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0 Where Experts Invest February 21, 2008 United Nations Economic Commission for Europe Geneva, Switzerland European Clean Energy Fund Financing Clean Energy with an Equity Investment Fund TCW Energy & Infrastructure Group

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Page 1: Financing Clean Energy with an Equity Investment Fund · Financing Clean Energy with an Equity Investment Fund ... LNG, Bio-fuels, Synfuels, ... Peru Bolivia Colombia Ecuador Kazahkstan

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Where Experts Invest

February 21, 2008

United Nations Economic Commission for Europe

Geneva, Switzerland

European Clean Energy Fund

Financing Clean Energy with an

Equity Investment Fund

TCW Energy & Infrastructure Group

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Where Experts Invest

Contents

• TCW Overview

• TCW Energy & Infrastructure Group

• European Clean Energy Fund

• Case Studies

• Questions and Answers

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Where Experts Invest

TCW Overview

� Established in 1971 in Los Angeles, California

� Approximately $147.2 billion under management or committed to management as of December 31, 2007

� Over 1,400 institutional and private clients

� TCW Staff of over 650 individuals, including 385 professionals

� The TCW Group, Inc. (TCW) is an indirect subsidiary of Société Générale, S.A., and a member of the Société Générale Asset Management (SGAM) division

� Global Presence: Combined with SGAM, TCW offers strategies which invest in major world equity and fixed income markets

� Offices:

SG Asset Management

Paris

London

Tokyo

Singapore

Sydney

TCW

Los Angeles

New York

Houston

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Where Experts Invest

TCW Assets Under Managementor Committed to Management as of December 31, 2007

TCW Historical Asset Growth � More than 30 years of steady

growth

� Stability in assets, personnel

and product mix

� Solid long-term performance

� Style consistency across all

strategies

� Extensive risk-management

processes

� TCW Fitch/AMR rating of

AA+

13.817.0

21.2

27.1

35.1

48.6 48.3

53.7 52.649.8

54.5

71.1

78.7

87.6

79.3

89.6

109.7

123.0

144.9

147.2

0

25

50

75

100

125

150

175

88 89 90 91 92 93 94 95 96 97 98 99 '00 '01 '02 '03 '04 '05 '06 '07

($ in Billions)

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Where Experts Invest

International, $5.9

US Equities, $48.0

US Fixed Income, $79.2

Alternative Investments,

$14.1

TCW Assets Under Managementor Committed to Management as of December 31, 2007

Total Assets$147.2 Billion

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Where Experts Invest

TCW Energy and Infrastructure Group

TCW Energy and Infrastructure Group has the longest continuous track record of any institutional manager in energy globally

• 26-year track record focused solely on companies or projects in energy or energy-related infrastructure

• 15 funds representing $9.6 billion of capital

• More than 200 portfolio investments to date in 27 countries on six continents

• Global platform with offices in Los Angeles, Houston, New York, Sydney and London

Who We Are

The Energy investment strategy is to:

• Provide mezzanine debt and private equity to energy projects and companies on a global basis

with an emphasis on OECD countries.

• Target one-off, negotiated private transactions with small- and mid-cap energy companies and

projects secured by hard assets

What We Do

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Where Experts Invest

Upstream Infrastructure Midstream Gas to Liquids Transportation Gas to Electrons

Energy Value Chain

Reserve-based Development, Production Payments, Forwards

Oil Sales

Production Platforms, Drill Ships, FPSOs, Drilling Rigs

LNG, Bio-fuels, Synfuels, EthanolProcessed Gas (methanol,

fertilizer, DME)

LNG Regasification Terminals, Gas Sales, Pipelines, Gas Storage

Renewable Energy

Gas and Coal Fired Power Plants, Electricity Transmission &

Distribution

Active throughout the entire energy value chain on a global basis

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Where Experts Invest

EIG Global Portfolio

Invested in 26 Countries on 6 Continents

Australia

EquatorialGuinea

Nigeria

UK

U.S.A.

Canada

Mexico

Israel

Indonesia

Brazil

Guatemala

Panama

Dominican Republic

Argentina

Peru

Bolivia

Colombia

Ecuador

Kazahkstan

Norway

Netherlands

Trinidad & Tobago

AzerbaijanFrance

Germany

Costa Rica

Australia

EquatorialGuinea

Nigeria

UK

U.S.A.

Canada

Mexico

Israel

Indonesia

Brazil

Guatemala

Panama

Dominican Republic

Argentina

Peru

Bolivia

Colombia

Ecuador

Kazakhstan

Norway

Netherlands

Trinidad & Tobago

AzerbaijanFrance

Germany

Costa Rica

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Where Experts Invest

EIG Product Platform

TEP and Separate AccountsSpecial Situations

GPF IIISenior Debt

GPF IIHigh Yield Senior

Active FundsProduct Platform

Fund XIV, Cogen & ECEFMezzanine and

Equity

Broad offering of capital to industry, offering senior debt through to equity

Breakdown of Committed Funds (as at December 2007)

Senior Debt,

$2,734.0

Mezzanine and

Equity, $6,573.0

Special

Situations,

$308.0

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Where Experts Invest

EIG Investment Breakdown – FYE 2007 $1.42 Billion

Upstream

O&G $414

Midstream

O&G $245

Other O&G

$65

Power $557

Other Infra.

$84LNG $42

Bioethanol

$14

Investments By Sub-SectorAs at Dec 2007, In $ Millions

Investments By RankingAs at Dec, In $ Millions

Investment

Grade $56

Mezzanine

$697

Equity $95

High Yield

$573

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Where Experts Invest

European Clean Energy Fund - Overview

• Purpose: Invest in clean energy projects and companies across Europe

• Size: €354 million

• First closing: Q2/2006

• Investment period: 4 years

• Life: 10 years

• Investment type: Mezzanine and Equity

• Regional focus: Western, Central and Eastern Europe

• Investment range: €10-50 million

• Currency: primarily Euro; other European currencies

• Leverage: No

• Collateral: Yes

• Investors: European and North American institutional investors

• Legal structure: English Limited Partnership

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Where Experts Invest

ECEF - Sectors

• Wind

• Solar

• Hydro-electric

• Biomass

• Geothermal

Renewable Energy

• Pipeline

• Storage

• Liquefied natural gas (LNG)

• Power generation

• Cogeneration

• Combined heat & power

Natural Gas

Energy Efficiency

Waste-to-Energy

Clean Coal

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Where Experts Invest

ECEF – Investment Style

• Minority Stake (preferred equity)

• Controlling Stake

Equity

• Debt instrument

–Note

–Loan

• Current Income

–Cash

–Payment-In-Kind

• Self-amortizing/bullet

• Long tenors (up to 20 years)

• Equity kicker

–Warrants

–Cash flow participation

–Equity option

• Collateral/security

Mezzanine

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Where Experts Invest

ECEF – Target Investments

• Strong sponsor and

management– Industry experience

– Track record

• Technology– Commercially proven

• Capitalization:– Adequate cash and

contingent equity

commitments

– Conservative senior debt

financing structure

• Predictable cash flow:– Long-term off-take /

supply contracts

– Protected margins

– Managed merchant risk

• Collateral– Pledge of assets, contracts

and insurance policies

– Share / Accounts pledge

– Intercreditor agmts.

• Stable and reliable legal and

regulatory framework

• Currency risk:– Same currency on revenue

and expense side

– Mismatch mitigation

(hedging)

• Interest rate risk– Fixed rate

– Interest rate swap

• Robust contractual

framework

• Greenfield and operating

assets

• Fully consented project

(limited permitting risk in

some cases)

• No (or limited) development

risk

• Operating risk: – Experienced operator

– Performance-based

compensation

• Construction risk: – Turnkey, fixed-price

contract

– Experienced, creditworthy

contractor

– Performance guarantees,

liquidated damages

Strategic / Financial MarketOperations

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Where Experts Invest

ECEF – Due Diligence

• Comprehensive risk assessment, risk analysis and mitigation– Legal

– Contractual

– Regulatory

– Technical (technology/construction/operations)

– Industry/market/sector

– Resources (wind/biomass/hydrology/molecules)

– Commercial

– Financial

– Tax

• Documentation– English law for investment contracts (note/loan agreement, warrant purchase

agreement)

– Local law for security documents (mortgage, pledges, guarantees)

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Where Experts Invest

Case Study – Wind

Background

The Breeze III transaction is a securitization of a portfolio of wind farms in construction or operations in Germany and France. The transaction was structured by HVB, the German bank, and offered to ECEF and other investors as a capital markets operation.

SubordinatedRanking

Germany / FranceProject Location

WindSector

April 2007Initial Funding Date

€35,000,000Committed Investment

Breeze 3Issuer

Investment Summary

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Where Experts Invest

Case Study - Biofuels

Background

AB Bioenergy is building a 200 million liters p.a. corn-fed bioethanol production facility in the southwest of France at a total cost of approximately €200 million. Financing comprises €102.2 million of senior debt and €15 million of subordinated notes. ECEF underwrote a €10 million participation in the subordinated notes.

SubordinatedRanking

FranceProject Location

BiofuelsSector

July 2007Initial Funding Date

€10,000,000Committed Investment

AB Bioenergy France S.A.Issuer

Investment Summary

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Where Experts Invest

Case Study – Liquefied Natural Gas

Background

The Company is developing a portfolio of LNG regasification terminals in Europe and North America. Financing comprises €300 million Equity PIK Loan facility. ECEF underwrote a €30 million participation in the subordinated notes.

SubordinatedRanking

Europe, North AmericaProject Location

LNG RegasificationSector

October 2007Initial Funding Date

€30,000,000Committed Investment

ConfidentialIssuer

Investment Summary

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Where Experts Invest

Address:

TCW Energy and Infrastructure Group - Europec/o Société Générale Asset Management9th Floor, Exchange House, Primrose StreetLondon EC2A 2EF

Main Switchboard: +44 (0) 207 090 2500Fax: +44 (0) 207 090 2936

Jean-Daniel Borgeaud [email protected]

Mark Vickers +44 (0) 207 090 [email protected]

Natasha Knechtel +44 (0) 207 090 [email protected]

Contact Information