Primary Wind Power will acquire from each of Infigen Energy US Corp. (called the Class B Seller) and Infigen Energy US Holdings (the Class A Seller) certain indirect ownership interests in the applicants. In connection with the transaction, Primary Power will also acquire from sellers the Class B managing membership interests and the Class A non-managing membership interests in two companies that each own a qualifying facility (QF). One QF is less than 20 MW and the other QF sells power pursuant to a contract executed prior to March 17, 2006.
In addition, Primary Power will acquire from sellers the Class B managing membership interests and the Class A non-managing membership interests in five wind power projects that operate exclusively within the market administered by Electric Reliability Council of Texas (ERCOT).
Applicants stated that the transfer of interests in the QF companies and the five entities operating within ERCOT is not subject to this approval under section 203 of the Federal Power Act.
Each applicant owns a wind facility and is an exempt wholesale generator with market-based rate authority.
•Allegheny Ridge Wind Farm owns and operates an 80 MW facility located in Cambria and Blair counties, Pennsylvania;
•Crescent Ridge owns a 54 MW facility located in Bureau County, Illinois;
•GSG owns an 80 MW facility located in Lee and LaSalle counties, Illinois; and
•Mendota Hills owns a 52 MW facility located in Lee County, Illinois.
All of the above facilities are located in the PJM Interconnection market.
•Aragonne Wind owns and operates a 90 MW facility located in Guadalupe County, New Mexico, within the Public Service Co. of New Mexico (PNM) balancing authority area.
•Blue Canyon Windpower owns and operates a 74 MW facility located in Comanche and Caddo counties, Oklahoma, in the Southwest Power Pool market.
•Caprock Wind owns an 80 MW facility located in Quay County, New Mexico, within the Southwest Power Pool market.
•Buena Vista Energy owns and operates a 38 MW facility located in Contra Costa County, California, with the California ISO market.
•Kumeyaay Wind has a 50 MW facility located in San Diego County, California, within the California ISO market.
•Cedar Creek Wind Energy owns and operates a 300 MW facility located in Weld County, Colorado, within the Public Service Company of Colorado (PSCO) balancing authority area.
•Eurus Combine Hills I owns and operates a 41 MW facility located in Umatilla County, Oregon, within the Bonneville Power Administration balancing authority area.
According to the applicants, their ownership is divided between two classes of membership interests: Class B managing and Class A passive, non-managing.
The Class B interests are owned by Infigen Energy US . Infigen Energy US is a wholly owned unit of the Class B seller, which, in turn, is indirectly, wholly owned by Infigen Energy Ltd. (Infigen Parent).
The Class A interests are owned by IJA Portfolio and Infigen Energy US JD (Infigen JD). IJA Portfolio is owned by Infigen JD and JPM Capital Corp. (JPMCC). Infigen JD is an indirect unit of the Class A seller, which, in turn, is also indirectly wholly owned by Infigen Parent. Infigen Parent owns and operates wind farms in the United States and Australia.
Infigen Energy US indirectly owns 100 percent of the Class B managing interests in Allegheny Ridge, Aragonne Wind, Buena Vista, GSG, Kumeyaay, Mendota Hills, and Caprock; 75 percent in Crescent Ridge; 66.67 percent in Cedar Creek; and 50 percent in Blue Canyon and Combine Hills I. IJA Portfolio indirectly owns 31 percent of the Class A passive, non-managing interests in Caprock, 28.01 percent in Cedar Creek, and 100 percent in Crescent Ridge; and Infigen JD owns 45.98 percent in Blue Canyon.
None of the Class A interests in Allegheny Ridge, Aragonne Wind, Buena Vista, GSG, Kumeyaay, Mendota Hills, or Combine Hills I, nor the remaining Class A and/or Class B interests in Crescent Ridge, Cedar Creek, Blue Canyon, and Combine Hills I, will be affected by this now-approved transaction.
Infigen Energy on July 15 announced that it has agreed to sell its U.S. wind business to Primary Wind, a newly-formed portfolio company affiliated with ArcLight Capital Partners, for nearly $272.5 million. Completion of the wind transaction is subject to various closing conditions, but was expected to close by October of this year.