(Boralex, 29.Dec.2022) — Boralex Inc. (TSX: BLX), a leader in renewable energy, today announced it has completed the acquisition of EDF Renewables North America’s interest in five operating wind farms with a total installed capacity of 894 megawatts (MW), located in Texas and New Mexico. EDF Renewables’ interest represents 447 MW of installed capacity. With this acquisition, Boralex’s total installed capacity worldwide will increase to 2,956 MW, marking a significant step towards achieving Boralex’s 2025 Strategic Plan.
“Located in one of the United States’ most robust wind resources areas, these wind farms will grow and diversify our presence in the United States. This acquisition represents Boralex’s entry into the ERCOT (Electric Reliability Council of Texas) and SPP (Southwest Power Pool) markets,” said Patrick Decostre, President and Chief Executive Officer of Boralex. “This acquisition highlights the strategic, creative, and persistent approach to acquisitions our reputation is built upon. I am extremely proud of the Boralex team who worked together to make this a reality.”
“Considering EDF Renewables’ extensive development capabilities throughout North America, divestures provide an opportunity to rebalance our portfolio of owned assets,” said Luis Silva, Chief Financial Officer, EDF Renewables. “We are grateful to have worked constructively with the local stakeholders in Texas and New Mexico over the last decade and are pleased to partner with Boralex on this transfer of ownership.”
Financial Highlights
- Purchase Price, net of cash, and certain production tax credits receivable: CA$339.7M (US$249.8M), subject to customary post-Closing adjustments.1
- Boralex will fund the Purchase Price from available cash resources.
- There is no existing project debt and the existing tax equity investors will continue to monetize the remaining production tax credits.
- The portfolio includes two projects with 13-year busbar power purchase agreements (“PPAs”) and one project with a 3-year hub-settled PPA; for a remaining weighted PPA average life of 10 years. Additionally, the portfolio includes two fully merchant projects.
- Expected 2023 contribution to Boralex combined EBITDA (US GAAP) of approximately CA$39M (US$28M). The acquisition will be accounted for as an investment in a joint venture in consolidated financial statements.
- Immediately accretive to discretionary cash flow (AFFO), with a 2023 contribution of approximately CA$25M (US$18M) or CA$0.24 per share, a 19% increase over the consolidated amount generated by Boralex in 2021.
Boralex has a history of optimizing the life cycle of its sites, as such these wind farms will benefit from years of experience in operation, maintenance, and repowering. Furthermore, this acquisition perfectly pairs with Boralex’s organic development activities in the United States. In recognition of its expertise, Boralex will become the managing member of the partnership.
Commissioned between 2014 and 2016, EDF Renewables developed and built all five wind farms utilizing Tier 1 turbine manufacturers. The acquisition will balance Boralex’s current United States mix of solar and hydro power generation capacity.
Three of the wind farms have long-term PPAs that are well structured with well-established off-takers. The PPAs do not contain fixed shape hedges that have caused recent difficulties in these markets. The other two wind farms are in strong and stable merchant markets, and with current condition of inflation, some merchant exposure will be complementary to the PPAs.
Description of the Assets
Hereford
- Installed capacity: 200 MW
- Commissioned in: 2014
- Power sold merchant
- Location: Deaf Smith County, Texas
Longhorn
- Installed capacity: 200 MW
- Commissioned in: 2015
- Power purchase agreement: 3 years remaining
- Location: Floyd and Briscoe Counties, Texas
Spinning Spur 3
- Installed capacity: 194 MW
- Commissioned in: 2015
- Power purchase agreement: 13 years remaining
- Location: Oldham County, Texas
Milo
- Installed capacity: 50 MW
- Commissioned in: 2016
- Power sold merchant
- Location: Roosevelt County, New Mexico
Roosevelt
- Installed capacity: 250 MW
- Commissioned in: 2015
- Power purchase agreement: 13 years remaining
- Location: Roosevelt County, New Mexico
For more information on the acquisition and assets, please see the official fact sheet
Advisors
The following service providers assisted Boralex on this transaction: J.P. Morgan acted as the exclusive buy side financial advisor; Amis, Patel and Brewers was deal counsel; DNV served as the independent engineer; Aurora served as the power market consultant; nFront served as the congestion risk consultant; Aon provided insurance consulting services; KPMG advised on tax matters, and Triton Advisory served as accounting advisor.
Conference Call – Thursday, 29 December 2022, at 10:00 a.m. ET
Financial analysts and investors are invited to attend a conference call today, at 10:00 a.m. ET, during which Boralex will give more detailed information on the transaction.
To attend the conference
Webcast link: https://edge.media-server.com/mmc/p/tpsfbu96
To attend the event by phone: Click here to register for the earnings call. Once you have completed your registration, you will receive a confirmation email containing the link and your personal PIN to connect to the call. If you lose this link and your PIN, you will be able to register again. You must register if you wish to attend the call by phone.
Media and other interested individuals are invited to listen to the conference and view a presentation which will be broadcasted live and on a deferred basis on Boralex’s website at www.boralex.com. A full replay will also be available on Boralex’s website until 29 December 2023.
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1 The transaction includes CA$16 US$11.1M of cash, and CA$16.6 US$12.1M of New Mexico refundable production tax credits that were generated in 2021 and 2022 that will be received in Q1 2023 and Q1 2024, respectively; CA$ based on 1.36 USD/CAD conversion rate at market closing on 28 December 2022.
