CASE STUDY: “GOYA” · DEBT ADVISORY· RENEWABLES

PPA, Mezzanine and Senior Debt of 74 MW Greenfield on-shore Wind Portfolio

PPA and Project Finance of 306 MW Greenfield on-shore Wind Portfolio

Agere was appointed as exclusive financial advisor to Forestalia Renovables SA (“Forestalia”) for the project financing of a greenfield wind portfolio in Spain. The aggregate equity disbursement for the portfolio lays over 140M€, while the subsequent project finance debt exceeds 170M€

TRANSACTION RATIONALE

• Forestalia was awarded in 2016 auction for 306 MW of wind assets in Spain with zero subsidy, which meant the project was fully exposed to merchant power prices.
• After the crisis 2007-14, banks in Spain were scarce and reluctant to finance merchant projects.

PROCESS CONSIDERATIONS

• The project required an appropriate long-term PPA off-taker partner and a project finance with a high leverage for the project construction.
• Forestalia approached the financing of the portfolio in two phases, adapted to the development stage of each project.
• A single financial close took place in April 2018, Phase 1 was disbursed immediately and, Phase 2 had several CP and a long stop date.

KEY TAKEAWAYS

• The transaction highlights Agere’s capability to structure the first complex transaction involving PPA and non-recourse project finance debt in Spain ever.
• PPA was a tailor-made floor instrument with a fix premium.
• Agere has a deep knowledge of the renewable energy market lenders including EIB.
• The transaction involved 3-parties complex negotiation: four banks, PPA off-taker and four equity partners (Forestalia, Engie, GE and Mirova)
• Agere helped to structure amulti-constructing instead of a traditional and more expensive EPC agreement.

SCOPE OF WORK

• Definition of the financing strategy, reaching consensus with Forestalia and, the continuous review of the PPA structuring strategy.
• Conducted a highly competitive bidding process with different PPA off-takers and over 14 banks invited.
• Reviewed extensive project materials and permits, and coordination with legal, technical and market lenders’ advisors.
• Prepared in short order different teasers, process letters and NDAs for distribution to lenders and PPA off-takers.
• Prepared and presented Alfanar to the wider lenders community a proposed valuation, scenario analysis, funding schedule, transaction structure and process.
• Assisted in the drafting, negotiation and finalization of final term sheets, PPA agreements and financial agreements.

TRANSACTION OVERVIEW

Type: PPA and DebtAdvisory

Transaction Value: €170m+

Sector: Wind

Location:  Spain

Deal Close:   April 2018

Advisor:

Clients:

PPA off-taker:

Lenders: