Lost Creek Wind LLC, Lost Creek Wind Finco LLC and Macquarie Missouri Wind LLC on May 22 requested Federal Energy Regulatory Commission authorization for a transaction in which Macquarie Missouri will sell, and Lost Creek Finco, a wholly-owned subsidiary of Pattern Energy Group Inc. (Pattern Energy), will purchase, all of the indirect, non-managing member interests in Lost Creek.
Lost Creek Finco already owns the indirect managing member interest in Lost Creek, and as a result of the transaction, Pattern Energy will indirectly own 100% of Lost Creek. Macquarie Missouri will no longer have any ownership interests in Lost Creek following the transaction.
While the transaction may not require commission approval pursuant to Federal Power Act section 203(a)(1), the applicants request that the commission approve the transaction under FPA section 203(a)(1) without making a determination as to jurisdiction.
Lost Creek owns and operates an approximately 150-MW wind facility located in Dekalb County, Missouri, within the Associated Electric Cooperative Inc. (AECI) balancing authority area. The Lost Creek Facility commenced commercial operation in May 2010. Lost Creek has obtained commission authorization to make wholesale sales of electric energy, capacity and ancillary services at market-based rates and is an exempt wholesale generator. Lost Creek sells 100% of the output of the Lost Creek Facility to AECI under a long-term power sales agreement.
Lost Creek is a direct, wholly-owned subsidiary of Lost Creek Wind Holdco LLC. Lost Creek Finco holds all of the controlling Class B interests in Lost Creek Holdco and therefore indirectly controls Lost Creek. Lost Creek Finco is a wholly-owned, direct, subsidiary of Pattern US Finance Co. LLC (Pattern Finance) which in turn, is a wholly-owned, indirect, subsidiary of Pattern Energy.
Macquarie Missouri owns all of the Class A interests in Lost Creek Holdco. The Class A interests provide Macquarie Missouri with only limited veto and/or consent rights. Macquarie Missouri is a wholly-owned subsidiary of Macquarie Corporate and Asset Funding Inc., which is a wholly-owned indirect subsidiary of Macquarie Bank Ltd. (MBL). MBL is a wholly-owned subsidiary of Macquarie Group Ltd., a global provider of banking, financial, advisory, investment and funds management services.
In the transaction and in accordance with the terms of the Purchase Agreement between Macquarie Missouri and Pattern Energy: Pattern Energy will assign its rights and obligations under the Purchase Agreement to Lost Creek Finco; and Macquarie Missouri will sell, and Lost Creek Finco will purchase, 100% of the Class A interests in Lost Creek Holdco. As a result of the transaction, Pattern Energy, through Lost Creek Finco, will indirectly hold all of the Class A interests and Class B interests in Lost Creek Holdco and therefore, indirectly own 100% of Lost Creek.