Majority ownership in Prairie Breeze Wind Energy Farms I, II and III has been sold.
TerraForm Power, Inc., an owner and operator of clean energy power plants, and SunEdison, Inc., the world’s largest renewable energy development company, announced Monday that TerraForm Power has signed a definitive agreement to acquire net ownership of 930 megawatt (MW) of wind power plants from Invenergy Wind LLC (“Invenergy”), the largest independent wind owner in the United States.
This acquisition is expected to add a sizeable, high-quality contracted power plant portfolio to the TerraForm Power and SunEdison family of companies, strengthening one of the largest and highest growth renewable power platforms in North America.
Invenergy officials issued a statement late Tuesday morning regarding the sale.
“Invenergy is pleased to have developed the Prairie Breeze Wind Energy Center (“Prairie Breeze”) projects, and to retain an ownership stake in all three project phases and to continue on as planned as the facilities’ operator. Our operations and maintenance staff – which soon will total 20 team members in all – will remain employed at the project and based at our on-site operations building in Elgin.
“It’s important to note that:
• Invenergy will continue to be responsible for managing the completion of construction for the two newest phases of the complex, the Prairie Breeze II Wind Energy Center and the Prairie Breeze III Wind Energy Center.
• All landowner agreements for all three project phases are unaffected.
“The Prairie Breeze projects have in recent months attracted significant market interest due to their quality and value, and because each phase has a long-term power sale contract. The timing of this interest presented us with an opportunity to position Invenergy for greater long-term growth.
“This transaction validates the quality of Invenergy’s operating capabilities, and we very much remain an owner and operator of clean energy assets. Our operating facilities total approximately 6.6 gigawatts (GW), with another 2.5 GW under construction or contract. Therefore, this transaction in fact involves a small portion – approximately one-tenth – of Invenergy’s total portfolio.
“The capital infusion from this transaction will be reinvested into Invenergy’s development pipeline, which includes continued activity in Nebraska. We appreciate the community support in Antelope and Boone Counties for our Prairie Breeze projects, and we’re pleased that they’ll continue to infuse millions of dollars each year to the local community through tax revenue, landowner payments, and staff salaries.
“Invenergy remains committed to operating the Prairie Breeze projects efficiently and to developing additional renewable energy projects in Nebraska.”
Omaha Public Power District, Lincoln Electric Systems and the City of Grand Island have signed long-term power purchase contracts for Prairie Breeze I, II and III, respectively. Grand Island officials are in the process of selling a portion of the power from PB III to the cities of Neligh and Nebraska City.
Energy Landscape
“TerraForm Power continues to transform the energy landscape with our acquisition of Invenergy’s wind power portfolio,” said Carlos Domenech, TerraForm Power’s chief executive officer. “This transaction is expected to be immediately accretive to our shareholders, extend the visibility of our growth trajectory and unlock significant value as we aggregate a highly fragmented industry. Our ongoing partnership with Invenergy, the country’s leading independent wind owner and developer, provides further opportunities for collaboration, asset drop downs and dividend growth.”
“TerraForm Power’s acquisition of the Invenergy wind plants leverages the power of SunEdison’s platform which was enhanced with our acquisition of First Wind in January of 2015,” said Ahmad Chatila, SunEdison chief executive officer and TerraForm Power chairman. “The Invenergy transaction creates significant value for our shareholders through the accretion in our TerraForm Power ownership and the acceleration of our Incentive Distribution Rights (IDRs). Together with TerraForm Power, SunEdison’s development platform will change how energy is generated, distributed and owned around the world.”
Acquisition Terms, Asset Overview and Invenergy Relationship
“This agreement speaks to Invenergy’s proven track record as an independent power producer and to our excellence in facility operations,” said Michael Polsky, Invenergy founder, president and chief executive officer. “Clean power is driving our energy future, and this transaction will enable us to further invest in our industry-leading development pipeline and bring significantly more clean energy to market in the years ahead.”
TerraForm Power intends to acquire net ownership of 460 MW of the wind power plants from Invenergy with the remaining 470 MW to be acquired by a new warehouse facility, for a combined $2.0 billion in aggregate consideration. Average unlevered CAFD of the acquired portfolio is anticipated to be $141 million annually over the next 10 years, generating a levered cash-on-cash return of approximately 8.4 percent.
The acquired portfolio is comprised of seven contracted wind farms located in the United States and Canada. The assets have a weighted average remaining contract life of 19 years and an average counterparty credit rating of AA.
Invenergy will retain a 9.9 percent stake in the U.S. assets and will provide certain operation and maintenance services for these power plants.
The continuing partnership with Invenergy is expected to provide significant opportunities for future collaboration and growth. Invenergy is North America’s largest independent wind power generation company, and its portfolio of clean power projects includes operating facilities totaling approximately 6.6 gigawatts (GW), with another 2.5 GW under construction or contract. This transaction represents the transfer of approximately one-tenth of Invenergy’s total contracted portfolio.
“As an independent, privately-held company, this transaction is consistent with how we finance growth in our capital-intensive industry and reflects the strength of Invenergy’s business model,” said Jim Murphy, Invenergy chief financial officer and operating business group president. “Market interest in these wind projects was strong, reflecting the quality of these renewable energy assets, all of which have long-term power sale contracts.”
Approvals and Timing
The companies anticipate closing by the fourth quarter of 2015.
Completion of the transaction is conditioned upon approval by the Federal Energy Regulatory Commission and the Public Utility Commission of Texas. The transaction is subject to the notification and reporting requirements under the Hart-Scott-Rodino Act and other customary closing conditions.
About
TerraForm Power is a renewable energy leader that is changing how energy is generated, distributed and owned. TerraForm Power creates value for its investors by owning and operating clean energy power plants. For more information about TerraForm Power, please visit www.terraform.com.
SunEdison is the world’s largest renewable energy development company and is transforming the way energy is generated, distributed, and owned around the globe. The company develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. SunEdison is one of the world’s largest renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices and technology manufacturing around the world. SunEdison’s common stock is listed on the New York Stock Exchange under the symbol “SUNE.” To learn more visit www.sunedison.com.
Invenergy and its affiliated companies develop, own, and operate large-scale renewable and other clean energy generation and storage facilities in North America and Europe. Invenergy is committed to continued innovation in clean power solutions. Invenergy’s home office is located in Chicago and it has regional development offices in the United States, Canada, Mexico, Japan, and Europe.
Invenergy and its affiliated companies have developed more than 9,100 MW of projects that are in operation, in construction, or under contract, including 76 wind, solar, and natural gas-fueled power generation projects and energy storage facilities. For more information, please visit www.invenergyllc.com.
