Senior Management Team s depth and breadth in the energy industry, we are your pocket ace. We identify special clauses and stipulate favorable terms, especially for companies with multiple locations across their real-estate portfolio. For qualifying customers, Diversegy can also negotiate specialized wholesale power purchases þ Energy Conservation & Efficiency Solutions Being at the forefront should go your industry and the products and services you sell, it should permeate your day-to-day operational processes. By partnering with Diversegy, we help to uncover many cost-cutting opportunities and identify solutions that add to your bottom-line. Our proven methodology and suite of energy efficiency solution implementations, including onsite solar and renewable energy generation, demand-side management and energy capacitors, to name a few, have helped customers incrementally save on their energy bills þ LED Lighting and Lighting Compliance Planning New federal laws are banning the sale of incandescent lights by doing a phase-out through OSHA guidelines are tightening down on the replacement of fluorescent bulbs because of their mercury content. Diversegy offers an American made, extremely efficient and state-of-the-art LED lighting solution that fits every lighting application, at very competitive prices.

3 Getting started with Diversegy Large commercial and industrial can leverage their BAS system by par3cipa3ng in Demand Response programs, and/or take advantage of on- site power genera3on Energy Procurement Planning 3 3 Medium and large commercial customers can implement responsible products to impact consump3on and show immediate savings with favorable ROI Energy Efficiency & Conserva3on 2 Engagements with Diversegy start with Energy Brokering this is the cornerstone of our value proposition. - Sam Khavari, Vice President of Strategy & Planning Energy Brokering 1 2 Commercial customers of all types and sizes can take advantage of immediate, low- hanging fruit at no out- of- pocket costs. Shop us once, we shop the en3re market for the best energy deal 1

4 Energy Brokering Diversegy operates independent of any utility company or energy supplier. We are a true energy brokerage firm, wholly owned by its management team and a group of private investors. Diversegy represents the customer in the energy procurement process no matter the industry, size, or load profile. Our portfolio of customers and management team s deep expertise allows us to negotiate rates and provide the best products and services to all clients. Only the top energy suppliers that have been vetted and passed our diligence requirements participate in Diversegy s bidding pool and compete for the clients we represent. Much like a mortgage company collects their fees from the financial institution, our services are paid for by the supplier whom we do business with. Shop us once, we shop them all!

5 Small sample of customers we represent

6 North Tower, 10 th Floor Customer Testimonials Diversegy worked with us to aggregate over 50 properties in New York. When we needed to add more properties to our current agreement, they worked diligently to accommodate us. We look forward to working with Diversegy in the future. Mr. Fritz Jean, CEO of Mount Hope Housing Company New York, NY Diversegy helped us coordinate our energy plans and required construction meters for our new location, and helped us to find the best possible rate and energy supplier for our business. Mr. Joe Tillotson, Owner, Katy Trails Ice House & Bryan Street Tavern Dallas, TX The City of Markham, Illinois will save a tremendous amount of money over the next three years. People often procrastinate and that's when they will lose out on saving money. By having Diversegy as our broker and advisor, always communicating with me and constantly guiding me throughout the process, we are now able to save a tremendous amount of money every year. Mayor Mr. David Webb The City of Markham, IL As the owner of the busiest IHOP franchise in New York, I was a bit skeptical at first, but soon Diversegy educated me on the deregulation process and showed me north of 20% savings off of my energy costs by placing my business with a credible energy supplier. Mr. Dave Cox, Owner/Principal at IHOP Franchise Brooklyn, NY

7 h"p:// CONTACT INFORMATION Mr. Steven Boss EVP & General Counsel Direct: (972) Cell: (714) Mr. Alex Rodriguez Chairman & Chief Executive Officer Direct: (972) Cell: (972) Mr. Johnny Webb VP Marketing Office: (214) Cell: (832) Proprietary, Date Sensitive and Confidential Information

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