Greencells Group_company Profile

COMPANY PRESENTATION

INTRODUCTION OF GREENCELLS GROUP

Business

Agile international PV downstream company covering  project development,  engineering, procurement, construction (EPC),  operation and maintenance (O&M) of utility-scale solar PV power plants

Founded

2007

Ownership

Privately owned by management

HQ

Saarbrücken, Germany

Staff

73 employees

Track record

More than 1,450 MW developed and/or built

Revenue

EUR 41M in 2016, EUR 76M in 2017

Business model with maximum of flexibility

Sound financials and no long-term debt

Global footprint – activities in >20 countries

Strong international track record of > 1.45GW

STRICTLY CONFIDENTIAL UNDER NDA

2

ENGINEERING, PROCUREMENT & CONSTRUCTION AT A GLANCE

EPC GC SUB

59,0%

135

38,0%

90

3,0%

45

SPLIT OF TURNOVER IN 2016 (APPROX.)

Since 2008 Greencells has completed 113 power plants until the end of March 2018, amounting to 1290 MWp installed capacity.

MWp

180

0

Greencells is a debt free company, owned by its management, and won the 12th Deloitte Technology Award. We expect earnings of more than $80mn. this year.

‘05-’07

2009

2011

2013

15/16

Always fast to market: Since entering the UK market in 2014, Greencells has installed more than 300 MWp – and thus acquired a 15% market share (utility scale) during this period.

17/18

WHAT WE DO

PLAN.

1.

CO-DEVELOPMENT

2.

ENGINEERING

3.

PROCUREMENT

4.

CONSTRUCTION

5.

OPERATION & MAINTENANCE

BUILD.

RUN.

GREENCELLS’ USP ADDRESSES THE NEEDS OF THE GLOBAL PV INDUSTRY

MAXIMUM OF FLEXIBILITY

PREMIER QUALITY AROUND THE GLOBE

Greencells’ business approach is focused on offering a maximum of flexibility with a highly modular scope of services: Greencells offers exactly those downstream services that cater best to the individual project’s or customer’s needs

Greencells develops and builds highquality PV plants in emerging markets around the globe by:  Injecting its vast PV experience early in the development process  Strict quality management  Complementing local workforce with experienced Greencells installation staff STRICTLY CONFIDENTIAL UNDER NDA

CONTINUOUS COST REDUCTIONS

Having thrived as a company during times of crisis in the German PV industry, Greencells has always focused on lean operations and continuous reduction of cost by streamlining of processes, increasing the flexibility and optimizing Greencells’ business model 5

PROJECT DEVELOPER AND EPC ARE KEY ROLES IN CREATING PV PLANTS PV DOWNSTREAM INDUSTRY STRUCTURE WITH KEY ACTIVITIES

DEVELOP

Early-stage development

Late-stage development

Engineering

Covered by Greencells

BUILD Procurement Construction

Not covered by Greencells

RUN O&M

Owning

The roles “project developer”, “EPC” and “O&M provider” are segmented in further sub-roles, often offered by different actors. In the PV industry, business models and activities covered by different PV downstream players differ widely, despite having the same role.    

Identifying and securing land Identifying power offtaker Conducting site studies Arranging permits

 Negotiating power purchasing agreement (PPA)

 Designing and optimizing the PV plant for the specific site  Selecting and procuring components, mainly PV modules, inverters and mounting structures

 Technical operations: Monitoring, preventive maintenance and repairing defects  Commercial operations: Reporting and accounting

 Selecting suppliers, mainly EPC  Planning and arranging grid connection

 Earthworks and preparation of site

 Providing equity

 Financing development

 Mechanical construction

 Earning profits of plant

 Finding an investor to sell to

 Electrical installation

Greencells offers a highly modular scope of services, covering whatever combination of downstream activities is optimal for the individual project 6

OUR DOWNSTREAM PLATFORM Past:

Project Owner

PLAN Market Intelligence

Standard EPC

Project

Open interface to 3rd party EPCs

Today: OUR KEY CAPABILITIES & SERVICES

Delivers COD

Order to deliver turn-key system as EPC or GC

BUILD CoDevelopment

Construction: EPC / EPC Light / GC

RUN O&M + M&A Build-Operate-Transfer

Downstream Platform for Corporate Partners:

   

Module manufacturers Cell Manufacturers Utilities / Integrators Financial Investors / IPPs

RISK IS MANAGED THROUGH A DISCIPLINED BUSINESS DEVELOPMENT APPROACH LEAD QUALIFICATION AND BUSINESS DEVELOPMENT PROCESS access to a huge network of projects and developers through market presence for 15 years, existing peers & intelligent market research

Process Start 1. Opportunities

Quality gates

S

S

Account team, internal meeting, sales calls, planning, travels, followups

4. Qualification

Go / No-Go

Not just “opportunity”

Promising EPC

can participate at any stage:

Utility Scale CoDevelopment Projects

EPC

Allocation according to segment definitions

3. Quick Test

S

Commercial / Industrial

Gate to be passed in order to qualify as lead

2. Classification

Greencells’ business partners

Lead

S

PCP lead

PCP lead

Bids (RFPs)

S

Go / No-Go

PCP lead

Realistic Projects

Promising Bids

EPC

S

Go / No-Go

Promising EPC

5. Pursuit

Subject to project / deal size, structure and corporate warranties

6. Approval 7. Offer Process End

M

Project realisation process

S

Subprocess within Greencells

M

Other main process within Greencells

Project Pipeline Basic Planning

S

LoA’s

Project Development

Bid Preparation

SProject Board, SPAA, Project SVB

Board, LoA’s

PLAN – BUILD - RUN

 Late-stage codevelopment  Project right acquisition  Construction bridge finance  Module supply  …

Qualified Lead Sales calls, meetings, research, pre-pare approval

 Early-stage codevelopment

Basic Planning

S PAA, Project

Board, LoA’s

Downstream platform for business partners

8

GREENCELLS IS MORE THAN JUST AN EPC PROVIDER

One stop shop for solar projects The entirety of the EPC system integration, plus: • Planning Consultancy • Financial Advisory • Know-how transfer to investor staff • excellent ESS & Grid integration

GREENCELLS COVERS ENTIRE PV PROJECT VALUE CHAIN → Greencells provides own Operation, Maintenance and Management. We offer a wide range of services such as preventative and corrective fault intervention, monitoring and reporting, as well as asset management and direct power sales.

Long-term O&M security

Project Development

→ The company undertakes own developing effort, closes framework agreements with developers, utilities and, where appropriate, with solar power operators.

Co-development & brokerage

Steady power generation

→ Greencells identifies ready-to-build sites where permitting processes are straightforward and network connection points are available close by.

EPC or GC execution Turnkey systems

•

During construction phase, Greencells is responsible for designing, planning and managing the entire construction process.

•

After exhaustive tests according to German standards the system is handed over either to a third party owner or the partner utility operated and maintained by Greencells.

GREENCELLS’ RELIABLE REALISATION ORGANIGRAM PROVIDES HIGH FLEXIBLITY GREENCELLS SECURES LOCAL VALUE CREATION, BUT ENSURES QUALITY AND SPEED OF THE CONSTRUCTION. Project and site management

Local content/local services

Civil works / construction

Electric installation / commissioning / monitoring

Procurement

Workforce recruitment 1

Construction leader

Electrical leader

Logistic services

Local site security

Foremen for civil works / ramming / mounting

Foremen for electric Installation / commissioning / monitoring

Technical advisor / owners engineer

Supply of machinery

2 Teams1 (5–8 workers)

2 teams1 (7–10 workers)

5 Teams1 (2–4 workers)

3 Teams1 (7–10 workers)

2 teams1 (3–5 workers)

Greencells Local partner/external Mixed

1) Either Greencells or local partner, depending on individual project

11

DEVELOPMENT OF HIGH-QUALITY PROJECTS IN INTERNATIONAL PV MARKETS PLAN

BUILD

RUN

“As a project developer, Greencells leads the project from its inception to the construction stage.” ACTIVITIES

DIFFERENTIATION

EXAMPLES

Co-development

 Ensuring quality in emerging PV markets: With proven processes and vast experience with PV projects, Greencells helps local developers in new PV markets to develop projects that meet highest international quality standards

Greencells has developed / built 107 projects and has a significant pipeline under development. Some examples are:

 Working with local well-connected early-stage developers as partners  Supporting the local partners in technical aspects and ensuring highest quality standards in early-stage development Late-stage development  Acquiring project rights or contributing latestage development in co-development projects  Greencells covers the full spectrum of latestage development, including securing a bankable power purchasing agreement (PPA), planning and negotiation of grid connection, finding an investor and financing project development based on set quality gates

 Build as permitted: Providing the technical design early on in the approval procedures, avoids changes of the construction permit and thus streamlines the development process  High quality pipeline: Following clearly set quality gates, Greencells ensures a high quality throughout its pipeline and thus is a trusted partner for investors

 Egypt: (Co)-Development of 60 MWp  Bangladesh: Development of 2 projects with 130 MWp together with a local developer and the IFC

12

FAST, RELIABLE CONSTRUCTION OF PV POWER PLANTS AT LOW COST PLAN

BUILD

RUN

“Greencells constructs high-quality power plants in various roles, whatever is best suited for the individual project.” ACTIVITIES

DIFFERENTIATION

EXAMPLES

Greencells takes various roles in building PV plants: being a turnkey EPC, a general contractor or offering only mechanical installation

 Strong track record: 1 GW of international experience and track record allows Greencells to optimize the technical design to reduce cost and improve yield

Greencells has constructed more than 1 GWp of PV power plants around the globe. Some examples are:

 Turn-key EPC: Offering a turnkey PV plant, including technical design, selection and procurement of components, construction and commissioning, all backed by performance guarantees  General contractor (GC): Constructing the PV power plant based on the plans of the EPC with components purchased by the EPC  Mechanical works: Offering only mechanical installation to other EPCs or general contractors

 Full scope: High flexibility in scope offered, often act even as subcontractor for other EPCs  Full transparency: In selected projects, Greencells is offering open-book contracts giving full transparency to its customers  Experienced workforce at low cost: Greencells has highly trained Romanian workers that bring experience in constructing PV plants and build plants across Europe  Local content: Outside Europe, Greencells supplementing teams of eight local workers – thereby having a high local content – with one experienced Greencells employee to improve quality of construction

 Cottbus I, II, III: 167 MWp – largest project of Greencells in Germany

 Rose & Crown: 30 MWp – largest project of Greencells in England  Sweihan 1.2 GWp: Selected as GC for 290 MWp; supplying mounting structures for full 1.2 GWp of project in Abu Dhabi/UAE 13

FLEXIBLE OPERATIONS & MAINTAINANCE SERVICES FOR ASSET OWNERS PLAN

BUILD

RUN

“Greencells provides the full operations and maintenance package in markets where they can attain a critical mass of projects.” ACTIVITIES

DIFFERENTIATION

EXAMPLES

 Monitoring: 24/7 plant monitoring from central control room in Romania to identify changes in performance and malfunctions early on

 Selected markets: Greencells provides O&M services only in markets where they have sufficient projects to attain economies of scale, currently only in the UK

 Greencells provides O&M services for a total of 320 MWp across 24 PV power plants in the UK

 Reporting: Of performance to asset owners  Preventive and corrective maintenance: Schedule, arrange and manage electrical and mechanical maintenance works, including management and storage of spare parts, as well as management of warranty claims  Field services: Greenkeeping of the site, e.g., grass cutting, hedge trimming, and cleaning of the modules if accumulated soiling sufficiently decreases the output of the PV plant

 Low cost base: Monitoring operations in Romania results in low cost base for the laborintense monitoring

 Greencells provides its O&M services for major PV asset owners in the UK, including:

 Full flexibility for asset owners: Greencells offers to cover a wide range of O&M services and customers can decide which aspects to outsource to Greencells and which aspects to cover inhouse

 Availability guarantee provision: Guarantees up to 84% performance ratio for PV Systems and 99% availability backing the owners’ financial models 14

LATEST CLIENTS & FINANCING REFERENCES COUNTRY

SIZE IN MWP

CLIENT

INVESTOR

BANK

SCOPE

UK

12,9

Greenheath Ltd., UK

Forest Heath Council, UK

Roundshield (mezzanine)

CO-DEV. EPCM

9,6

Belltown Power, UK

Belltown Power, UK

Meryll Lynch / Bank of America

EPCM

11,8

NEXT Energy Capital, UK

NEXT Energy Capital, UK

Toggam Farm

Coombeshead

UK Hawkers Farm

UK Lwyndu Farm

Roundshield (mezzanine)

EPCM

Macquarie (longterm)

UK

8

NEXT Energy Capital, UK

NEXT Energy Capital, UK

NIBC BANK, NL EPCM

UK

20,2

NEXT Energy Capital, UK

NEXT Energy Capital, UK

NIBC BANK, NL EPCM

Cockhill Farm

LATEST CLIENTS & FINANCING REFERENCES COUNTRY

SIZE IN MWP

CLIENT

INVESTOR

BANK

UK

13,1

Buckland Capital, UK

Buckland Capital, UK

Close Brothers EPCM

Roundponds

Reden Mine

SCOPE

GER

8

RAG, GER

RE:Cap, CH

Vereinigte Volksbank Saar, EPC DE

UK

80

N/A

NESF

Macquarie RBS (2 sites)

EPC

RO

5,87

UniSUN, CN

UniSUN, CN

n/a

EPC

US

4,2

Blue Planet

LG CAPITAL

full equity

CO-DEV. EPCM

ROC 1.2 sites

Dej Mountain

COTTONWOOD

16

PRODUCTIVITY – 15 DISPERSED PROJECTS IN UK ONLY IN Q1 / 17 Project

Size MWp

Construction Start

Energisation date

Days to Completion

6

03/11/2016

20/02/2017

93

Lisburn

20.5

03/11/2016

27/02/2017

99

Henley

5

04/12/2016

10/03/2017

82

Eaglescliff

5

13/02/2017

26/03/2017

35

Swanland

5

06/01/2017

22/03/2017

64

Hill Farm

4.985

25/01/2017

22/03/2017

48

Axe View

5

06/03/2017

27/03/2017

18

Manor Wasing

5

23/01/2017

28/03/2017

55

Flixborough

5

20/02/2017

29/03/2017

32

Siddick Workington

5

10/02/2017

29/03/2017

40

Pottersbar

5

19/12/2016

26/02/2017

59

3.63

23/01/2017

05/03/2017

35

Forest Farm

3

14/12/2016

05/02/2017

45

Meadowly (Upper)

5

27/01/2017

31/03/2017

54

Bryncyrnau Isaf

5

03/02/2017

31/03/2017

48

Carrowdore

Pickhill Bridge Farm

Sub-Total

88.115

average construction speed: 1 MW a day – Peak speed: 2 MW a day… in 15 projects in parallel…

Lisburn

Siddick Workington

ACTUAL PIPELINE GLOBALY ACTUAL PROJECTS IN GREENCELLS PIPELINE Country Size Status Greencells' role Country Size Status Greencells' role

Country Size Status Greencells' role

Poland 6 MWp (6 projects) under construction EPC

France 170 MWp (18 projects) Late-stage (FIT) Codeveloper

Country Size Status Greencells' role

Country Size Status Greencells' role

Netherlands 80 MWp (5 projects) Late-stage Codeveloper & EPC

Country Size Status Greencells' role

Hungary 200 MWp (6 projects) Late-stage (FIT) EPC

Country Size Status Greencells' role

USA / North Carolina 20+26 MWp (PPA / ITC) 2 Projects Ready-to-build EPC

Albania 125 MWp CFD scheme Co-Dev EPC

Country Size Status Greencells' role

Bangladesh 2 x 50 MWp (2 projects) + 100 MWp Late-stage (PPA) Codeveloper & EPC + EPC

Country Size Status Greencells' role

Vietnam 50 MWp Late-stage (FIT) EPC

UK - Greencells Portfolio 150 MWp (4 projects) Shovel-ready (synthetic PPA) EPC

Country Size Status Greencells' role

Spain - Greencells Portfolio 150 MWp (3 projects) Late-stage (FIT) Codeveloper & EPC

Country Size Status Greencells' role

Chile 43 MWp + 96 MWp (1 project) Ready-to-build (PPA) EPC

Country Size Status Greencells' role

Nigeria 130 MWp (1 project) Ready-to-build (PPA) EPC

Country Size Status Greencells' role

Egypt 60 MWp (FIT) + 120 MWp Ready-to-build EPC / CC in a JV

Country Size Status Greencells' role

Malaysia 45 MWp (PPA) Late-stage (FIT) Codeveloper & EPC

STRICTLY CONFIDENTIAL UNDER NDA

Country Size Status Greencells' role

Philippines / Mindanao 32 MWp (PPA) Under construction EPC

18

COMPANY STRUCTURE – MANAGEMENT LEVEL Total staff: 73 employees and >250 workers1 Marius Kisauer

Andreas Hoffmann

CFO/COO

CEO

Branch Offices

Business Development & Sales

Thomas Freyberg Global Head of Business Development

Florian Johänntgen Head of Sales

Stefan Riel

Managing Director APAC

Stefan Horn

Managing Director APAC

Ardeshir Arian

Managing Director USA

Ric Hallikeri

Managing Director MEA

Dan Cirstoc

Managing Director CEE

Legal

Corporate Finance

Firmwide

James Tyson

Cyrill Reidelstürz

Patrick Clemens

General Counsel

SVP – Corporate

CTO

Finance

Business and Supporting Units Business Unit (E) Electrical + Civil Engineering 14 Employees

Business Unit (P) Strategic Purchasing 14 Employees

Business Unit (C) Construction Management 11 Employees

Business Unit (M) Project Management+ Quality Management 9 Employees

Business Unit (OM) Operations & Maintenance 8 Employees

Support Unit Controlling, Accounting, Treasury 10 Employees

Support Unit Legal / HR / Mgtm. Assistance 3 Employees

Support Unit IT / Marketing

Enzo Klepper Head of Design & Engineering

Boris Radloff Head of Purchasing

Dan Ludusan Head of Construction

James Ricketts Head of Project- & Quality Management

Costin Nicha Head of O&M

Thorsten Günther Head of Financial Control

Nicole Schubotz/ HR Oksana Chines/ CoS

Georg Curta & Mihalcea Juraviea IT

STRICTLY CONFIDENTIAL UNDER NDA

1) Group wide - as of 2017-06-26 – workers only have short-term contract terms for employment

4 Employees

19

REFERENCES Greencells Group operates its own construction business Unit with more than 500 employees. This allows us to allocate resources in order to meet demanding timelines Kencot Hill

Issacea

Rochefort du Gard

Hamburg

Located in England Operating since 2014 37 MWp capacity

Located in Romania Operating since 2012 9 MWp capacity

Located in France Operating since 2013 25 MWp capacity

Located in Germany Operating since 2011 25 MWp capacity

Ford Farm

Nancy

Mainz

Littlebourne

Located in France Operating since 2016 11,5 MWp capacity

Located in France Operating since 2011 21 MWp capacity

Located in Germany Operating since 2010 123 kWp capacity

Located in England Operating since 2014 17 MWp capactiy

Our construction performance is up to 2 MWp built per day.

REFERENCES Greencells uses only TIER1 components for the entire design, which guarantees a yearly degradation of not more than 0,5%. Rose & Crown

Metz

Herchenbach

Laceby Farm

Located in England Operating since 2016 30 MWp capacity

Located in France Operating since 2011 19 MWp capacity

Located in Germany Operating since 2013 5,5 MWp capacity

Located in England Operating since 2016 10 MWp capacity

Karlstadt

Halberstadt

Cottbus I,II,III

Carnemough

Located in Germany Operating since 2010 19 MWp capacity

Located in Germany Operating since 2012 18 MWp capacity

Located in Germany Operating since 2013 167 MWp capacity

Located in England Operating since 2014 4 MWp capactiy

Greencells guarantees up to 84% performance ratio for PV Systems and 99% availability, backed by AAA bonds (e.g. SwissRe, R&V, Allianz, HDI, CoFace)

GREENCELLS WORKS VERY EFFICIENTLY: 15 DISPERSED UK PROJECTS ONLY IN Q1 Project

Greencells works very efficiently and has a track record of meeting ambitious timelines In Q1/2017, Greencells worked on in parallel totaling

15 dispersed projects in the UK

88 MWp. Over these projects with an

average size of 5.9 MWp Greencells achieved an average construction

1 MWp per day, in peak times even 2 MWp per day. speed of

Size MWp

Carrowdore

6

Lisburn

21

Henley

5

Eaglescliff

5

Swanland

5

Hill Farm

5

Axe View

5

Manor Wasing

5

Flixborough

5

Siddick Workington

5

Pottersbar

5

Pickhill Bridge Farm

4

Forest Farm

3

Meadowly (Upper)

5

Bryncyrnau Isaf

5

Total

881

1) Sum does not add up due to rounding error

22

ENGINEERING EXCELLENCE

1.

DESIGN FOCUS on Total Cost of Ownership (TCO) The design of our power plants is optimized so as to obtain the best ratio between CAPEX + OPEX / YIELD over the whole lifecycle of the asset.

2.

TECHNICAL PROJECT Greencells’ award-winning designs create power plants which are able to provide: reactive power, load balancing and up to multiple Mega Watt hours storage capacity.

3.

QUALITY MANAGEMENT -

PLAN.

up to 10 years overall guarantee Wrapping up different warranties for different parts Laboratory testing and certifications for key components Supply Chain Management

BUILD.

RUN.

www.greencells.com