The Federal Energy Regulatory Commission on June 9 approved a May 6 application from Antelope Big Sky Ranch LLC for authorization related to the acquisition by SPW Solar Holdings 3 LLC (SPW3) of 100% of the membership interests in Antelope from sPower FinCo 4 LLC (FinCo 4).
Antelope also sought authorization for the transfer to JPM Capital Corp. (JPMCC) of the non-controlling, passive Class A Units in SPW3. The facilities affected by the transaction consist of Antelope’s market-based rate tariff, a 25-year power purchase agreement, and associated books and records.
Antelope is currently a direct, wholly owned subsidiary of FinCo 4. SPW Solar Managing Member 3 LLC (SPWSMM3), which will become a direct, wholly owned subsidiary of FinCo 4 as a result of the transaction, and JPMCC will each acquire indirect interests in Antelope.
SPWSMM3, as Managing Member and acquirer of 100% of the controlling Class B Units in SPW3, will control Antelope on a day-to-day basis, and JPMCC, as acquirer of 100% of the non-controlling, passive Class A Units in SPW3, will have only limited rights with respect to the actions of SPW3, such as consent rights necessary to protect its economic investment.
Antelope states that transaction will not result in a transfer of control over its jurisdictional facilities because Antelope will remain under the control, albeit now indirect, of FinCo 4 and SPW3, which will become an indirect subsidiary of FinCo4 through SPWSMM3, will, as previously noted, serve as Managing Member.
Antelope states that, although the transaction may not require authorization under section 203 (a)(1) of the Federal Power Act, it nevertheless asks the commission to authorize the deal. “This order authorizes the Proposed Transaction without making any determination of jurisdiction,” said FERC.
Antelope is an exempt wholesale generator with market-based rate authority. Antelope owns a 20-MW solar photovoltaic (PV) project (ABSR Project) located in Lancaster, Los Angeles County, California, within the California Independent System Operator (CAISO) market. Antelope expects to begin generating test power from the ABSR Project in August 2016 and anticipates achieving commercial operation in August 2016. Antelope is committed to sell the entire output from the ABSR Project under a 25-year power purchase agreement with the Southern California Public Power Authority.
JPMCC is an indirect, wholly owned subsidiary of JPMorgan Chase & Co., a financial holding company.