The Federal Energy Regulatory Commission on May 21 signed off on a sale of passive interests in the company that is developing a 20-MW solar farm in California.
On April 19, Sierra Solar Greenworks LLC filed an application requesting commission authorization for the disposition of jurisdictional facilities. Specifically, SPW Solar Holdings 1 LLC will acquire from FTP Power LLC 100% of the direct membership interests in Sierra Solar. JPM Capital Corp., a passive tax equity investor in SPW Solar, will acquire an indirect interest in Sierra Solar as a result of the proposed transaction.
Sierra Solar, an exempt wholesale generator, owns a 20-MW (ac) solar photovoltaic project that is currently under development in Los Angeles County, California. The Sierra Solar Project is situated within the California Independent System Operator balancing authority area (CAISO BAA). Output from the Sierra Solar Project is fully committed under a long-term power purchase agreement.
SPW Solar owns and operates solar photovoltaic energy generation facilities in the United States. SPW Solar’s issued membership interests consist of Class A Units and Class B Units. The Class A Units, which are passive and non-controlling, are 100% owned by JPM Capital, an indirect subsidiary of financial service company JPMorgan Chase & Co. The Class B Units, which are controlling, are 100% owned by SPW Solar Managing Member 1 LLC (SPWSMM). As holder of the Class B Units, SPWSMM is the managing member of SPW Solar and has the right to control SPW Solar.
Sierra Solar and SPW Solar are both subsidiaries of FTP Power. Sierra Solar is directly owned by FTP Power; SWP is indirectly owned by FTP Power. FTP’s issued membership interests consist of Class A Units and Common Units, which are both shared in various percentages by C2E LLC, Fir Tree Solar LLC and Martifer-Silverado Fund I LLC (MS Fund). C2E is owned in equal parts by: Creamer Group LLC; Creamer Investments Inc.; and two individuals. MS Fund is owned 42% by Silverado Power LLC and 58% by Martifer Solar Inc.
SPW Solar will acquire from FTP Power 100% of its direct membership interests in Sierra Solar, and as a consequence, JPM Capital will have an indirect interest in Sierra Solar. Sierra Solar will then become a wholly-owned subsidiary of SPW Solar. SPWSMM, as Managing Member and owner of all of the controlling Class B Units in SPW Solar, will have the right to control Sierra Solar and the Sierra Solar Project. JPM Capital, as owner of all of the passive, non-controlling Class A Units in SPW Solar, will have only limited rights to protect its economic investments.