Georgia Power seeks PSC approvals for changes in control of three solar facilities

The Georgia Power unit of Southern Co. (NYSE: SO) on Sept. 22 asked the Georgia Public Service Commission for approval to transfer two power purchase deals for solar capacity to a new facility owner.

In December 2011, Georgia Power and Solar Design and Development LLC executed two Large Scale Solar Power Purchase Agreements (PPAs). Under the terms of the PPAs, beginning on June 1, 2015, Solar Design agreed to supply Georgia Power with 16 MW of energy from the Camilla SFDP Facility and 3 MW from the Camp SFDP Facility. The Georgia commission approved these PPAs in December 2011. Since that time, the commission has approved Georgia Power’s consent to several changes of control transactions and PPA assignments with respect to the projects.

Solar Design sold the projects and assigned the PPAs to Origis I USA Inc. (commission approval obtained in March 2013). Origis then assigned the PPAs to Seminole Funding Resource LLC and BA Leasing BSC LLC for financing purposes (commission approval obtained in July 2013), and the projects were thereafter renamed GA Solar 1 LLC (Camilla) and GA Solar 2 LLC (Camp). Origis then sold the projects to GA Solar Holdings (commission approval obtained in December 2014). The upstream owner of GA Solar Holdings is RET Holdings LLC.

Said the Sept. 22 letter to the commission: “In August 2016, RET entered into a Membership Interest Purchase Agreement with Axium US Solar Holdings LLC (‘Axium’) under which RET intends to sell and Axium intends to indirectly acquire all of the issued and outstanding liability company membership interests in GA Solar 1, LLC and GA Solar 2, LLC, subject to the approval of the Change of Control Transactions by Georgia Power and the Commission.”

Section 17.1 of the PPAs requires Georgia Power’s consent to any change of control. The respective parties have negotiated the required consent documents and Georgia Power now requests the commission’s approval to execute the consents. Copies of the consents have been provided to the commission staff under seal.

Georgia Power filed a second Sept. 22 request at the PSC for approval of another change in control.

In December 2011, Georgia Power entered into an Agreement for the Purchase of Solar Energy and Renewable Energy Credits from a Renewable Resource with Solar Design and Development to purchase the energy output from the 1-MW Upson County Solar Farm Development Project #1. The Georgia commission approved this PPA in December 2011. Since that time, the commission has approved Georgia Power’s consent to several changes of control transactions and PPA assignments with respect to the project.

Solar Design sold the project and assigned the PPA to SDD Solar Project 4 LLC, whose sole member was Origis Holdings USA Inc. (commission approval obtained in July 2012). Origis then sold the project to GA Solar Holdings LLC (commission approval obtained in December 2014). The upstream owner of GA Solar Holdings is RET Holdings.

Said the Sept. 22 request: “In August 2016, RET entered into a Membership Interest Purchase Agreement with Axium US Solar Holdings LLC (‘Axium’) under which RET intends to sell and Axium intends to indirectly acquire all of the issued and outstanding limited liability company membership interests in Upson.”

Section 18.1 of the PPA requires Georgia Power’s consent to any change of control. The  parties have negotiated the required consent document and Georgia Power now requests the commission’s approval to execute the consent. A copy of the consent was provided to the commission staff.

About Barry Cassell 20414 Articles
Barry Cassell is Chief Analyst for GenerationHub covering coal and emission controls issues, projects and policy. He has covered the coal and power generation industry for more than 24 years, beginning in November 2011 at GenerationHub and prior to that as editor of SNL Energy’s Coal Report. He was formerly with Coal Outlook for 15 years as the publication’s editor and contributing writer, and prior to that he was editor of Coal & Synfuels Technology and associate editor of The Energy Report. He has a bachelor’s degree from Central Michigan University.