After 25 years, end big wind tax credits
No more tax credits for big wind. End the scam.
@RepKevinBrady
@SenJohnThune
@senorrinhatch
@SpeakerRyan
@SenateMajLdr and Anyone else who you know in Congress!
#EndWindPTC
#NoWINDTaxCredits
Thursday, December 14, 2017
Contact Congress on the final Tax Bill
Tax reform means ending credits for big wind.
After 25 years, end big wind tax credits
No more tax credits for big wind. End the scam.
@RepKevinBrady
@SenJohnThune
@senorrinhatch
@SpeakerRyan
@SenateMajLdr and Anyone else who you know in Congress!
#EndWindPTC
#NoWINDTaxCredits
After 25 years, end big wind tax credits
No more tax credits for big wind. End the scam.
@RepKevinBrady
@SenJohnThune
@senorrinhatch
@SpeakerRyan
@SenateMajLdr and Anyone else who you know in Congress!
#EndWindPTC
#NoWINDTaxCredits
Sunday, December 03, 2017
BlackRock fund to acquire operating assets of EverPower Wind Holdings
EverPower Wind Holdings, a Strip District-based wind power company, has reached a deal to sell off its operating assets to a fund managed by BlackRock (NYSE: BLK).
Financial terms of the deal for EverPower's operating assets weren't disclosed; EverPower, as is EverPower's majority shareholder, Terra Firma Capital Partners, a London-based private equity firm. The deal is subject to approvals and is likely to close in the first quarter.
Terra Firma has owned EverPower since 2009 and announced in March that it intended to sell EverPower. The development assets, which represent about 200 megawatts of electricity if all built, are being sold separately, said EverPower spokesman Kevin Sheen.
EverPower, which was founded by Jim Spencer, has seven wind power projects in four states, including four in Pennsylvania. There are three projects in Cambria County and another in Somerset County.
Source
Friday, November 10, 2017
GOP Tax Plan Resets Big Wind
Big wind’s complaint that the language reneges on a previous deal is entirely unfounded. The so-called ‘deal’ AWEA is trying to preserve … was a backroom negotiation between industry and Obama-era IRS lawyers to craft guidance that went well beyond the statute. Congress is finally taking corrective action. ...[T]he GOP tax bill is headed in the right direction on wind energy development. But if the goal was to simplify tax legislation, the GOP should go further and repeal the PTC altogether.”
The GOP tax bill dropped last week and it sent shock waves through the wind industry. Turbine makers Vestas and Siemens saw notable declines in stock value and the American Wind Energy Association (AWEA) blasted Republicans for reneging on a “tax reform deal” already in place. The complaining was predictable. Big wind always howls when its subsidies are touched. But Congress is on the right track and frankly could go further.
What the Bill Does
The tax bill addresses the wind PTC in two ways.
First, it repeals the inflation adjustment and retains the PTC phase-out already in place. Any cost-of-living increases accumulated since 1992 will be erased and the subsidy reset back to its introductory value of 1.5¢ per kWh. Today, the PTC stands at 2.4¢ per kWh.
As discussed in last week’s post, these inflation adjustments might have made sense back in 1992 when wind development was still in its early stages and project costs were likely to increase rapidly with inflation. But, over 25 years, the wind market has changed. As costs dropped and capacity factors increased, the PTC benefit grew to a level where it now represents a significant portion of total installation cost. This growth was obviously unintended and should have been assessed each time the PTC faced expiration and renewal.
Second, and more significant, the bill provides a critical clarification to the ‘start construction’ definition. In short, it states that construction of any new project will not be considered to have started before any date unless there is a continuous program of construction which begins before such date! This clarification applies to tax years beginning before, on, or after November 2, 2017.
Under current IRS guidance, projects that started construction[1] in 2016 and are placed in service within four years are assured that the IRS will not challenge their PTC-eligibility on grounds that development did not advance in a continuous way. The 4-year clock, an IRS construct not found in the statute, provided developers countless ways to secure the full PTC—and they responded. By the end of 2016, industry reports estimated between 30,000 and 70,000 MW of safe-harbored wind turbines under contract.
The GOP clarification takes direct aim at the IRS’s loose rules by requiring a continuous program of construction. Monetary transactions completed on a date-specific will not meet the test. For example, projects that start in 2016 and sit dormant for a few years before being completed, will fail the bill’s test. This change appears to be a positive attempt at reining in the ballooning project pipeline triggered by the IRS safe harbor guidance.
No Tax Deal
Big wind’s complaint that the language reneges on a previous deal is entirely unfounded. The so-called ‘deal’ AWEA is trying to preserve was never with Congress or the American people. Rather, it was a backroom negotiation between big wind and Obama-era IRS lawyers to craft guidance that went well beyond the statute. Congress is finally taking corrective action. Of course, this new plan, if enacted, will require new IRS guidance. Hopefully, under Secretary Mnuchin, the IRS will do a better job.
According to the Joint Committee on Taxation, the GOP bill will save taxpayers $12.3 billion in PTC-subsidies over 2018-2027. We will be looking at this closely to understand this forecast relative to the wind project pipeline; there is no question, however, that the GOP tax bill is headed in the right direction on wind energy development. But if the goal was to simplify tax legislation, the GOP should go further and repeal the PTC altogether.
Source
Thursday, October 05, 2017
Wind turbines are neither clean nor green and they provide zero global energy
The Global Wind Energy Council recently released its latest report, excitedly boasting that ‘the proliferation of wind energy into the global power market continues at a furious pace, after it was revealed that more than 54 gigawatts of clean renewable wind power was installed across the global market last year’.
You may have got the impression from announcements like that, and from the obligatory pictures of wind turbines in any BBC story or airport advert about energy, that wind power is making a big contribution to world energy today. You would be wrong. Its contribution is still, after decades — nay centuries — of development, trivial to the point of irrelevance.
Here’s a quiz; no conferring. To the nearest whole number, what percentage of the world’s energy consumption was supplied by wind power in 2014, the last year for which there are reliable figures? Was it 20 per cent, 10 per cent or 5 per cent? None of the above: it was 0 per cent. That is to say, to the nearest whole number, there is still no wind power on Earth.
Even put together, wind and photovoltaic solar are supplying less than 1 per cent of global energy demand. From the International Energy Agency’s 2016 Key Renewables Trends, we can see that wind provided 0.46 per cent of global energy consumption in 2014, and solar and tide combined provided 0.35 per cent. Remember this is total energy, not just electricity, which is less than a fifth of all final energy, the rest being the solid, gaseous, and liquid fuels that do the heavy lifting for heat, transport and industry.
Such numbers are not hard to find, but they don’t figure prominently in reports on energy derived from the unreliables lobby (solar and wind). Their trick is to hide behind the statement that close to 14 per cent of the world’s energy is renewable, with the implication that this is wind and solar. In fact the vast majority — three quarters — is biomass (mainly wood), and a very large part of that is ‘traditional biomass’; sticks and logs and dung burned by the poor in their homes to cook with. Those people need that energy, but they pay a big price in health problems caused by smoke inhalation.
Even in rich countries playing with subsidised wind and solar, a huge slug of their renewable energy comes from wood and hydro, the reliable renewables. Meanwhile, world energy demand has been growing at about 2 per cent a year for nearly 40 years. Between 2013 and 2014, again using International Energy Agency data, it grew by just under 2,000 terawatt-hours.
If wind turbines were to supply all of that growth but no more, how many would need to be built each year? The answer is nearly 350,000, since a two-megawatt turbine can produce about 0.005 terawatt-hours per annum. That’s one-and-a-half times as many as have been built in the world since governments started pouring consumer funds into this so-called industry in the early 2000s.
At a density of, very roughly, 50 acres per megawatt, typical for wind farms, that many turbines would require a land area greater than the British Isles, including Ireland. Every year. If we kept this up for 50 years, we would have covered every square mile of a land area the size of Russia with wind farms. Remember, this would be just to fulfil the new demand for energy, not to displace the vast existing supply of energy from fossil fuels, which currently supply 80 per cent of global energy needs.
Do not take refuge in the idea that wind turbines could become more efficient. There is a limit to how much energy you can extract from a moving fluid, the Betz limit, and wind turbines are already close to it. Their effectiveness (the load factor, to use the engineering term) is determined by the wind that is available, and that varies at its own sweet will from second to second, day to day, year to year.
As machines, wind turbines are pretty good already; the problem is the wind resource itself, and we cannot change that. It’s a fluctuating stream of low–density energy. Mankind stopped using it for mission-critical transport and mechanical power long ago, for sound reasons.
It’s just not very good.
As for resource consumption and environmental impacts, the direct effects of wind turbines — killing birds and bats, sinking concrete foundations deep into wild lands — is bad enough. But out of sight and out of mind is the dirty pollution generated in Inner Mongolia by the mining of rare-earth metals for the magnets in the turbines. This generates toxic and radioactive waste on an epic scale, which is why the phrase ‘clean energy’ is such a sick joke and ministers should be ashamed every time it passes their lips.
It gets worse. Wind turbines, apart from the fibreglass blades, are made mostly of steel, with concrete bases. They need about 200 times as much material per unit of capacity as a modern combined cycle gas turbine. Steel is made with coal, not just to provide the heat for smelting ore, but to supply the carbon in the alloy. Cement is also often made using coal. The machinery of ‘clean’ renewables is the output of the fossil fuel economy, and largely the coal economy.
A two-megawatt wind turbine weighs about 250 tonnes, including the tower, nacelle, rotor and blades. Globally, it takes about half a tonne of coal to make a tonne of steel. Add another 25 tonnes of coal for making the cement and you’re talking 150 tonnes of coal per turbine. Now if we are to build 350,000 wind turbines a year (or a smaller number of bigger ones), just to keep up with increasing energy demand, that will require 50 million tonnes of coal a year. That’s about half the EU’s hard coal–mining output.
Forgive me if you have heard this before, but I have a commercial interest in coal. Now it appears that the black stuff also gives me a commercial interest in ‘clean’, green wind power.
The point of running through these numbers is to demonstrate that it is utterly futile, on a priori grounds, even to think that wind power can make any significant contribution to world energy supply, let alone to emissions reductions, without ruining the planet. As the late David MacKay pointed out years back, the arithmetic is against such unreliable renewables.
The truth is, if you want to power civilisation with fewer greenhouse gas emissions, then you should focus on shifting power generation, heat and transport to natural gas, the economically recoverable reserves of which — thanks to horizontal drilling and hydraulic fracturing — are much more abundant than we dreamed they ever could be. It is also the lowest-emitting of the fossil fuels, so the emissions intensity of our wealth creation can actually fall while our wealth continues to increase. Good.
And let’s put some of that burgeoning wealth in nuclear, fission and fusion, so that it can take over from gas in the second half of this century. That is an engineerable, clean future. Everything else is a political displacement activity, one that is actually counterproductive as a climate policy and, worst of all, shamefully robs the poor to make the rich even richer.
Source
You may have got the impression from announcements like that, and from the obligatory pictures of wind turbines in any BBC story or airport advert about energy, that wind power is making a big contribution to world energy today. You would be wrong. Its contribution is still, after decades — nay centuries — of development, trivial to the point of irrelevance.
Here’s a quiz; no conferring. To the nearest whole number, what percentage of the world’s energy consumption was supplied by wind power in 2014, the last year for which there are reliable figures? Was it 20 per cent, 10 per cent or 5 per cent? None of the above: it was 0 per cent. That is to say, to the nearest whole number, there is still no wind power on Earth.
Even put together, wind and photovoltaic solar are supplying less than 1 per cent of global energy demand. From the International Energy Agency’s 2016 Key Renewables Trends, we can see that wind provided 0.46 per cent of global energy consumption in 2014, and solar and tide combined provided 0.35 per cent. Remember this is total energy, not just electricity, which is less than a fifth of all final energy, the rest being the solid, gaseous, and liquid fuels that do the heavy lifting for heat, transport and industry.
Such numbers are not hard to find, but they don’t figure prominently in reports on energy derived from the unreliables lobby (solar and wind). Their trick is to hide behind the statement that close to 14 per cent of the world’s energy is renewable, with the implication that this is wind and solar. In fact the vast majority — three quarters — is biomass (mainly wood), and a very large part of that is ‘traditional biomass’; sticks and logs and dung burned by the poor in their homes to cook with. Those people need that energy, but they pay a big price in health problems caused by smoke inhalation.
Even in rich countries playing with subsidised wind and solar, a huge slug of their renewable energy comes from wood and hydro, the reliable renewables. Meanwhile, world energy demand has been growing at about 2 per cent a year for nearly 40 years. Between 2013 and 2014, again using International Energy Agency data, it grew by just under 2,000 terawatt-hours.
If wind turbines were to supply all of that growth but no more, how many would need to be built each year? The answer is nearly 350,000, since a two-megawatt turbine can produce about 0.005 terawatt-hours per annum. That’s one-and-a-half times as many as have been built in the world since governments started pouring consumer funds into this so-called industry in the early 2000s.
At a density of, very roughly, 50 acres per megawatt, typical for wind farms, that many turbines would require a land area greater than the British Isles, including Ireland. Every year. If we kept this up for 50 years, we would have covered every square mile of a land area the size of Russia with wind farms. Remember, this would be just to fulfil the new demand for energy, not to displace the vast existing supply of energy from fossil fuels, which currently supply 80 per cent of global energy needs.
Do not take refuge in the idea that wind turbines could become more efficient. There is a limit to how much energy you can extract from a moving fluid, the Betz limit, and wind turbines are already close to it. Their effectiveness (the load factor, to use the engineering term) is determined by the wind that is available, and that varies at its own sweet will from second to second, day to day, year to year.
As machines, wind turbines are pretty good already; the problem is the wind resource itself, and we cannot change that. It’s a fluctuating stream of low–density energy. Mankind stopped using it for mission-critical transport and mechanical power long ago, for sound reasons.
It’s just not very good.
As for resource consumption and environmental impacts, the direct effects of wind turbines — killing birds and bats, sinking concrete foundations deep into wild lands — is bad enough. But out of sight and out of mind is the dirty pollution generated in Inner Mongolia by the mining of rare-earth metals for the magnets in the turbines. This generates toxic and radioactive waste on an epic scale, which is why the phrase ‘clean energy’ is such a sick joke and ministers should be ashamed every time it passes their lips.
It gets worse. Wind turbines, apart from the fibreglass blades, are made mostly of steel, with concrete bases. They need about 200 times as much material per unit of capacity as a modern combined cycle gas turbine. Steel is made with coal, not just to provide the heat for smelting ore, but to supply the carbon in the alloy. Cement is also often made using coal. The machinery of ‘clean’ renewables is the output of the fossil fuel economy, and largely the coal economy.
A two-megawatt wind turbine weighs about 250 tonnes, including the tower, nacelle, rotor and blades. Globally, it takes about half a tonne of coal to make a tonne of steel. Add another 25 tonnes of coal for making the cement and you’re talking 150 tonnes of coal per turbine. Now if we are to build 350,000 wind turbines a year (or a smaller number of bigger ones), just to keep up with increasing energy demand, that will require 50 million tonnes of coal a year. That’s about half the EU’s hard coal–mining output.
Forgive me if you have heard this before, but I have a commercial interest in coal. Now it appears that the black stuff also gives me a commercial interest in ‘clean’, green wind power.
The point of running through these numbers is to demonstrate that it is utterly futile, on a priori grounds, even to think that wind power can make any significant contribution to world energy supply, let alone to emissions reductions, without ruining the planet. As the late David MacKay pointed out years back, the arithmetic is against such unreliable renewables.
The truth is, if you want to power civilisation with fewer greenhouse gas emissions, then you should focus on shifting power generation, heat and transport to natural gas, the economically recoverable reserves of which — thanks to horizontal drilling and hydraulic fracturing — are much more abundant than we dreamed they ever could be. It is also the lowest-emitting of the fossil fuels, so the emissions intensity of our wealth creation can actually fall while our wealth continues to increase. Good.
And let’s put some of that burgeoning wealth in nuclear, fission and fusion, so that it can take over from gas in the second half of this century. That is an engineerable, clean future. Everything else is a political displacement activity, one that is actually counterproductive as a climate policy and, worst of all, shamefully robs the poor to make the rich even richer.
Source
Monday, August 07, 2017
Goldman Sachs’s ‘Secret’ SunEdison Loan at Center of KKR Suit
First Wind
In January 2015, Goldman, Morgan Stanley and Deutsche Bank were among five lenders on a margin loan to SunEdison. The $410 million, two-year deal was intended to help fund the $2.4 billion purchase of renewable-energy developer First Wind Holdings, and Goldman was a financial adviser, according to the lawsuits.
While many details about the margin loan were disclosed, a side letter agreement that defined its exact triggers wasn’t, Pyramid said. The TerraForm Power shares pledged to back the loan traded at $32.58 a share when the loan was entered, and had to decline 23 percent before a trigger was exceeded, according to its lawsuit.
The underwriters say enough was disclosed to anticipate when a margin call might be triggered, and that SunEdison didn’t need to give “each and every term” of the loan so investors could know its exact timing or size.
Read the entire article
In January 2015, Goldman, Morgan Stanley and Deutsche Bank were among five lenders on a margin loan to SunEdison. The $410 million, two-year deal was intended to help fund the $2.4 billion purchase of renewable-energy developer First Wind Holdings, and Goldman was a financial adviser, according to the lawsuits.
While many details about the margin loan were disclosed, a side letter agreement that defined its exact triggers wasn’t, Pyramid said. The TerraForm Power shares pledged to back the loan traded at $32.58 a share when the loan was entered, and had to decline 23 percent before a trigger was exceeded, according to its lawsuit.
The underwriters say enough was disclosed to anticipate when a margin call might be triggered, and that SunEdison didn’t need to give “each and every term” of the loan so investors could know its exact timing or size.
Read the entire article
Wednesday, July 26, 2017
SunEdison Sets Bankruptcy Exit With Nothing for Shareholders
https://www.bloomberg.com/news/articles/2017-07-25/sunedison-sets-bankruptcy-exit-with-nothing-for-shareholders
SunEdison Inc. won final approval for a bankruptcy plan that will leave what was once the world’s largest renewable-energy firm as a shell of its former self, with nothing for shareholders whose investment at one point had been worth about $10 billion.
SunEdison, known for gobbling up other companies and expanding at breakneck speed, will now exit Chapter 11 to “continue business operations to administer and maximize the value of the company’s remaining assets,” including intellectual property and fixtures, Chief Financial Officer Philip Gund said in court filings.
U.S. Bankruptcy Judge Stuart Bernstein’s approval of the reorganization plan in Manhattan court Tuesday came as he overruled remaining objections from shareholders as well as two investors who had opposed the company’s exit financing. He noted that many shareholders had emailed him to object to the plan, and that he would issue a written ruling explaining his decision to approve the reorganization in despite of their protests.
Bernstein said there was no evidence of bad faith in the negotiation of exit financing, as had been alleged by CNH Partners LLC and AQR Capital Management LLC, holders of second-lien debt. Left out of the exit financing, they had alleged that the company had essentially bought the votes of other second-lien creditors that had agreed to fund it in exchange for stock in the reorganized company.
Bleak Prospects
When SunEdison first sought court protection in April 2016, things looked bleak for creditors and its two companies known as yieldcos created to buy the wind and solar projects it built, TerraForm Power Inc. and TerraForm Global Inc., whose finances were deeply entwined with their parent. The bankruptcy covered $16.1 billion in liabilities and a tangle of 1,500 legal entities, including individual wind and solar projects still in development.
SunEdison managed to settle disputes with the yieldcos and negotiate a sale for some of its more prized projects. Its crowning achievement was the sale of its yieldco stakes to Brookfield Asset Management Inc.
SunEdison’s second-lien debt holders participating in the exit financing will get 90 percent of the company’s new common stock as well as 90 percent of Class A shares in TerraForm Power in exchange for backing a rights offering designed to raise $300 million for the bankruptcy exit, according to court filings.
The reorganized company’s modest agenda also includes completing transactions for remaining assets that are being sold, and maximizing the recovery of tax refunds, court filings show.
Management Actions
The plan also settles some disputes over what caused the company to fail. These included the actions of executives and directors, and how SunEdison created and used the two TerraForms to deliver yield to investors hungry for wind and solar investments. The pacts resolve issues that are all “highly contentious, complex, multi-party issues that would each raise their own risks and factual challenges if litigated,” Chief Executive Officer John Dubel wrote in a court filing.
Those measures helped unsecured creditors, who had once expected to get nothing. They secured $32 million in proceeds of directors and officers’ insurance through settlements, and $18 million through negotiations with the yieldcos. They will be repaid through a trust, seeded with those funds, which also has the rights to pursue lawsuits over the company’s demise. While the settlements limit potential lawsuits, court papers note that some claims related to fraud, willful misconduct or gross negligence are still possible.
Secured creditors, including some who rolled over their pre-bankruptcy debt into a new loan at the outset of the Chapter 11 case, will be repaid in full with cash, according to court papers. This group includes banks that provided the company with an operating loan to keep funding projects in bankruptcy.
More Lawsuits
A debtor-in-possession or DIP loan from Deutsche Bank AG as administrative agent at the outset of the case was repaid by a second DIP loan in April. The second DIP was arranged by Deutsche Bank, Goldman Sachs Lending Partners LLC and Bank of America Merrill Lynch. Deutsche, Goldman and other funds were also lenders, according to court papers.
The reorganization doesn’t affect ongoing lawsuits from SunEdison’s common shareholders, who pursued the company’s former management. A spokesman for SunEdison didn’t return a call and email seeking comment.
Even as the reorganization draws to a close, letters from more than 100 disgruntled shareholders continue to roll in for the judge, and a group to represent them continued to object. They questioned how the company ran through $24 billion in financing, leaving nothing for them. They also complained that they were left in the dark about how assets were valued and sold.
“I have significant value in this company which will affect my family,” shareholder Piyush Patel wrote in a July 5 letter to Bernstein, complaining that an independent financial audit of the company was never done.
“SunEdison flew too close to the sun and landed in Manhattan bankruptcy court,” Nathan Serota, a New York-based analyst at Bloomberg New Energy Finance, said in an email last week. “During the Chapter 11 process, the company lost nearly all of the the assets and personnel that -- for better or worse – defined it in the first place.”
The case is In re SunEdison Inc., 16-10992, U.S. Bankruptcy Court, Southern District of New York (Manhattan). The shareholder lawsuits are 16-02742, U.S. District Court, Southern District of New York (Manhattan).
SunEdison Inc. won final approval for a bankruptcy plan that will leave what was once the world’s largest renewable-energy firm as a shell of its former self, with nothing for shareholders whose investment at one point had been worth about $10 billion.
SunEdison, known for gobbling up other companies and expanding at breakneck speed, will now exit Chapter 11 to “continue business operations to administer and maximize the value of the company’s remaining assets,” including intellectual property and fixtures, Chief Financial Officer Philip Gund said in court filings.
U.S. Bankruptcy Judge Stuart Bernstein’s approval of the reorganization plan in Manhattan court Tuesday came as he overruled remaining objections from shareholders as well as two investors who had opposed the company’s exit financing. He noted that many shareholders had emailed him to object to the plan, and that he would issue a written ruling explaining his decision to approve the reorganization in despite of their protests.
Bernstein said there was no evidence of bad faith in the negotiation of exit financing, as had been alleged by CNH Partners LLC and AQR Capital Management LLC, holders of second-lien debt. Left out of the exit financing, they had alleged that the company had essentially bought the votes of other second-lien creditors that had agreed to fund it in exchange for stock in the reorganized company.
Bleak Prospects
When SunEdison first sought court protection in April 2016, things looked bleak for creditors and its two companies known as yieldcos created to buy the wind and solar projects it built, TerraForm Power Inc. and TerraForm Global Inc., whose finances were deeply entwined with their parent. The bankruptcy covered $16.1 billion in liabilities and a tangle of 1,500 legal entities, including individual wind and solar projects still in development.
SunEdison managed to settle disputes with the yieldcos and negotiate a sale for some of its more prized projects. Its crowning achievement was the sale of its yieldco stakes to Brookfield Asset Management Inc.
SunEdison’s second-lien debt holders participating in the exit financing will get 90 percent of the company’s new common stock as well as 90 percent of Class A shares in TerraForm Power in exchange for backing a rights offering designed to raise $300 million for the bankruptcy exit, according to court filings.
The reorganized company’s modest agenda also includes completing transactions for remaining assets that are being sold, and maximizing the recovery of tax refunds, court filings show.
Management Actions
The plan also settles some disputes over what caused the company to fail. These included the actions of executives and directors, and how SunEdison created and used the two TerraForms to deliver yield to investors hungry for wind and solar investments. The pacts resolve issues that are all “highly contentious, complex, multi-party issues that would each raise their own risks and factual challenges if litigated,” Chief Executive Officer John Dubel wrote in a court filing.
Those measures helped unsecured creditors, who had once expected to get nothing. They secured $32 million in proceeds of directors and officers’ insurance through settlements, and $18 million through negotiations with the yieldcos. They will be repaid through a trust, seeded with those funds, which also has the rights to pursue lawsuits over the company’s demise. While the settlements limit potential lawsuits, court papers note that some claims related to fraud, willful misconduct or gross negligence are still possible.
Secured creditors, including some who rolled over their pre-bankruptcy debt into a new loan at the outset of the Chapter 11 case, will be repaid in full with cash, according to court papers. This group includes banks that provided the company with an operating loan to keep funding projects in bankruptcy.
More Lawsuits
A debtor-in-possession or DIP loan from Deutsche Bank AG as administrative agent at the outset of the case was repaid by a second DIP loan in April. The second DIP was arranged by Deutsche Bank, Goldman Sachs Lending Partners LLC and Bank of America Merrill Lynch. Deutsche, Goldman and other funds were also lenders, according to court papers.
The reorganization doesn’t affect ongoing lawsuits from SunEdison’s common shareholders, who pursued the company’s former management. A spokesman for SunEdison didn’t return a call and email seeking comment.
Even as the reorganization draws to a close, letters from more than 100 disgruntled shareholders continue to roll in for the judge, and a group to represent them continued to object. They questioned how the company ran through $24 billion in financing, leaving nothing for them. They also complained that they were left in the dark about how assets were valued and sold.
“I have significant value in this company which will affect my family,” shareholder Piyush Patel wrote in a July 5 letter to Bernstein, complaining that an independent financial audit of the company was never done.
“SunEdison flew too close to the sun and landed in Manhattan bankruptcy court,” Nathan Serota, a New York-based analyst at Bloomberg New Energy Finance, said in an email last week. “During the Chapter 11 process, the company lost nearly all of the the assets and personnel that -- for better or worse – defined it in the first place.”
The case is In re SunEdison Inc., 16-10992, U.S. Bankruptcy Court, Southern District of New York (Manhattan). The shareholder lawsuits are 16-02742, U.S. District Court, Southern District of New York (Manhattan).
Tuesday, July 25, 2017
SunEdison sets bankruptcy exit as judge OKs reorganization plan
https://seekingalpha.com/news/3281232-sunedison-sets-bankruptcy-exit-judge-oks-reorganization-plan?uprof=46&dr=1#email_link
SunEdison (OTCPK:SUNEQ) wins final approval for a bankruptcy plan that will leave nothing for shareholders whose investment once had been worth ~$10B.
SUNE will exit Chapter 11 to “continue business operations to administer and maximize the value of the company’s remaining assets,” according to court filings.
SUNE’s second-lien debt holders participating in the exit financing will get 90% of the company’s new common stock as well as 90% of Class A shares in TerraForm Power (NASDAQ:TERP) in exchange for backing a rights offering designed to raise $300M for the bankruptcy exit.
Now read: SunEdison's Confirmation Hearing Is On July 20 - The End To This Saga »https://seekingalpha.com/article/4086814-sunedisons-confirmation-hearing-july-20-end-saga?source=read_now
Friday, July 21, 2017
Wednesday, July 05, 2017
TerraForm Power Announces Extensions to Regain Nasdaq Compliance
BETHESDA, Md., June 30, 2017 (GLOBE NEWSWIRE) -- TerraForm Power, Inc. (Nasdaq:TERP) ("TerraForm Power" or the "Company"), an owner and operator of clean energy power plants, announced today that the Nasdaq Hearings Panel granted the Company further extensions to regain compliance with Nasdaq's continued listing requirements. Under these extensions, the Company's Class A common stock will remain listed on the Nasdaq Stock Market, subject to the requirement that the Company's Form 10-K for the year ended December 31, 2016 be filed with the SEC by July 24, 2017, its annual meeting of stockholders be held by August 24, 2017, its Form 10-Q for the first quarter of 2017 be filed with the SEC by August 30, 2017 and its Form 10-Q for the second quarter of 2017 be filed with the SEC by September 30, 2017.
In addition, the Company is required to provide the Nasdaq Hearings Panel, by July 10, 2017, certain additional information regarding the status of the audit of the Company's financial statements for the fiscal year ended December 31, 2016. The Nasdaq Hearings Panel may reconsider the terms of the above extensions following its review of this additional information or based on any other relevant event, condition or circumstance.
About TerraForm Power
TerraForm Power is a renewable energy company 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.terraformpower.com.
Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. These statements involve estimates, expectations, projections, goals, assumptions, known and unknown risks, and uncertainties and typically include words or variations of words such as "expect," "anticipate," "believe," "intend," "plan," "seek," "estimate," "predict," "project," "goal," "guidance," "outlook," "objective," "forecast," "target," "potential," "continue," "would," "will," "should," "could," or "may" or other comparable terms and phrases.
Such statements include, without limitation, statements regarding the additional time that has been granted for the Company to regain compliance with the Nasdaq rules; the Company's ability and time required to regain compliance with the Nasdaq rules; and the progress, outcome and timing of completing the delayed filings and holding the annual meeting. These forward-looking statements are based on current expectations as of the date of this press release and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including but not limited to: the Nasdaq Hearing Panel's review of the additional information regarding the status of the audit of the Company's financial statements for the fiscal year ended December 31, 2016, the extent and impact of delays in the Company's completion of its financial statements and the filing of its annual and quarterly reports; whether the Nasdaq Hearings Panel will reconsider the terms of the extension granted; whether the Nasdaq Listing and Hearing Review Council will determine to review the Panel's decision; the Company's ability to regain compliance with Nasdaq's continued listing requirements; as well as additional factors we have described in other filings with the Securities and Exchange Commission.
The risks included above are not exhaustive. Other factors that could adversely affect our business and prospects are described in the filings made by us with the Securities and Exchange Commission.
The Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On June 29, 2017, TerraForm Power, Inc. (the “Company”) received a notification letter from a Hearings Advisor from the Nasdaq Office of General Counsel, informing the Company that the Nasdaq Hearings Panel (the “Panel”) granted the Company further extensions to regain compliance with Nasdaq’s continued listing requirements. Under these extensions, the Company’s Class A common stock will remain listed on the Nasdaq Stock Market, subject to the requirement that the Company’s Form 10-K for the year ended December 31, 2016 be filed with the Securities and Exchange Commission (the “SEC”) by July 24, 2017, its annual meeting of stockholders be held by August 24, 2017, its Form 10-Q for the first quarter of 2017 be filed with the SEC by August 30, 2017 and its Form 10-Q for the second quarter of 2017 be filed with the SEC by September 30, 2017.
In addition, the Company is required to provide the Panel, by July 10, 2017, certain additional information regarding the status of the audit of the Company’s financial statements for the fiscal year ended December 31, 2016. The Panel may reconsider the terms of the above extensions following its review of this additional information or based on any other relevant event, condition or circumstance. The Nasdaq Listing and Hearing Review Council may also determine to review the Panel’s decision.
In addition, the Company is required to provide the Panel, by July 10, 2017, certain additional information regarding the status of the audit of the Company’s financial statements for the fiscal year ended December 31, 2016. The Panel may reconsider the terms of the above extensions following its review of this additional information or based on any other relevant event, condition or circumstance. The Nasdaq Listing and Hearing Review Council may also determine to review the Panel’s decision.
Thursday, June 01, 2017
SunEdison Bankruptcy Case - Something Is Seriously Wrong Here
Source Link
In their May 8 objection to the disclosure statement, the lawyers for the equity committee, Nastasi Partners, raised some key questions:
Part of the problem with getting a clearer picture of the various multiple layers of subsidiaries is that even the reorganization plan is not specific about what happens with specific intercompany claims. As stated in the proposed plan: "all net Allowed Intercompany Claims (taking into account any setoffs of Intercompany Claims) held by the Debtors between and among any Affiliate of the Debtors shall be either reinstated, cancelled, released, or otherwise settled in the Debtors' discretion with the reasonable consent of the Supporting Second Lien Parties".**Why did the Debtors (SunEdison)... decide to liquidate rather than reorganize?**How did the Debtors raise $24 billion between 2013 and 2016, but manage to dissipate approximately $20 billion?**How much are the Debtors' interests in their myriad direct and indirect subsidiaries worth - and what happened to the $9 billion the Debtors invested in them?**Were the Debtors' servicing contracts with the YieldCo modified around the time of the bankruptcy filings to provide for unilateral termination by the YieldCos on 30 days' notice - thereby stripping the estates of significant value?**How does the value ascribed to the Debtors' servicing business under the proposed YieldCo Settlement square with an enterprise value of $2.231 billion - the value SunEdison ascribed to that same business in January of 2016?
Many of the projects have financing that is specific to that project without guarantor of other SunEdison entities and are not part of the Chapter 11 filing. Additional entities, however, have been added over the last year to those included in the joint bankruptcy case. It is unclear on the value of these intercompany receivables and the allowance for doubtful accounts. This makes it nearly impossible to get a handle on valuation of each separate entity and a collective valuation.
Conclusion
After over a year in bankruptcy and over $100 million in bankruptcy fees, this case is still not finished. What happened to the $20 billion is a legitimate question. Given the enormity of the difference in the reported balance sheet for SunEdison and the very modest $84.2 cash recovery from liquidating assets, there needs to be more transparency, with a basic reconciliation statement included in the disclosure statement.
Tuesday, May 16, 2017
TerraForm Power, TerraForm Global receive Nasdaq letters
TerraForm Power (NASDAQ:TERP) and TerraForm Global (NASDAQ:GLBL) say they received notification letters from Nasdaq, saying the failure to file their latest 10-Q statements could serve as an additional basis for delisting (I, II).
Nasdaq previously granted the companies extensions until June 30 to regain compliance with continued listing requirements regarding their 2016 Form 10-K and Q1 2017 10-Q statements. Source
Tuesday, April 18, 2017
Superior court justice upholds $13.6M verdict against wind power firms
Maine Superior Court Justice Michaela Murphy on Friday denied motions filed by First Wind Holdings LLC and its four subsidiaries in response to last fall's $13.6 million verdict in favor of the Eastern Maine Electric Cooperative.
In a news release announcing the decision, the cooperative's lead trial lawyer, Sigmund Schutz of the Preti Flaherty LLP law firm, said Murphy "upheld the jury's verdict that the defendants [First Wind] had acted in bad faith."
Friday's ruling upholds the November 2016 verdict by a Bangor jury awarding $13.6 million to the cooperative, after finding that First Wind and four of its former subsidiaries breached their contractual obligation to negotiate in good faith a 2011 contract to sell a 12.54-mile section of an electricity transmission line to the cooperative.
According to Preti Flaherty, the cooperative filed a lawsuit in Penobscot Superior Court in October 2014 after First Wind and its subsidiaries refused to sell the transmission line and pay for costs that had been outlined in the 2011 sales contract.
The lawsuit subsequently moved to the U.S. District Court in Bangor and then was transferred to the Maine Business and Consumer Court.
Last November's unanimous verdict against the defendants, First Wind Holdings LLC, which is now owned by SunEdison, and the four former subsidiaries, which are now owned by TerraForm Power Inc. (NASDAQ: TERP), was reached last fall after about two hours of deliberations, according to Preti Flaherty's news release.
The $13.6 million jury verdict was one of the largest ever awarded in Maine, according to the law firm.
In upholding the verdict, Preti Flaherty stated that Murphy concluded "the jury could also reasonably find that Eastern Maine Electric Cooperative" had proven its damages to a reasonable certainty … The jury's award was not excessive."
"We are extremely pleased with this decision by the Superior Court," Eastern Maine Electric Cooperative CEO Scott Hallowell said in a statement following the court's ruling. "The jury got it right. We will vigorously defend the jury's verdict in any appeal."
Eastern Maine Electric Cooperative is a consumer-owned electric utility headquartered in Calais serving 12,500 consumers in portions of Washington, Penobscot and Aroostook counties.
Defendants have 21 days to file an appeal to the Maine Supreme Judicial Court.
Read the entire article
Thursday, February 02, 2017
SunEdison Shareholder Uncovers Billions Of Dollars In Taxpayer Money Hidden In Bankruptcy
Conclusion and Consequences
SunEdison has received billions of dollars in tax incentives, loans and loan guarantees from the U.S. government. The valuation of projects and subsidiaries has been critical when obtaining these loan. If Homer Parkhill's claim that there is almost no value to the assets in SunEdison is true, it must indicate that the money granted by the U.S. government has been misplaced or mishandled.
There are several factors that point to an Enron-type scenario, and it is a surprise that neither the U.S. Department of Justice nor the U.S. Securities and Exchange Commission have reacted to the situation. But at least the congressional investigations have indicated that some have started to wonder about what has happened and what is currently happening with the taxpayer money that SunEdison has already received.
It is in everyone's interest to get SunEdison's response to congress listed as a docket in this Chapter 11 case or as an SEC filling. In response to the collapse of Enron, Worldcom, and other corporations, the U.S. Congress passed the Sarbanes-Oxley Act of 2002. SunEdison has decided not to file the K-10 and Q-10 pre-petition, which is actually mandatory. Therefore, SunEdison has been successful in bypassing Sarbanes-Oxley regulation that should be a tool used to avoid a new Enron scandal.
Source
SunEdison has received billions of dollars in tax incentives, loans and loan guarantees from the U.S. government. The valuation of projects and subsidiaries has been critical when obtaining these loan. If Homer Parkhill's claim that there is almost no value to the assets in SunEdison is true, it must indicate that the money granted by the U.S. government has been misplaced or mishandled.
There are several factors that point to an Enron-type scenario, and it is a surprise that neither the U.S. Department of Justice nor the U.S. Securities and Exchange Commission have reacted to the situation. But at least the congressional investigations have indicated that some have started to wonder about what has happened and what is currently happening with the taxpayer money that SunEdison has already received.
It is in everyone's interest to get SunEdison's response to congress listed as a docket in this Chapter 11 case or as an SEC filling. In response to the collapse of Enron, Worldcom, and other corporations, the U.S. Congress passed the Sarbanes-Oxley Act of 2002. SunEdison has decided not to file the K-10 and Q-10 pre-petition, which is actually mandatory. Therefore, SunEdison has been successful in bypassing Sarbanes-Oxley regulation that should be a tool used to avoid a new Enron scandal.
Source
Sunday, January 15, 2017
Saturday, January 14, 2017
New York Liberals Refuse To Build Wind Turbines In Their Backyards
Cornell University has again delayed plans to build wind turbines, citing local concerns about health effects, noise and the proximity of homes.
Tompkins County residents fought the Black Oaks Wind Farm for the last 11 years. Ithaca is the county seat and home of the Ivy League school , which has ironically contracted to buy power from the proposed wind farm.
The wind farm is relatively small — only 16 megawatts — but it is still being opposed by many locals, despite 68 percent of the county’s residents voting for Democratic presidential nominee Hillary Clinton in the 2016 elections, according to The New York Times. Clinton promised to produce enough renewable energy to power every U.S. home, and wind would have been part of that plan.
“There’s far too much resistance across New York State, from the very same people who said ‘no shale gas [fracking] in my backyard’ are now saying no solar panels and no wind in my backyard,” Tony Ingraffea, a Cornell University researcher, said at a press conference. “You can’t have it both ways. Suck it up and be courageous.”
Read the entire article
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