Financing: Models and Opportunities



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Financing: Mdels and Opprtunities Mderatr: James Duffy, Nixn Peabdy Speakers: Tny Grappne, Nvgradac & Cmpany LLP Accunting and Financial Mdeling Chris Diaz, Seminle Financial Lending and Debt Tal Mam, United Wind Distributed Scale Leasing

Seminle Financial Services Natinal butique leader prviding financing fr cmmercial renewable energy prjects frm $2 millin t $30 millin Underwriting and servicing team with mre than 50 years f experience in financing debt and tax credit equity transactins Funded $300+ millin wrth f Wind and Slar Renewable Energy prjects since 2009 (95 MW) Fcus n financing renewable energy systems that supply electricity t municipalities, schl districts, and credit wrthy cmmercial ff-takers thrugh Pwer Purchase Agreements

PROJECT AGGREGATION STRUCTURE Financing Smaller Transactins ABC Prject Owner Master PPA with XYZ Offtaker (Crpratin, Municipality, ) Prject 1 Prject 2 Prject 3 Prject 4 Prject 5 Prject 6

Wind Prject Phases Phase I Phase II Phase III Phase IV Phase V Site Review and Technlgy Selectin Design and Planning Installatin Cmpleting and Cmmissining Onging Operatins Phase I Site Selectin Technlgy Selectin Financial Mdel PPA Leases State Incentives Integratr Design System Design Scheduling Financing Permitting Physical Site Equipment Delivery and Installatin Utility Review Permitting Authrity Inspectin Testing Maintenance Mnitring Repair

Underwriting Cnsideratins Ecnmic Viability / Financial Mdel: Develper: Spnsrship: Cntracts: Cnstructin: Surce & Use Prfrma Tax Credits / ITC Grant Track recrd Credibility Credit / Risk prfile Structure / Cmmitments Track recrd Risk prfile PPA / Lease Intercnnectin EPC turnkey cntract O & M EPC Cntractr experience Permitting / Zning FAA Apprval Air Quality Permits Renewable Energy Resurces: Technlgy: Revenue: Data / Verificatin Uncertainty Lcatin Suppliers / track recrd Bankability Warranty Availability / Delivery timing PPA structure (i.e., Security f revenue Stream) Valuatin: Appraisal / Cst Certificatin Renewable Energy Certificate (RECs) Lan Security Interests / Title: Assignments Ingress / Egress Easements ALTA Survey O&M / Asset Management: Cntractr / track recrd Spare parts Transmissin Term

Financial Structure: Ecnmic Viability Surces and Uses Lan Guarantees / Tax Equity Investrs PrFrma / Cash Flw Sale f Pwer (PPA) State Renewable Energy Certificates (REC s) Prgrams (Cnstructin and Perm Debt) 12 mnths Cnstructin / 5 20 year lng term debt Market Interest Rates LTV: 80% +/- Wind DSC: P99 = 1.00 dsc / P50 = 1.45 dsc (*P= Prbability Factr)

Financial Structure: Cmpnents Key Assumptins: Cnstructin lan up t 90% Lan t Cst 8-12% interest rate 1-2 pints riginatin fee Permanent lan up t 80% LTV 6-10% interest rate 1-2 pints riginatin fee Wind DSC: P99 = 1.00 dsc / P50 = 1.45 dsc Tax Equity Investr terms Tax credit pricing f 1.25 +/- 10% after tax hurdle 2.0% pririty return Exit after recapture perid

Organizatin Structure Limited Partner (Tax Equity Investr) General Partner 12 Mnth Cnstructin Lan Mini Perm Lan 99% 1% Partnerships fr federal incme tax purpses Tax paying entities Dentes an wnership interest Cash flws frm nn wners Yur Wind Prject - Owns and perates facility Develper 100%

SFS - Clsed Wind Transactin Castal Energy Wind 4-1.5 MW GE turbines (6MW wind system) in Grays Harbr, Washingtn $5,162,500 cnstructin lan PPA with Grays Harbr PUD Castal Cmmunity Actin Plan Develper US Bank Syndicatr State Grant N Perm Debt New Market Tax Credits (NMTC)

SFS - Clsed Wind Transactin Safeway Wind 2-1 MW Mitsubishi wind turbines (2 MW System) in Tracey, Califrnia $5.08 millin cnstructin lan PPA with Safeway Grcery Chain (Distributed Wind) Fundatin Windpwer Develper US Bank Syndicatr State Grant N Perm Debt

SFS - Clsed Wind Transactin Lime Wind 6 500 kw Nrdtank 500 rebuilt wind turbines (3 MW System) in Lime, Oregn $5+ millin cnstructin lan Bureau f Land Management (BLM) Land USDA REAP Grant 1603 US Treasury Grant (ITC) Oregn Department f Energy State Energy Lan Prgram Oregn BETC New Market Tax Credits

SFS - Clsed Wind Transactin Anheuser Busch Wind 1.65 GE single turbine 1.6 MW wind system in Fairfield, CA $3.5 millin cnstructin lan PPA with Anheuser Busch (Distributed Wind) Fundatin Windpwer Develper US Bank Syndicatr State Grant N Perm Debt Cmbined with Slar Array

SFS - Clsed Wind Transactin Ipswich Wind Hyundai 2.0 MW turbine in Ipswich, MA $4.26 millin cnstructin lan $2.87 millin permanent lan PPA with Ipswich Municipal Light Department Aquinergy LLC Develper 1603 US Treasury Grant (ITC) Massachusetts Wind Renewable Energy Certificate (REC)

Questins Chris Diaz Principal Seminle Financial Services Email - cdiaz@seminlefinancialservices.cm Cell - (727) 460-0578

Distributed Wind Exp Presentatin June 2013

Cnsumers are realizing they dn t need the pwer industry at all David Crane, CEO NRG Energy

Our Visin Lease A Wind Turbine T Every Suitable Prperty (3,500,000+ US prperties can benefit frm DG wind) June 2013-2 -

Wh We Are June 2013-3 -

Team With Deep Dmain Expertise Over 20 Years f Distributed Wind Energy Experience RUSSELL TENCER Funder & CEO Funder, CEO, Wind Analytics Over 1,000 wind prjects mdeled Frmer equity fund manager, ETG Trade TAL MAMO Funder & President Funder, President, Talc Built leading US wind turbine distributr Bard Member: DWEA, SWCC CULLEN KASUNIC VP, TECHNOLOGY BRENT KROHN VP, PROJECT DEV. JOSEPH HESS VP, BUSINESS DEV. VP, Prduct Manager, Wind Analytics Led sftware develpment Led financial mdel develpment VP, Prject Manager, Talc Managed >150 wind energy prjects Managed Talc dealer netwrk Senir Sales Manager, Slar City Sld $30 millin in Leases/PPA s Managed channel sales thrugh Tesla JUNE 2013-4 -

The United Slutin We perate under the ITC, which is in effect until 2016 Prperty Owner (Lessee) Build Prject Prvide System O&M Dealer Installer United Wind (Lessr) Fr Turbines 100kW and Under JUNE 2013-5 -

Mnthly Electric Bill WindLease Lwers Electricity Csts N Upfrnt Cst, Immediate Savings Ttal Savings: $30,952* $800 $750/mnth $600 $525/mnth $400 $200 $0 Old Electric Bill WindLease Payment New Electric Bill Typical Farm WindLease *Savings ver 10 year WindLease term JUNE 2013-6 -

Market Size (in millins) Sales Peak Why is WindLease Imprtant? Turbine Sales Have Hit Their Peak¹ $150 $125? $100 $75 Wind Turbine Sales $50 $25 $0 2005 2006 2007 2008 2009 2010 2011 ¹2011 U.S. Small Wind Turbine Market Reprt, http://www.awea.rg/learnabut/smallwind/uplad/awea_smallwindreprt-ye-2011.pdf JUNE 2013-7 -

US Residential Slar Market (in Millins) Sales Peak Slar Fllwed This Exact Trend $3,000 And Wuld Have Gne Dark if Leasing Hadn t Re-Energized The Market¹ $2,500 $2,000 $1,500 Slar Leasing Slar Purchases $1,000 $500 $0 2005 2006 2007 2008 2009 2010 2011 2012 2013(P) ¹Frbes: Hw CA is Demcratizing Slar fr the 99%, http://www.frbes.cm/sites/tddwdy/2012/07/03/hw-califrnia-is-demcratizing-slar-fr-the-99/ JUNE 2013-8 -

Our Leasing Optins Are RE-Energizing Distributed Wind A $50 Billin Opprtunity Is There, Just Waiting Fr Us¹ Market is Here $1 billin ¹Internally generated market ptential based n land resurces, wind resurces, plicies, and prprtinal interest in renewables based n a discunt n slar adptin JUNE 2013-9 -

Lets Pwer Tmrrw Yu We Yu We submit yur nline custmer applicatin frm. send yu a custm WindQute TM. tell us the custmer lved the WindQute. send yu the full detailed WindLease TM fr custmer signing. JUNE 2013-10 -