EnergyNewswatch

Solar Development and Transaction Due Diligence

July 25-26, 2024 | Online

Click Here to register $1295

If you are unable to attend at the scheduled date and time, we make recordings available to all registrants for seven days after the event

“Each presenter divulged their career experiences/knowledge very openly and honestly.  They drew you into the field, making you excited to be present.” Senior Solar Specialist, EcoMotion

“While the topics of due diligence for solar projects are very broad and complex, this program can give solar professionals new and experienced — a better understanding of critical logistics to help make solar projects succeed.” Project Officer – Region 2 Superfund, EPA

“It was a great introduction for an engineer learning about the finance and business aspects of solar.” Associate Director, SRI International

Without quality, systematic and thorough due diligence even the slightest unexamined issue can trip up emerging players and seasoned veterans alike. While all phases of the project require this scrutiny, a full-scope awareness across the multiple project disciplines is especially critical for those entities determined to lessen their complications when developing or partnering on solar projects.

This symposium will focus on the core areas of due diligence for utility-scale PV projects and provide a “punch list” for their execution.

Covering aspects of solar project development and asset transfers not tackled by instructional programs that focus strictly on financing and tax issues, our subject matter experts (SMEs) will deliver wide-ranging and thorough content in combination with experienced project development staff.

Register today to benefit from these experts in financial, legal and technical aspects of utility scale PV projects.

Learning Objectives

  • Identify key due diligence issues, questions, and features
  • Evaluate a site for its solar potential and energy production potential
  • Define the title and insurance requirements specific to solar installations
  • Judge construction/contractor project compatibility
  • Assess legal requirements and disclosures
  • Analyze solar assessment and energy production reports
  • Define the role and value of third-party independent engineering (IE) project review
  • Identify interconnection and other transmission considerations and constraints
  • Apply the proper risk assessment, risk allocation, and performance guarantees

Agenda

THURSDAY, JULY 25, 2024

9:00 a.m. – 4:45 p.m. : CENTRAL TIME

9:00 – 9:20 a.m. :: Welcome and Introductions

9:20 – 10:30 a.m. :: Setting the Compass Heading – Project Development Foundations

  • Types of solar projects
  • Types of financing
  • Project roles and their perspectives that drive their due diligence
    • Sponsor/ owner-operator (customer-owned)
    • Project developer
    • Tax equity investor
  • Project involvement tenor (time committed to project involvement)
  • Stage(s) of development involvement
    • Pre-completion project
    • New, at-completion project
    • Mid- to late-ITC operating project
  • The evaluation of ITC and PTC under the inflation Reduction Act (IRA)

10:30 – 10:45 a.m. :: Morning Break

10:45 a.m. – 12:15 p.m. :: Setting the Compass Heading – Project Development Foundations (continued)

  • Project bankability & financing deep dive
    • Essential elements
    • Types, flavors, sources and uses of financing
    • Developer project structure
    • Flow of funds among financial stakeholders
    • Key document list
  • Identifying the appropriate project/transaction ownership structure
    • Partnership Flip
    • Sale-leaseback
    • (Inverted) lease pass-through
    • Outright facility ownership
    • M&A options
  • New opportunities and arrangements created by IRA
    • Direct pay
    • Transferability
    • Energy communities
    • Adder components 
    • Prevailing wage and apprenticeship 

12:15 – 1:15 p.m. :: Lunch Break

1:15 – 3:15 p.m. :: Examining & Documenting Project/Transaction – Legal Perspective

  • Schematic of project development flow
  • Funding/financing structure and business model risk documentation
  • Sizing up the foundational pillars of the transaction
  • PPA components
    • Conditions precedent to effectiveness
    • Milestones
    • Damages
    • Commercial operation
    • Force Majeure
    • Security
    • Energy and capacity
    • RECs
    • Change of law
    • Curtailments
    • Production guarantees
    • Default, termination and damages
    • Buyer purchase options

3:15 – 3:30 p.m. :: Afternoon Break

3:30 – 4:45 p.m. :: Examining & Documenting Project/Transaction – Legal Perspective (continued)

  • EPC
    • Description of work
    • Standards and requirements
    • Owner’s responsibilities
    • Achievement of milestones / substantial completion
    • Milestone approval procedure
    • Changes/change orders
    • Damages / Restrictions
    • Limitation of Liability
  • Completion/closing/asset transfer(s)

4:45 p.m. :: Course Adjourns for Day

 

FRIDAY, JULY 26, 2024

9:00 a.m. – 4:45 p.m. : CENTRAL TIME

 

9:00 – 10:30 a.m. :: Project/Transaction Assessment of Underlying Conditions, Preparations and Milestones – Developer’s Perspective

  • Site feasibility assessment (slopes, floodplains, forest, wetlands, etc.)
  • Land control (is there sufficient acreage, connectivity, tenure, and quality to achieve target capacity) and clear title
  • Transmission access, studies and interconnection agreement(s)
  • Anticipated network upgrade costs
  • Local, state, and federal regulations/permitting
  • Environmental review and permitting
  • Project reception by regulatory agencies and local stakeholders
  • Characteristics of financeable (vs. non-financeable) projects
  • Controlling the site
  • Regulatory and community stakeholder assessment

10:30 – 10:45 a.m. :: Morning Break

10:45 – 11:45 a.m. :: Project/Transaction Assessment of Underlying Conditions, Preparations and Milestones – EPC Perspective

  • Early-stage vs. close to shovel-ready vs. BOT
  • Environmental and permitting
  • Land acquisition
  • Interconnection
  • Cost
  • PVSyst
  • Solar assessment and energy production report
  • LCOE
  • Project components selection
  • Sourcing and component supply chain
  • Incorporating storage
    • Hybrid vs. co-located
  • Considerations for utility engagement
  • Schedule projection(s)
  • Interconnection system and/or utility engagement considerations
  • EPC selection
  • Construction access and oversight

11:45 a.m. – 12:45 p.m. :: Vetting EPC and Equipment Suppliers – Customer/Sponsor Perspective

  • Experience
  • Financial stability gauges
  • Subcontractors
  • How does EPC view and determine milestones?
  • Four risk areas
  • Warranties/guaranties
  • Technical approach
  • Cost projections
  • Schedule setting, compliance and delay remedies
  • Construction access and oversight
  • Risk assignment
  • Prevailing wage and apprenticeship
  • Domestic content
  • Tariffs
  • UFLPA and other commerce

12:45 – 1:30 p.m. :: Lunch Break

1:30 – 3:00 p.m. :: Project Development & Acquisition – Financier & Risk Perspectives

  • Development capital
  • Sponsor/owner capital
  • Tax equity capital
  • Lender
  • Tax structuring
  • Tax accounting
  • Risk/insurer

3:00 – 3:15 p.m. :: Afternoon Break

3:15 – 4:45 p.m. :: Project Development & Acquisition – Financier Perspectives (continued)

  • Internal risk profile
  • Engineering and interconnection reports
  • Take-out financing
  • Proposed market pricing
  • Timeline
  • Evaluating capital stack
  • Pro forma and other financial modeling
  • Tax credit qualification strategy
  • Tax efficiency
  • Cash flow
  • ROI
  • Hurdle rates
  • EBITDA
  • Lender expectations
  • Debt service coverage
  • Debt review screens
  • Leverage strategies
  • Current market challenges and impacts
  • Impact on transaction of externalities
    • COVID-19
    • Supply chain
    • Government tariff and/or import policies
    • Tariffs
  • Finishing tech and legal diligence
  • Adder components 
  • Prevailing wage and apprenticeship 

4:45 p.m. :: Course Adjournment