The Federal Energy Regulatory Commission on Sept. 29 approved an Aug. 19 application from Black Oak Wind LLC for authorization for Bankers Commercial Corp. to acquire 100% of the Class A membership interests in Black Oak’s direct parent, Black Oak Getty Holdings, and subsequently transfer 36.5% of those interests to Citizens Asset Finance Inc.
“Black Oak states that the Proposed Transaction may not require authorization under section 203(a)(1); however, out of an abundance of caution, it nevertheless asks the Commission to authorize the Proposed Transaction,” FERC noted. “This order authorizes the Proposed Transaction without making any determination of jurisdiction.”
Black Oak is an exempt wholesale generator with market-based rate authority. It is constructing, and will own and operate, a 78-MW wind facility and associated interconnection facilities to be located in Stearns County, Minnesota. Output from the Black Oak Facility will be sold to an unaffiliated purchaser under a long-term power purchase agreement. The Black Oak Facility will be situated within the Midcontinent Independent System Operator (MISO) market.
Black Oak is a direct, wholly owned subsidiary of Black Oak Holdings. Black Oak represented that, prior to the Proposed Transaction, Black Oak Holdings will be 95% directly owned by Black Oak Class B Holdings LLC (Black Oak Class B) and 5% directly owned by Sempra BOGW Holdings LLC (BOGW Holdings). Black Oak Class B and BOGW Holdings are directly, wholly owned by Sempra Wind Holdings LLC (Wind Holdings) whose corporate parent is Sempra Energy.
Bankers is a wholly owned, non-bank subsidiary of MUFG Americas Holdings Corp., which, in turn, is directly, wholly owned by Mitsibishi UFJ Financial Group Inc., a publicly traded corporation organized under the laws of Japan. Bankers’ primary function is to invest in physical assets throughout the United States.
Citizens is a direct, wholly owned subsidiary of Citizens Bank N.A., which, in turn, is indirectly, wholly owned by Citizens Financial Group Inc. Citizens Financial is a publicly traded entity that offers retail and commercial banking products and services to individuals, small businesses, middle-market companies, large corporations and institutions.
After closing of this tax equity financing, Bankers will transfer to Citizens approximately 36.5% of the Class A interests in Black Oak Holdings. The Class A interests will give Bankers and Citizens only limited consent and veto rights regarding economic and financial matters of Black Oak Holdings, and not the ability to manage Black Oak Holdings, or Black Oak.