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I just wished I had a clue to what was happening.
It looks like everybody better start getting their solar on soon. It's getting bloody in fossil fuel area. Natural gas is killing coal. Biggest coal miner Peabody went down to 99¢ this morning. It's like starving rats killing each other there.
It looks like soon we will have a bigger Mkt Cap than the biggest coal miner. We are 1/4 of them now.
YES, they are our competition....
I don't pay attention to the details of Climate Change. Enough studies have been done.
All that I know is:
1 Don't dump garbage on the land, in the water or in the air. And minimize trouncing the land.
Now you take Rule #1 and live as full of a life as you can.
And what I've discovered that there is a BETTER LIVE living that way. You can have no energy bills. No stinking gas. More security.
Because solar makes no smoke, no noise, no excitement they think that they aren't doing anything.
They don't believe that you can scale up solar energy. oh God, you can't run a factory off of renewables....
Or they think that green energy is the end of the world..... Really!
This is what was told to me:
You're probably millennial, you had better rethink your position, going back too 1929
is a killer for green energy. Nobody will think about your green energy if this country
goes down in a fiscal mess. Greece was just the start, if China rolls over look out.
Since it is National Hot Dog Day suggest we all suck down a dog in celebration of closing green and over 4!
Looks like Thursday kept this up.
Uhu, though I suspect a healty pullback for now until next week I hope we'll trade sideways later this day!
Up from $3 to $3.88 last week.
I'm not crying, even after what happened on Friday. (we ended up though)
New Graphene Production Process Developed For Energy Storage Applications
July 26th, 2015 by James Ayre
https://cleantechnica.com/2015/07/26/new-graphene-production-process-developed-energy-storage-applications/
A new graphene production process for the synthesis of “few-layer” graphene — for potential use in energy storage applications, amongst others — has been developed by researchers at the Ben-Gurion University of the Negev (BGU) and the University of Western Australia (UWA), according to recent reports.
The new approach to synthesis is reportedly faster, and “better” (with regard to a number of factors) than current production options. It should be noted here that the new process is also reportedly easily scalable to the commercial level.
Considering the great potential demand for graphene, owing to its noted properties, the new process could prove noteworthy — even though some caution is always warranted in these situations. Amongst the advantages of the new process is that fewer toxic chemicals are required during synthesis.
Green Car Congress provides more:
The new one-step, high-yield generation process is detailed in the latest issue of Carbon, published by a collaborative team that includes BGU Professor Jeffrey Gordon of the Alexandre Yersin Department of Solar Energy and Environmental Physics at the Jacob Blaustein Institutes for Desert Research and Professor HT Chua’s group at the University of Western Australia (UWA, Perth).
Their ultra-bright lamp-ablation method surmounts the shortcomings and has succeeded in synthesizing few-layer (4-5) graphene in higher yields. It involves a novel optical system (originally invented by BGU Professors Daniel Feuermann and Jeffrey Gordon) that reconstitutes the immense brightness within the plasma of high-power xenon discharge lamps at a remote reactor, where a transparent tube filled with simple, inexpensive graphite is irradiated. The process is relatively faster, safer and green—devoid of any toxic substances (just graphite plus concentrated light).
Certainly sounds promisingly simple, does it not?
The researchers involved are now planning to follow the creation of the new process with work to scale it up and to simplify it even further — with the intention being to pave the way for commercialization.
Let the battery war begin.
Billions lined up for renewable energy in NSW
NOW IF WE COULD GET THE 3DCELL OUT! (keeping it topical)
http://www.smh.com.au/environment/billions-lined-up-for-renewable-energy-in-nsw-as-minings-outlook-dims-20150727-gilfwe.html
Wind power is increasing its footprint. Photo: Jamila Toderas
Abbott's $60 billion price tag 'unscientific': Labor
Renewable-energy backers are prepared to pour as much as $13 billion into new projects in NSW, helping the state cope with declines in coal and other mining industries.
While coal remains the state's dominant source of electricity, wind, solar and other clean-energy projects "are increasing their footprint as technology becomes more sophisticated", Energy Minister Anthony Roberts told the start of a two-day biennial investment conference in Sydney on Monday.
"At the moment there are 2900 megawatts of renewable-energy projects with development approval in NSW," Mr Roberts said. "They have the potential to inject nearly $6 billion into the state's economy."
Potential projects involving another 5400 megawatts are also being planned that, if realised in full, would swell the investment tally by another $6 billion to $7 billion.
Mr Roberts' comments come as the federal government attacked Labor's goal – endorsed by the ALP national conference at the weekend – of nearly tripling the present share of renewable energy in the power sector to 50 per cent by 2030.
Prime Minister Tony Abbott told a media conference in Sydney the 50 per cent plan would involve "a massive bill, perhaps $60 billion or more". Labor dismissed the estimate as 'unscientific'.
No new coal-fired plants
Hugh Saddler, principal consultant with Pitt & Sherry, said NSW had just over 600 megawatts of existing wind farms with about 100 megawatts of large-scale solar in operation. Favourable weather resulted in record national wind generation last weekend, he said.
The prospects for new renewable energy hinge on governments maintaining an attractive investment climate, Dr Saddler said.
While the investment required to reach 50 per cent renewables is yet to be costed, he noted consumers had had to pick up a $40 billion-plus tab for upgrading the networks on the National Electricity Market alone in the most recent five-year plan.
Governments also had to assume there was an "extremely low chance" of new coal-fired power plants because investors would have to weigh the impact of some future price for their carbon emissions.
New gas-fired power stations were also unlikely in the near term, given high gas prices and a surplus of existing peaking capacity, Dr Saddler said.
"We're living on borrowed time so far as generating capacity is concerned," he said. "There's a growing investment risk for coal-fired power plants."
A spokesman for Mr Roberts confirmed "there are no coal-fired power plants planned or likely in the foreseeable future", although there are some "small-scale gas-fired plants" proposed.
Smaller than Apple
Mr Roberts' comments marked a sombre start to the investment conference, with several speakers noting the dramatic fall in the fortunes of the mining sector in recent years, particularly coal.
Marc Upcroft, a partner with PricewaterhouseCoopers, said the sell-off in shares of mining companies meant that "quite embarrassingly" the top 40 global miners – including BHP Billiton – had halved in value during the past four years.
The biggest 40 mining firms are now worth less than the single most valuable company, Apple, which as of Friday had a market capitalisation of $US710 billion ($975 billion).
Return on capital employed, an industry gauge, fell to a record low globally of 9 per cent in 2014 and continues to be well below the 15-20 per cent level considered to be the minimum hurdle rate major companies require before making new investments, Mr Upcroft said, citing data for PwC's Global Mine 2015 report.
"As an industry, we are definitely seen as being out of favour compared with the rest," Mr Upcroft said.
Impairment expenses for asset write-downs have soared to $138 billion during the past four years alone, and new spending on mining will fall further in 2015, extending last year's retreat, he said.
The top 40 mining companies cut exploration spending to just 3 per cent of last year's revenues. "That's a worrying sign. I don't think these companies would represent the best explorers globally but I know how little money the rest of the sector has to spend on exploration," Mr Upcroft said.
Several speakers also complained that NSW had become a less attractive target for mining investment because of lengthy planning delays and shifting investment rules.
"The biggest issue for us ... is just consistency of policy," said Reinhold Schmidt, chief executive of Yancoal. "And knowing that when you've started a project and that by the time you've done all your working, in four or five years' time, and you've ticked all the boxes, that the rules haven't changed halfway through."
We Can Send A Probe To Pluto, But Energy Storage Remains Elusive
By LEIGH PATERSON • 8 HOURS AGO
http://wyomingpublicmedia.org/post/we-can-send-probe-pluto-energy-storage-remains-elusive
Jim and Lyn Schneider at their home near Alcova, Wyoming.
CREDIT LEIGH PATERSON / INSIDE ENERGY
For Jim and Lyn Schneider, the decision to invest in $50,000 worth of solar panels and battery storage was easy. There were no power lines near their property. After buying land in a remote area near Alcova, Wyoming, their utility company estimated it would cost the couple around $80,000 to get electricity in their new home.
Jim and Lyn Schneider will have to replace three of their 12 batteries this summer.
CREDIT LEIGH PATERSON / INSIDE ENERGY
My note: Because they have smaller battery storage, and they use them to deeper discharge the batteries won't last as long.
Solar And wind are not going to destroy the country!
Excuse me if this is too political, but the same people who spread lies will try and destroy solar...
Our solar farms are not an evil plot against the USA
to-the-point: Solar3D to build 2 MW solar farm in Fresno
Jul 24, 2015 23:03 CEST by Lucas Morais
http://renewables.seenews.com/news/to-the-point-solar3d-to-build-2-mw-solar-farm-in-fresno-485607
Solar plant. Author: Darin Dingler. License: Creative Commons. Attribution 2.0 Generic
July 24 (SeeNews) - US solar cell technology firm Solar3D Inc (NASDAQ:SLTD) said today it would build a 2-MW solar project at the Fresno/Clovis wastewater reclamation facility.
The deal is pending approval from the city council, the company said in a press release.
If approved, the solar power plant would involve an investment of USD 10 million (EUR 9.1m) and will be developed and built by MD Energy LLC, a subsidiary of Solar3D.
Freno's city council meeting to approve the scheme is scheduled for July 30, 2015.
The Fresno/Clovis regional water reclamation facility is a division of the city of Fresno and provides the municipality with wastewater treatment services.
(USD 1 = EUR 0.913)
Got me 1k at .3001 .....small buy, buy its a start....
Still have a chance to buy cheap!
Shorting or profit taking??? Sure was a quick drop to 4.07!
Our 3 UCSB stocks are doing good right now. (subject to change)
CABN 0.0096 +20.00%
BSRC 0.35 +12.54%
SLTD 4.30 +12.27%
It's going to take a bunch of 10 million dollar contracts for the big guys to take notice.
we can sometimes learn stuff before the Street does.
After Hours Time (ET) After Hours Price After Hours Share Volume
19:51 $ 3.84 High 1,500
19:35 $ 3.84 100
19:35 $ 3.84 400
19:26 $ 3.84 1,139
19:21 $ 3.84 1,000
19:02 $ 3.81 100
19:02 $ 3.81 650
18:42 $ 3.80 100
18:42 $ 3.80 2,000
18:42 $ 3.80 1,700
18:32 $ 3.77 600
18:32 $ 3.77 2,400
18:28 $ 3.77 2,000
17:58 $ 3.78 158
17:50 $ 3.78 1,700
17:34 $ 3.78 1,000
17:27 $ 3.78 1,500
17:24 $ 3.78 1,000
17:24 $ 3.78 750
17:20 $ 3.78 100
16:43 $ 3.80 300
16:21 $ 3.81 500
16:20 $ 3.81 500
16:15 $ 3.75 Low 72
16:12 $ 3.81 250
16:12 $ 3.81 500
16:11 $ 3.81 100
16:11 $ 3.80 100
16:11 $ 3.80 300
16:07 $ 3.80 300
Read more: http://www.nasdaq.com/symbol/sltd/after-hours#ixzz3ggFBGv1O
Up, 25% but with such low volume, did it mean anything? Like nobody was paying attention....
I have been dumbfounded like many others here for the past 90 days and for me it was the low volume and daily decline for no good reason.
I sold at 2.78 a few weeks ago and had to take the loss on the chin and buy back in at 3.05. Glad I did. I sold today early in the morning at 3.60.
Unusual 11 Mid-Day Movers 7/22: (SLTD)
http://www.streetinsider.com/Special+Reports/Unusual+11+Mid-Day+Movers+722%3A+(SLTD)+(LPCN)+(BZUN)+Higher%3B+(XOMA)+(ANGI)+(CZR)+Lower/10742335.html
Solar3D, Inc. (Nasdaq: SLTD) 24.4% HIGHER; announced preliminary results for the second quarter ended June 30, 2015. Revenue for the 2015 second quarter is expected to exceed $11.0 million. This represents an increase approximately 95% greater than the previous quarter, making it the highest revenue quarter in the Company's history. The Q2 financial results are subject to completion of Solar3D's financial and accounting closing and review procedures. The Company reiterates its guidance of $40-45MM in revenue for the full year 2015
Small Cap IR Reiterates Recent Analyst Coverage of Solar3D after Announcement of 2nd Qtr. Revenues Up 95% over Previous Qtr.
http://news.gnom.es/pr/small-cap-ir-reiterates-recent-analyst-coverage-of-solar3d-after-announcement-of-2nd-qtr-revenues-up-95-over-previous-qtr
NEW YORK, July 22, 2015 /NEWS.GNOM.ES/ — Small Cap IR takes a moment to reiterate recent analyst report. Solar3D (NASDAQ: SLTD) announced preliminary results for the second quarter of 2015 ending June 30, 2015 with a 95% increase of revenues over the previous quarter. The increase to $11.0 million makes it the highest revenue quarter in history according to the company. Guidance for the year is projected at $40-45 million for the full year 2015. Currently Solar3D is trading up 24% on the day.
For a 20 page research report that discusses investment highlights, valuation/price target, technology, company background, recent financial results and more on Solar3D please follow the link. There is no cost obligation required to view analyst brief.
http://bit.ly/-SLTD_AnalystReport
About Solar3D, Inc.
Solar3D (SLTD), leading provider of solar power solutions, is focused on the design, installation and management of solar power systems for commercial, agricultural and residential customers. Through its wholly owned subsidiaries, Solar3D is one of the fastest growing solar systems providers in California delivering 2.5 kilowatt to multi-megawatt commercial systems. Solar3D’s technology division is developing a patent-pending 3-dimensional solar cell technology to maximize the conversion of sunlight into electricity. The Solar3D Cell collects sunlight from a wide angle and lets light bounce around in 3-dimensional microstructures on the solar cell surface. The Company’s mission is to further the widespread adoption of solar power by deploying affordable, state-of-the-art systems and developing breakthrough new solar technologies.
To learn more about Solar3D, visit our website at http://www.Solar3D.com.
About Small Cap IR
We make the connection between sophisticated investors and high quality micro and small cap companies. An issuer of reports that provide a straightforward assessment of the profiled company. They include stocks traded in the NYSE, NASDAQ, and OTCBB exchanges.
Safe Harbor Statement
This press release may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements related to anticipated revenues, expenses, earnings, operating cash flows, the outlook for markets and the demand for products. Forward-looking statements are no guarantees of future performance and are inherently subject to uncertainties and other factors which could cause actual results to differ materially from the forward-looking statements. Such statements are based upon, among other things, assumptions made by, and information currently available to, management, including management’s own knowledge and assessment of the Company’s industry and competition. The Company refers interested persons to its most recent Annual Report on Form 10-K and its other SEC filings for a description of additional uncertainties and factors, which may affect forward-looking statements. The company assumes no duty to update its forward-looking statements
Contact: editor@smallcapir.com
SOURCE Small Cap IR
http://smallcapir.com
We are closing in.....
On having a bigger market cap of Arch Coal and Alpha Nat Resources. COMBINED!
And just a little more and we can throw in Walter Energy.....
Hey hey, these are still preliminaries... I still got a chance to win ;)
WTF? News or somebody just buying in??????
Didn't last...
In a weak moment I turned on CNBC yesterday. They were saying even though the NAZ was up yesterday. 2 out of 3 stocks were down. The big boys were the ones that prospered....
THERE IS ALWAYS A WAY TO REDUCE!
SOLAR POWER!
http://www.proterra.com
Proterra Introduces Extended-Range Electric Bus, Flexible Battery System
Powered by wind and solar! (SOLAR3D)
Greenville, S.C., Feb. 24, 2015 – To more fully serve the diverse needs of the North American transit market, Proterra Inc., the leading provider of zero-emission battery-electric buses, has launched a new extended-range product line. With the introduction of the new TerraVolt™ XR extended-range battery, Proterra buses can now be configured to travel up to 180 miles between charges. This newest high energy density battery complements the existing TerraVolt™ FC fast-charge battery which has been extensively tested over nearly one million customer revenue miles.
These two battery packs are key components of Proterra’s revolutionary TerraFlex™ energy system and can be used interchangeably in the Catalyst™ vehicle platform. This system enables customers to select the right amount and type of energy storage to meet specific route requirements. Once customized, operators can easily reconfigure battery packs to meet evolving service needs. Both battery systems are compatible with Proterra’s on-route and in-depot chargers, resulting in a platform with ultimate flexibility at the lowest cost.
“Operating successfully in cities across the country, the Proterra Catalyst™ is the most energy-efficient transit bus on the market,” said Matt Horton, vice president of sales and marketing at Proterra, Inc. “Adding extended-range capabilities to our existing portfolio of fast-charge products, enables us to help our customers meet more of their most demanding service requirements. The flexibility of our platform allows our customers to more confidently invest in the future of transit.”
The fast-charge Catalyst™ FC is now available in configurations carrying between 53 kWh and 131 kWh of energy storage and can be fully recharged in under 10 minutes.
The extended-range Catalyst™ XR is now available in configurations carrying between 129 kWh and 321 kWh of energy storage and can be recharged in a little over an hour.
The new product line continues to deliver on Proterra’s promise to be the lightest-weight and most energy-efficient heavy duty platform available.
ABOUT PROTERRA
Proterra is a leader in the design and manufacture of zero-emission vehicles that enable bus fleet operators to significantly reduce operating cost while delivering clean, quiet transportation to the community. Proterra has sold to 12 different transit agencies throughout North America. Proterra’s configurable EV platform, battery and charging options make its buses well-suited to a wide range of transit and campus routes. With unmatched durability and energy efficiency based on rigorous U.S. certification testing, Proterra products are proudly designed, engineered and manufactured in America, with offices in South Carolina and Silicon Valley.
I just don't see SLTD reaching its real worth for 2 more years
VIVINT up 37% NOW VSLR
Solar Market News!
Vivint Solar : SunEdison and TerraForm Power Announce Definitive Agreement to Acquire Vivint Solar for $2.2 Billion
7/20/2015 | 07:11am US/Eastern
MARYLAND HEIGHTS, Mo., LEHI, Utah and BETHESDA, Md., July 20, 2015 /PRNewswire/ -- SunEdison, Inc. (NYSE: SUNE), the world's largest renewable energy development company, Vivint Solar (NYSE: VSLR), a leading provider of residential solar systems in the United States, and TerraForm Power, Inc. (together with its subsidiaries, TerraForm Power) (Nasdaq: TERP), an owner and operator of clean energy power plants, today announced that SunEdison and Vivint Solar have signed a definitive merger agreement pursuant to which SunEdison will acquire Vivint Solar for approximately $2.2 billion, payable in a combination of cash, shares of SunEdison common stock and SunEdison convertible notes.
In connection with SunEdison's proposed acquisition of Vivint Solar, SunEdison has entered into a definitive purchase agreement with a subsidiary of TerraForm Power which, concurrently with the completion of SunEdison's acquisition of Vivint Solar, will acquire Vivint Solar's rooftop solar portfolio, consisting of 523 megawatts (MW) expected to be installed by year-end 2015, for $922 million in cash (TERP Purchase Agreement). The 523 MW of residential solar projects are expected to provide a 10 year average unlevered CAFD of $81 million, and provide a ten-year average levered cash-on-cash yield of 9.5 percent.
In addition, TerraForm Power will acquire future completed residential and small commercial projects from SunEdison's expanded residential and small commercial (RSC) business unit. The addition of residential and small commercial projects and cash available for distribution (CAFD) to TerraForm Power is expected to provide greater visibility and predictability to CAFD growth and dividend per share accretion at TerraForm Power. The rooftop solar portfolio is expected to add a growing, high-quality, long-term contracted and geographically diverse asset base to the SunEdison family of companies, strengthening one of the largest and highest-growth global renewable power platforms in the world.
The Vivint Solar management team will join SunEdison. SunEdison's existing RSC development business and the Vivint Solar team will be merged. The transaction expands SunEdison's strong RSC platform and is intended to accelerate SunEdison's existing business in the United States, United Kingdom and Australia.
Platform Expansion Continues with Strong Execution
"SunEdison's acquisition of Vivint Solar is a logical next step in the transformation of our platform after the successful execution of our First Wind acquisition in January 2015," said Ahmad Chatila, SunEdison chief executive officer and TerraForm Power chairman. "We expect the Vivint Solar transaction to create significant value for our stockholders through the accretion in our TerraForm Power ownership, the acceleration of our Incentive Distribution Rights and an immediate expansion of our capacity and bandwidth to grow our residential business in the U.S. and globally. As of the fourth quarter of 2015, our organic growth and recent acquisitions will put SunEdison on track to deploy more than 1 gigawatt per quarter."
"This transaction with SunEdison delivers to Vivint Solar's stockholders excellent value for the business we have built over the last four years," said Greg Butterfield, Vivint Solar's chief executive officer. "SunEdison and TerraForm Power have built a unique model that recognizes the value of long-term, predictable, contracted cash flows from our residential solar portfolio while providing access to a broad pool of financing at an attractive cost of capital. We are excited to join the SunEdison residential and small commercial team which has successfully developed a wide range of channels complementing those at Vivint Solar, both in the U.S. and globally."
"TerraForm Power is excited to expand our residential solar portfolio with the acquisition of Vivint Solar assets, including 523 MW, which will accelerate our growth in this segment," said Carlos Domenech, TerraForm Power's chief executive officer. "Vivint Solar's profile of cash available for distribution is attractive and aligned with TerraForm's growth profile, and the team has proven its ability to scale rapidly and successfully. With immediate accretion to our stockholders at initial drop down and the predictable flow of drop down assets into the future, we see this acquisition as creating substantial value for our stockholders."
"We are pleased by the tremendous success of Vivint Solar, which the exceptional management team has built into one of the leading providers of distributed solar energy in the United States in just four years," said Peter Wallace, Vivint Solar's board chairman and Blackstone's senior managing director. "It is a testament to the strength of the Vivint platform, enabling customers to live life more intelligently. We believe this transaction positions the company's asset portfolio for accelerated future growth as part of SunEdison and TerraForm Power. We look forward to participating in its future success as a significant investor in SunEdison going forward."
SunEdison Initiates 2016 Guidance
Concurrent with today's announcement, SunEdison initiated 2016 annual guidance of 4,200 MW to 4,500 MW, a 50 percent increase from its prior outlook of 2,800 MW to 3,000 MW.
TerraForm Power Raising 2016 Guidance and Initiating 2017 Guidance
Concurrent with today's announcement, TerraForm Power is raising its prior 2016 dividend per share guidance of $1.70 to $1.75, a 30 percent year-over-year increase compared to 2015 annual guidance. TerraForm Power is also initiating 2017 dividend per share guidance of $2.05, up from its prior target of $2.00.
Terms of Transaction and Financing
Under the merger agreement, Vivint Solar stockholders will receive $16.50 per share, consisting of $9.89 per share in cash, $3.31 per share in SunEdison stock, and $3.30 per share in SunEdison convertible notes. The $2.2 billion acquisition price is based on approximately 115 million Vivint Solar shares outstanding after inclusion of employee stock options and restricted stock units that will vest upon the completion of the acquisition, the repayment of approximately $263 million of Vivint Solar debt and the payment of transaction costs. SunEdison expects that Vivint Solar will have approximately $100 million of cash on its balance sheet at the time of closing. SunEdison expects to issue approximately $370 million of its common stock and approximately $350 million of SunEdison convertible notes to Vivint Solar stockholders as merger consideration.
The number of SunEdison shares to be received by Vivint Solar stockholders in the merger will be determined based upon the volume weighted average price per share of SunEdison common stock for the 30 consecutive trading days ending on (and including) the third trading day immediately prior to completion of the merger (the "Measurement Price"), subject to a collar. As a result of the collar, Vivint Solar stockholders will receive no more than 0.120 shares of SunEdison common stock and no less than 0.098 shares for each of their Vivint Solar shares. As part of the merger consideration, Vivint stockholders also will receive five-year notes convertible into SunEdison shares, which will be issued by SunEdison pursuant to an Indenture between SunEdison and a trustee. The convertible notes will be issuable only in registered form without coupons and will be direct, unsecured, senior obligations of SunEdison. The conversion price for these convertible notes will be 140 percent of the Measurement Price (but the Measurement Price may not exceed $33.62 or be lower than $27.51). The convertible notes will bear interest at a rate of 2.25% per year, payable semiannually in arrears in cash.
The merger requires the approval of Vivint Solar stockholders. 313 Acquisition LLC, which owns approximately 77 percent of the outstanding Vivint Solar shares, has entered into a voting agreement with SunEdison pursuant to which 313 Acquisition LLC has agreed, among other things, to vote in favor of the adoption of the merger agreement, subject to certain termination events, including, among others, termination of the merger agreement. In addition, 313 Acquisition LLC has also executed a lock-up agreement that imposes certain restrictions on its ability to sell or transfer directly or indirectly, any of the SunEdison convertible notes issued to it in the merger or any SunEdison common stock that is received upon a conversion of the SunEdison convertible notes for a specified period of time following the closing of the transaction.
The merger is subject to the notification and reporting requirements under the Hart-Scott-Rodino Act, registration under the Securities Act of 1933 of the SunEdison common stock and convertible notes to be received by Vivint Solar stockholders in the merger, and the satisfaction of other customary closing conditions. The transaction is expected to close in the fourth quarter of 2015.
SunEdison intends to fund the cash portion of the merger consideration primarily from the proceeds of a new $500 million secured debt facility and the completion of the $922 million sale of assets to TerraForm Power. However, completion of the merger with Vivint Solar is not conditioned on consummation of the new debt facility or of any other third-party financing or the completion of the asset purchase by TerraForm Power. If SunEdison were unable to obtain the funding needed to complete the merger at a time when all other conditions to the merger are satisfied, SunEdison could be liable for breach and be subject to customary remedies, including contract damages.
To support the merger transaction, SunEdison has entered into a commitment letter with Goldman Sachs Bank USA for a $500 million secured term loan facility to be provided to a wholly-owned, indirect subsidiary of SunEdison which will hold certain development assets of the expanded SunEdison RSC platform after the merger with Vivint Solar. The funding of the term facility is subject to customary conditions, including the negotiation of definitive documentation and other customary closing conditions.
TerraForm Power has entered into a debt commitment letter with Goldman Sachs Bank USA for a $960 million unsecured bridge facility. The funding of the bridge facility is subject to the negotiation of definitive documentation and other customary closing conditions. The TERP Purchase Agreement is not conditioned on TerraForm Power's receipt of the new unsecured bridge facility or any other third-party financing.
Advisors
BofA Merrill Lynch acted as lead financial advisor to SunEdison in connection with this transaction. Goldman Sachs acted as co-financial advisor to SunEdison and provided committed financing to SunEdison and TerraForm Power in connection with this transaction. Goldman Sachs is also acting as lead structuring agent for financings related to this transaction. Barclays and Citibank NA acted as joint financial advisors to TerraForm Power. Morgan Stanley & Co. LLC acted as exclusive sell-side financial advisor to Vivint Solar. Kirkland & Ellis LLP acted as M&A counsel for SunEdison and TerraForm Power. Skadden, Arps, Slate, Meagher & Flom LLP acted as finance counsel to SunEdison and TerraForm Power. Lazard and Cleary Gottlieb Steen & Hamilton LLP acted as financial and legal advisor, respectively, to the Corporate Governance and Conflicts Committee of TerraForm Power. Wilson Sonsini Goodrich & Rosati P.C. acted as counsel to Vivint Solar.
Conference Call and Webcast
SunEdison, Vivint Solar and TerraForm Power will discuss the transaction on a conference call scheduled for 8:30 a.m. EDT Monday, July 20.
The call-in number in the U.S. and Canada is (800) 230-1074, and the international call-in number is (612) 234-9959. Media representatives are invited to participate on a listen-only basis.
Telephone replays will be available starting two hours after the call ends. The U.S. and Canada number for replays is (800) 475-6701, and the international number is (320) 365-3844. The conference access code is 365132.
The call will be webcast and archived on SunEdison's, Vivint Solar's and TerraForm Power's investor websites: investors.sunedison.com, investors.vivintsolar.com, ir.terraform.com. The webcast will be archived and available for replay two hours after the conference call ends.
About SunEdison
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.
About Vivint Solar
Vivint Solar is a leading provider of distributed solar energy - electricity generated by a solar energy system installed at a customer's location - to residential, commercial and industrial customers in the United States. Vivint Solar's customers pay little to no money upfront, receive significant savings relative to utility generated electricity and continue to benefit from guaranteed energy prices over the 20-year term of their contracts. Vivint Solar finances, designs, installs, monitors and services the solar energy systems to make things easy for its customers. For more information, visit www.vivintsolar.com or follow @VivintSolar.
About TerraForm Power
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.
Forward Looking Statement
This release 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. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including with respect to the timing of the completion of the acquisitions, expected cash available for distribution (CAFD), earnings, future growth and financial performance (including future dividends per share) and the ability to finance aspects of the acquisition, and typically can be identified by the use of words such as "expect," "estimate," "anticipate," "forecast," "intend," "project," "target," "plan," "believe" and similar terms and expressions. Forward-looking statements are based on current expectations and assumptions. Although SunEdison and TerraForm Power believe that their expectations and assumptions are reasonable, they can give no assurance that these expectations and assumptions will prove to have been correct, and actual results may vary materially. For example, (1) Vivint Solar may be unable to obtain the stockholder approval required for the merger? (2) the companies may be unable to obtain regulatory approvals required for the merger, or required regulatory approvals may delay the merger or result in the imposition of conditions that could have a material adverse effect on the combined company or cause the companies to abandon the merger? (3) conditions to the closing of the merger may not be satisfied? (4) an unsolicited offer of another company to acquire assets or capital stock of Vivint Solar could interfere with the merger? (5) SunEdison may be unable to obtain the financing for which it has received commitments or to complete the sale of assets contemplated by the TERP Purchase Agreement; (6) problems may arise in integration, which may result in less effective or efficient operations ? (7) the merger may involve unexpected costs, unexpected liabilities or unexpected delays, or the effects of purchase accounting may be different from the companies' expectations? (8) the credit ratings of the combined company or its subsidiaries may be different from what SunEdison and TerraForm Power expect? (9) the businesses of the companies may suffer as a result of uncertainty surrounding the merger and the related transactions? (10) the industry may be subject to future regulatory or legislative actions that could adversely affect the companies? and (11) the companies may be adversely affected by other economic, business, and/or competitive factors. Additional factors that could cause actual results to differ materially from those set forth in the forward-looking statements include, among others: the failure of counterparties to fulfill their obligations under the agreements; price fluctuations, termination provisions and buyout provisions in the agreements; TerraForm Power's ability to successfully identify, evaluate and consummate acquisitions from SunEdison, Inc. or third parties; government regulation; operating and financial restrictions under agreements governing indebtedness; SunEdison and TerraForm's ability to borrow funds and access capital markets; SunEdison and TerraForm Power's ability to compete against traditional and renewable energy companies; and hazards customary to the power production industry and power generation operations, such as unusual weather conditions and outages. Furthermore, any future dividends are subject to available capital, market conditions and compliance with associated laws and regulations.
SunEdison and TerraForm Power undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Expected cash available for distribution is an estimate as of today's date, July 20, 2015, and are based on assumptions believed to be reasonable as of this date. SunEdison and TerraForm Power expressly disclaims any current intention to update such guidance. The foregoing review of factors that could cause SunEdison or TerraForm Power's actual results to differ materially from those contemplated in the forward-looking statements included in this news release should be considered in connection with information regarding risks and uncertainties that may affect future results included in the company's filings with the Securities and Exchange Commission ("SEC") at www.sec.gov. In addition, TerraForm Power makes available free of charge at www.terraform.com copies of materials it files with, or furnishes to, the SEC, and SunEdison makes available free of charge at www.sunedison.com copies of materials it files with, or furnishes to, the SEC.
Additional Information and Where to Find It
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The proposed merger transaction between SunEdison and Vivint Solar will be submitted to the stockholders of Vivint Solar for their consideration. SunEdison intends to file with the SEC a registration statement on Form S-4 that will include a prospectus of SunEdison and a proxy statement of Vivint Solar, and Vivint Solar intends to file with the SEC a definitive proxy statement on Schedule 14A. SunEdison and Vivint Solar also plan to file other relevant documents with the SEC regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS OF VIVINT SOLAR ARE URGED TO READ THE PROXY STATEMENT, PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT SUNEDISON, VIVINT SOLAR AND THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge at the SEC's website, www.sec.gov. Copies of documents filed with the SEC by SunEdison (when they become available) may be obtained free of charge on SunEdison's website at www.sunedison.com or by directing a written request to SunEdison, Inc., Investor Relations, 13736 Riverport Drive, Ste. 1800, Maryland Heights, MO 63043. Copies of documents filed with the SEC by Vivint Solar (when they become available) may be obtained free of charge on Vivint Solar's website at www.vivintsolar.com or by directing a written request to Vivint Solar, Inc., care of Vivint Solar Investor Relations, 3301 N Thanksgiving Way, Ste. 500, Lehi, UT, 84043
. Investors and security holders may also read and copy any reports, statements and other information filed by SunEdison or Vivint Solar, with the SEC, at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC's website for further information on its public reference room.
Participants in the Merger Solicitation
SunEdison, Vivint Solar, and certain of their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SunEdison's directors and executive officers is available in its proxy statement filed with the SEC by the Company on April 17, 2015 in connection with its 2015 annual meeting of stockholders, and information regarding Vivint Solar's directors and executive officers is available in its proxy statement filed with the SEC by Vivint Solar on April 20, 2015 in connection with its 2015 annual meeting of stockholders. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the prospectus and proxy statement and other relevant materials to be filed with the SEC when they become available.
Cash Available for Distribution (CAFD)
CAFD is a supplemental non-GAAP measure of TerraForm Power's ability to earn and distribute cash to investors. This measurement is not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance, including net income, net cash provided by (used in) operating activities or any other liquidity measure determined in accordance with GAAP, nor is it indicative of funds available to fund our cash needs.
Renewable Power Market
http://www.companiesandmarkets.com/MarketInsight/Energy-and-Utilities/Renewable-Power-Market/NI20453
Turkey's renewable power market has received a boost from $180 million of financing provided by the European Bank for Reconstruction and Development, it was announced last week.
Two banks, Yapi ve Kredi Bankasi and Garanti Bank, will act as financial intermediaries in facilitating credit for mid-sized renewable energy projects carried out by private sector companies.
The projects, each ranging in value from EUR 10 million and EUR 40 million, will include solar photovoltaics (PV), hydropower, wind, waste-to-energy and geothermal.
Investing in sustainable energy is a strategic priority for the EBRD in Turkey as the country is working to meet growing demand for electricity and diversify away from imported fuel.
Turkey has pledged to develop 30 per cent of its total installed capacity from renewable sources by 2023. In 2014 Turkey became the leading recipient country of the EBRD, with new investments worth EUR 1.4 billion.
EBRD has invested EUR 4.96 billion in 140 projects in Turkey to date. A significant share of the bank's total Turkish portfolio, EUR 1.2 billion, is in renewable energy. EBRD-funded renewable energy generators already produce about 7,000 GWh annually. Turkey also accounts for around 95 per cent EBRD's private sector investment to date.
Turkey is a key player in the global energy market, whose importance is growing both in terms of growing consumption and the country's role as a regional hub. The country has seen its energy demand rise rapidly, with further growth predicted in the future. Turkish electricity market is now the 6th biggest in Europe and the fastest growing market after China.
Imports of oil and gas, on which the country relies for three-quarters of its primary energy, are a major factor behind the country's current account deficit.
In an attempt to strengthen the country's energy independence, Turkish authorities have attempted to liberalise the electricity markets, opening them to competition and to private sector companies.
Turkey has also enacted key pieces of legislation and tariff incentives to support the use of various renewable energy resources, to stimulate energy production from domestic energy resources, and to reduce greenhouse gas emissions.
Graphs 1-3: 2003 global generation capacity mix (left), 2014 global generation capacity mix (middle), 2030 predicted global
generation capacity mix (right)
Sources: IEA data, BofA Merrill Lynch Global Research approximations, April 2015
Two years ago, Turkey's Energy Minister Taner Yildiz, announced plans to increase the share of the country's renewable energy resources to 30 per cent of total energy production by 2023.
Believing that a strong renewable power market is critical to future of Turkey's economic growth, the country's government is seeking significant investments to fund projects in wind, solar, geothermal, hydropower, and biomass. As a result, investors such as General Electric, Siemens and others can be expected to be involved in further projects in the near future.
Estimates by the International Energy Agency indicate that global energy demand will continue to rise at around 4.5 per cent per year from 2015 to 2030, roughly doubling over the next decade. IEA's forecasts show that the global demand for electricity will rise at even faster rates.
Table 1: Share of electricity generated by renewables - selected economies (2014)
China Germany France UK US Japan
Hydro 22.2% 4.3% 12.2% 2.7% 6.3% 8.5%
Non-hydro renewables 9.0% 16.0% 4.5% 11.1% 7.2% 2.8%
Sources: International Energy Agency (IEA) for UK, Germany, France and Japan, June 2015. National Administration of China for China, January 2015. Energy Information Administration (EIA) for US, June 2015.
Graph 4: Total Climate Financing by Multilateral Development Banks*, 2011-2014 (USD millions)
Source: World Bank. Note: EIB numbers for all 4 years are restricted to developing and emerging economies in transition, therefore excludes EU-15 countries where EIB is also active. EIB numbers for 2011 were amended (from that on the 2011 reports) to include
EU-13 climate finance numbers, allowing for full geographical comparability among all four years.
Climate change and environmental concerns continue to drive support for renewable power markets and clean energy solutions, such as hydro, solar and wind. At the same time, policy incentives and greater technical efficiency are transforming the economics of clean energy products, supporting demand and investment.
The undisputed leader in terms of renewable energy investment is currently China, following its considerable drive to tackle the country's extreme levels of pollution. The country's clean energy capacity expansion augurs well for the broader renewables industry.
China's involvement is potentially decisive for the global renewables industries in a variety of other ways too. Since the country produces ever-increasing amounts of wind turbines, solar cells and other renewables devices, economies of scale and lower costs are improving the economic viability of renewables in all markets.
For more information on the renewable power market, see the latest reports: Renewable Power Market
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* Multilateral Development Banks (MDBs), comprise of the African Development Bank (AfDB), the Asian Development Bank (ADB), the European Bank for Reconstruction and Development (EBRD), the European Investment Bank (EIB), the Inter-American Development Bank (IDB), and the International Finance Corporation (IFC) and the World Bank (WB) from the World Bank Group (WBG).
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