Western Antelope Dry Ranch LLC told the Federal Energy Regulatory Commission on Nov. 28 about the acquisition by SPW Solar Holdings 3 LLC (SPW3) of 100% of the membership interests in Western Antelope Dry Ranch.
More specifically, the company is filing this Nov. 28 notice to report the disposition to JPM Capital Corp. (JPMCC), a passive investor in SPW3, of an indirect, passive interest in Western Antelope Dry Ranch as a result of the transaction.
Western Antelope Dry Ranch owns and operates a solar photovoltaic project with a nameplate capacity of approximately 10 MW (ac) located in Lancaster, Los Angeles County, California. The WADR Project is located within the California Independent System Operator balancing authority area.
The WADR Project achieved mechanical completion in November 2016. The project company is committed to sell the entire output of the WADR Project under a 20-year power purchase agreement with the City of Lancaster d/b/a Lancaster Choice Energy.
Prior to the closing of this transaction, Western Antelope Dry Ranch was a wholly-owned direct subsidiary of FTP Power LLC. FTP’s principal business is directly and indirectly owning, operating, and developing renewable energy generation facilities throughout the U.S.
On Aug. 19, 2016, the commission authorized the disposition of jurisdictional facilities resulting from the acquisition by SPW3 of 100% of the membership interests in Western Antelope Dry Ranch and the simultaneous disposition to JPMCC of an indirect, passive interest in Western Antelope Dry Ranch. This deal was completed on Nov. 8, 2016.
Under the completed transaction: SPW3 owns 100% of the membership interests in Western Antelope Dry Ranch; JPMCC owns 100% of the non-controlling, passive Class A Units in SPW3; and SPW Solar Managing Member 3 LLC, a wholly-owned indirect subsidiary of FTP (SPWSMM3), owns 100% of the controlling Class B Units in SPW3. SPWSMM3 is the Managing Member of SPW3 with the right to control SPW3 and, through SPW3, Western Antelope Dry Ranch and the WADR Project on a day-to-day basis.
As holder of the Class A Units, JPMCC has limited consent and veto rights over major corporate actions necessary to protect its investments, including rights that are comparable to the rights retained by the lenders in a typical project financing.