CPV Shore LLC and Osaka Gas USA Corp. (OGUSA) applied Dec. 21 for authorization from the Federal Energy Regulatory Commission for a transaction whereby OGUSA or its designated wholly owned subsidiary would acquire a 20% equity interest in CPV Shore.
The applicants requested expedited consideration and issuance of an order authorizing the proposed transaction no later than Feb. 6, 2017, so that closing may take place immediately or soon thereafter.
CPV Shore owns and operates a 725 MW (nameplate) combined cycle, gas-fired plant and interconnection facilities located in the Township of Woodbridge, Middlesex County, New Jersey. The CPV Shore Facility, which went into commercial operation in January 2016, is interconnected to transmission facilities owned by Jersey Central Power & Light and operated by PJM Interconnection. The CPV Shore Facility is located in the PJM East, AP South and 5004/5005 submarkets of PJM.
The commission has granted CPV Shore authorization to sell power at market-based rates. In addition, CPV Shore has a rate schedule for reactive supply and voltage control from generation resources on file with the commission. CPV Shore is an exempt wholesale generator (EWG).
CPV Shore is wholly owned by CPV Shore Holdings LLC. CPV Shore Investment LLC owns 57.53% of the Class A Membership interests in CPV Shore Holdings. The remaining ownership interests in CPV Shore Holdings—which will not be affected by this transaction—are held by Toyota Tsusho Shore LLC (31.25%) and John Hancock Life Insurance Co. (U.S.A.) (11.22%).
CPV Shore Investment is owned by independent funds organized as limited partnerships that invest in infrastructure assets around the world. Global Infrastructure Management LLC (GIM) is the manager of the GIP II Funds.
Because the CPV Shore Facility is located in PJM East, AP South, and 5004/5005, those PJM submarkets are the relevant geographic markets for this application. Applicants noted that they are affiliated with CPV Maryland LLC, which is currently constructing and will own and operate a 725-MW (nameplate) combined cycle, gas-fired facility along with limited interconnection facilities, located in Charles County, Maryland, in AP South and 5004/5005. CPV Maryland is authorized to sell power at market-based rates and is an EWG. Once operational, the CPV Maryland Facility will interconnect with transmission facilities owned by Potomac Electric Power Co. and under functional control of PJM.
OGUSA is an indirect, wholly owned subsidiary of Osaka Gas Co. Ltd. out of Japan.
The proposed transaction involves an indirect upstream change in the CPV Shore Facility’s ownership. CPV Shore Investment currently owns 57.53% of the Class A membership interests in CPV Shore Holdings. Under this transaction, CPV Shore Investment will transfer to OGUSA or its designated wholly owned subsidiary 20% of the Class A membership interests in CPV Shore Holdings. Once the transaction is consummated, OGUSA will indirectly own 20% of the voting securities of CPV Shore by virtue of its Class A membership interests in CPV Shore Holdings. CPV Shore Investment will continue to own 37.53% of the Class A membership interests in CPV Shore Holdings.