1. RE AMP: NGO ROLES IN FINANCING (PRIMER AND
DISCUSSION)
Matthew H. Brown, Principal
Harcourt Brown & Carey
October 16, 2011
Confidential

2. OUTLINE OF PRESENTATION
RE AMP
• Perspective and Context on Financing Efficiency
• A Primer on Financing and Capital Sources
Confidential 2

3. WHY FINANCING??
RE AMP
• EE goals are getting more aggressive in some
places.
• Rebates and tax incentives may not be the most
cost effective way to do the job.
• Leveraged, private capital may be much more
effective. IF it is designed effectively.
• The trend towards tougher lighting standards
mean that utilities will no longer have the least
costly option available to them to reach EE goals.
• Cost effectiveness tests are getting more
challenging.
• Ratepayers are getting more sensitive to higher
rates.

4. SOME PERSPECTIVE
RE AMP
• Financing is Important.
• It is a valuable marketing tool for energy efficiency.
• It makes energy efficiency investment possible.
• While literature is difficult to find on the effect of financing
on contractors’ ability to “close” an energy efficiency deal,
anecdotal evidence is that the influence is strong.
• Close rates for a typical contractor deal are about 30%-
40%.
• Close rates can increase by 20-30% from that number
with attractive financing.
• Interviews indicate that financing is one important factor
that encourages people to make energy efficiency
investments.
4

5. SOME PERSPECTIVE
RE AMP
• Almost no one wants financing.
• But people want the stuff that financing lets them
buy (granite countertops, furnaces, cars, homes…)
• So:
• Financing is NOT a silver bullet
• Financing is a means to facilitate an end.
Make financing seamlessly easy to access.
• Financing programs need to be tightly
integrated into every other element of
marketing, rebates, etc.

6. Financing Strengths and Weaknesses
RE AMP
Strengths Weaknesses
Allows leverage of public or utility Not all consumers have access to finance
ratepayer funds through credit because of credit quality
enhancements to attract private capital
Significantly increases the amount of total Even consumers who may have good
capital available by attracting new capital credit may not want to take on new debt
sources to fund EE.
Provides for “skin in the game” from Cost, time and labor intensive to
borrowers originate, service loans
Sustainability: Extends the life of limited Requires careful design to price risk and
government utility ratepayer funds and figure out who bears credit risks and
may remove need for rebates in long run other features
Can complement rebate programs
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7. PRIMER ON FINANCING ROLES AND FUNCTIONS
RE AMP
Enhance Security
•Loss Reserve •Tax lien
•Debt Service Reserve •Mortgage
•Loan Insurance •Fixture lien
•Sub Loans Sources:
•At the meter
Who Lends?•Federal •Unsecured
•State -•Foundations
energy office
•Utilities
- HFA
•Utility
Lend Repay
•Finance company
•On Bill
•Bank
•Property Tax
•Credit Union
•CDFI •Other Fee
•3rd Party
Capital Sources
•Banks
•Credit Unions
•Foundations
•Bonding
•Federal
•Treasury
•Utilities
•Institutional Investors

8. WHAT IS THE ONE DETERMINANT OF RATE, TERMS AND AVAILABILITY OF CAPITAL?
RE AMP
• Every investor is going to decide whether to invest on the
basis of analysis of credit.
• While other factors are important, credit is critical.
Confidential 8

9. MEASURING CREDIT
There are many measures of credit such as:
Residential Commercial**
FICO Score Investment Grade Rating
Debt-Income Ratio Years in Business
Bankruptcy/Tax Lien Paydex/D&B/Other rating
Home Equity Quality of Principals’ Credit
**Particular measure will depend on size of the business (eg.
Small businesses almost never have a rating).
Confidential 9

10. NATIONAL DATA: CREDIT SCORE DISTRIBUTIONS
RE AMP
Percentile % of People Score Delinquency Rate Projected
(Based on historical
performance)
2nd 2% 300-499 87%
7th 5% 500-549 71%
15th 8% 550-599 51%
27th 12% 600-649 31%
42nd 15% 650-699 15%
60th 18% 700-749 5%
87th 27% 750-799 2%
100th 13% 800-850 1%
58% of people above 700 FICO
(TransUnion). 73% of people above
650 FICO. 10

11. KEYSTONE HELP HISTORICAL CREDIT DATA
RE AMP
Original Current Wtd Avg. Cum. Charge Cum. C/O +
Band Balance Balance Debt-Income Off 90 DPD
<649 $826,686 $493,800 35.9 4.33% 7.15%
650-699 $6,001,189 $4,122,119 37.4 1.51% 3.52%
700-749 $11,762,134 $8,114,884 37.7 0.75% 1.41%
750-799 $16,011,449 $10,004,326 34.0 0.23% 0.71%
800+ $7,507,019 $5,238,058 30.8 0.03% 0.03%
Grand Total $42,108,477 $27,973,187 35.0 0.60% 1.31%
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12. MARKET SIZE BY CREDIT SCORE – BASED ON NATIONAL 61 MILLION OWNER OCCUPIED HOUSEHOLDS
OWNER-OCCUPIED HOUSEHOLDS
MARKET SIZE BY CREDIT SCORE: BASED ON 61 MILLION
Cumulative # of % of People Score Delinquency Rate
Households Projected
56 Million 15% 650-699 15%
44 Million 18% 700-749 5%
21 Million 27% 750-799 2%
10 Million 13% 800-850 1%
56 Million owner-occupied households would have a credit score good enough
to minimally qualify for a loan (although credit score is one among many
factors).
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13. RISK AND FINANCING
RE AMP
Residential Commercial Outcome
Low Risk • FICO score > • Investment
640/680 Grade
• Debt-Income • 2+ years in
Ratio no business Financing
more than • Stable available
50% business
• No environment
bankruptcy • Good
• Home equity management
• Paydex etc
High Risk Financing may
be available, but
at high cost
Unmeasurable No financing
Risk available
Confidential 13

14. SOME OTHER FACTORS
RE AMP
• Time Horizon:
• Banks want to be in and out of an investment in 3-5 years.
• This time horizon mitigates their risk; trying to predict the world beyond
that time frame is hard.
• Unless they have some kind of security (a secured loan) that gives them
ability to foreclose on a residential property. Business loans rarely go
beyond 5 years.
• Bonds may go beyond that period, but are generally for investment grade
only.
• Regulatory Compliance
• State and federal regulators (through law and regulation) often:
• Place a cap on certain kinds of assets a bank or other investor can hold
(eg. No more than x% unsecured loans)
• Prohibit certain types of companies from holding some asset classes (eg.
Credit Union Service Organizations cannot hold unsecured loans,
although credit unions can).
• Require that financial institutions place cash reserves aside to cover the
eventuality of loss from certain types of loans.
• Etc. etc. etc.
• Regulations and the willingness of regulators to allow financial institutions to
hold the kinds of financial instruments that we are discussing will often
dictate what a financial institution can or cannot do in this field.
Confidential 14

15. WHICH INVESTORS WILL TAKE A LOWER RETURN FOR A GIVEN RISK IN
RE AMP
ORDER TO “DO THE RIGHT THING”?
Less More
15

16. WHAT’S AVAILABLE RIGHT NOW?
Residential Commercial
Fannie Mae Products available depend heavily on
15%+ risk adjusted rate, credit of company and size of company.
no contractor buydown Rated companies have access to low cost
available. Up to 10 year capital on their own, through traditional
term. routes. Lease financing is common
because many leases can stay off the
Wells Fargo/GE Money host company’s balance sheet.
24% rate, risk adjusted,
bought down by However lease rules are changing, and
contractor, term usu. 5 new methods of financing equipment
years. Buy-down adds 8- purchase will become important to
10% to cost of project. locate. Energy service agreements may
be the wave of the future for commercial
property owners. Availability is subject
to accounting rules.
Confidential 16

17. CHARACTERIZING EE FROM A FINANCIAL INSTITUTION PERSPECTIVE
• EE is:
• Niche and small
• For the most part residential EE loans are tiny ($7,500)
• And total portfolios do not grow quickly or dependably
enough to the size that interests big investors.
• New
• Meaning that most investors see don’t see them as a
distinct asset class (which I think they are at least in
residential), but view them like any other investment.
• Low return and high transaction cost
• Most of us want single-digit interest rates.
• Transaction costs = $300-$600 to originate plus
$10/loan/month, or $600 to service. $1,200 on a
$7,500 loan is tough.
Confidential 17

18. CHARACTERIZING EE FROM A FINANCIAL INSTITUTION PERSPECTIVE
• EE is:
• Requiring thought and a good deal of work.
• It’s not a standard, run of the mill product –
QECBs, PowerSaver, loan loss reserves etc. Are
tough.
• Therefore:
• We need to work with the combination of players who
will be able to:
• Bring enough capital to the table
• Be innovative and willing to think through details
• Spend the time to understand the risks
• And we need regulations that allow for:
• Use of credit enhancements with ratepayer funds
• Ability to consider on bill structures (but not
requiring them).
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19. CREDIT UNIONS
Moderate to High regulatory
compliance burden
Generally not big risk-takers
Includes:
Capital Sources • Community Banks
•Banks • Regional Banks Generally not big innovators –
•Credit Unions • Money Center slow to enter new markets and
•Foundations Banks can be slow to make decisions
•Bonding (esp. big banks).
•Federal
•Treasury Low return requirements if credit
•Utilities is well-understood. High return
•Institutional Investors (or unwillingness to lend) if credit
is not understood.
Community, “mission”
motivation varies, depending on
bank size and location(money
center, regional, community
banks). Often not strong.
Confidential 19

20. BANK-BASED PROGRAM: MASSACHUSETTS
RE AMP
• Utilities cover defaults on loans (but do not
originate or service loans).
• Participating banks offer a 5% loan with a
minimum FICO score of 650.
• Loan terms up to 24 months for small loans (up to
$2,000).
• Terms go to 7 years for loans up to $15,000.
• Loan products for large residential and large C&I
under development.
• Negotiations conducted directly with the
Mass Bankers Association.

21. CREDIT UNIONS
Moderate regulatory compliance
burden
Willing to take on new projects if
Fast-changing they align with mission.
Capital Sources industry
•Banks (decreasing by
•Credit Unions 300 each year) Tremendous variability, but some
•Foundations while total are willing to take on new
•Bonding lending stays products even if they require
•Federal steady. A mix of significant work.
•Treasury traditional, old
•Utilities CUs and more Low return requirements if credit
•Institutional Investors ambitious new is well-understood. High return
ones. (or unwillingness to lend) if credit
is not understood.
Community motivation varies,
depending on bank size and
location(money center, regional,
community banks).
Confidential 21

22. MICHIGAN SAVES: CREDIT UNIONS
MICHIGAN SAVES
• 60 million loan facility based on $3 million loan
loss reserve .
• 7% rate to borrower.
• 10 year max loan term.
• 640 and a higher FICO score required (about 56%
of MI population qualifies).
• Marketed through a contractor network.
• Launched Sept 2010.
• 56% approval rate. $3.5 million in loans made
thus far.

23. FOUNDATIONS
In addition to grants,
Foundations make Program
Related Investments (PRI)
Consist of: PRIs need to be consistent with
Capital Sources • Local
•Banks the Foundation mission
• Regional and
•Credit Unions National
•Foundations PRIs are investments of capital,
•Bonding and while foundations may be
•Federal willing to take some additional
•Treasury risk, their risk appetite is quite
•Utilities limited.
•Institutional Investors
Foundations may also be willing
to put up balance sheet coverage
for some investments.
Multiple foundations are now
investigating ways to put up
Foundation capital in EE.
Confidential 23

24. MACED (KENTUCKY)
RE AMP
• MACED, a Community Development Financial Institution
(CDFI), received a grant from the Ford Foundation.
• MACED then made loans to cooperative utilities that agreed
to pay those loans back to MACED.
• The utilities created an on-bill financing structure for energy
efficiency retrofits in homes.
• Utilities install energy efficiency measures as part of
their essential services to customers.
• Utilities can disconnect customers for non-payment.
Confidential 24

25. BONDS
Bond investors require the same
credit quality as any other
investor.
Consist of: Certain types of bonds offer
Capital Sources • Taxable
•Banks government-subsidized interest
• Tax Exempt rates – eg. Qualified Energy
•Credit Unions • Tax Credit Conservation Bonds.
•Foundations
•Bonding
•Federal Bonds offer access to long-term
•Treasury capital – generally significantly
•Utilities longer term than is available
•Institutional Investors from a bank loan.
Bonds rarely make sense for less
than about $1,000,000, given
issuance costs.
Confidential 25

26. BOND FINANCING EXAMPLE: ST. LOUIS COUNTY
• St. Louis County issued Qualified Energy Conservation Bonds
(QECBs) in amount of $6,000,000.
• Interest rate on bonds was ____.
• St. Louis County takes credit risk on the bonds, and
guarantees the repayment through an annual appropriation
(not quite as strong as a blanket guarantee that isn’t subject
to annual appropriation).
• Federal government subsidizes the bond interest rate by
paying the County 70% of an index (or between 3% and
3.5%).
• Volume in the first month was ____.
• We are working on establishing a similar program, but
marrying QECBs with FHA PowerSaver, in Salt Lake County.
Confidential 26

27. QECBS: HOW DO THEY WORK?
Federal
Government
70% of interest
30% of interest and
Issuer (State/Local 100% of principal
Government
Entity) Investor
QECB principal (loan)
EE / GHG Reduction
Project
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28. (QECBS)
BONDS
ATION
CONSERV
D ENERGY
QUALIFIE
SOURCE:
CAPITAL
State QECB Allocation State QECB Allocation
Alabama 48.4 New Hampshire 13.7
Alaska 7.1 New Jersey 90.1
Arizona 67.4 New Mexico 20.6
Arkanasas 29.6 New York 202.2
California 381.3 North Carolina 95.7
Colorado 51.2 North Dakota 6.7
Connecticut 36.6 Ohio 119.2
Delaware 9.1 Oklahoma 37.8
District of Columbia 6.1 Oregon 39.3
Florida 190.1 Pennsylvania 129.1
Georgia 100.5 Rhode Island 10.9
Hawaii 13.4 South Carolina 46.5
Idaho 15.8 South Dakota 8.3
Illinois 133.8 Tennessee 64.5
Indiana 66.2 Texas 252.4
Iowa 31.2 Utah 28.4
Kentucky 44.3 Vermont 6.4
Louisiana 45.8 Virginia 80.6
Maine 13.7 West Virginia 18.8
Maryland 58.4 Washington 67.9
Massachusetts 67.4 Wisconsin 58.4
Michigan 103.8 Wyoming
Minnesota 54.2
Mississippi 30.5 American Samoa 0.7
Missouri 61.3 Guam 1.8
Montana 10.0 Northern Marianas 0.9
Nebraska 18.5 Puerto Rico 41.0
Nevada 27.0 US Virgin Islands 1.1
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29. UTILITY FUNDING
RE AMP
Typically will view lending and
financing as outside their
purview.
Consist of: Generally not big risk-takers, but
Capital Sources • IOUs
•Banks IOUs will respond to a regulatory
• Public Power mandate, esp. with cost
•Credit Unions • Cooperative recovery. Coops and Munis can
•Foundations
often be greater risk-takers.
•Bonding
•Federal
•Treasury Public power and coops often
•Utilities very high on the “mission-based”
•Institutional Investors scale. IOUs vary.
Mission: Depends on utility type
and need but generally view EE
as secondary and financing as a
bother.
Confidential 29

30. MIDWEST ENERGY
RE AMP
• Tariff-based; obligation passes with meter.
• 3% for most loans.
• 15 years for residential.
• 10 years for commercial.
• Capital source: utility, ARRA.
• Disconnection for failure to pay.
• Financing charges cannot exceed 90% of
average annual energy savings.
• About 500 projects completed worth $2.5
million.
• 0 defaults as far as known.

31. INSTITUTIONAL INVESTORS
RE AMP
Risk Averse
Regulated: Cannot typically
invest in non-rated securities (eg.
Consist of: unrated loan portfolios)
Capital Sources • Pension Funds
•Banks • Insurance
•Credit Unions Companies Typically require large
•Foundations • Other Large investments before even thinking
•Bonding Investors about investing.
•Federal
•Treasury Residential appetite: Unless
•Utilities secured and bundled in large
•Institutional Investors quantities, almost 0.
Commercial appetite: For
large, rated deals: signifiant.
Confidential 31

32. BANK/UTILITY: ILLINOIS
RE AMP
• Legislation required utilities to develop efficiency
financing programs -- $2.5 million each utility for a
statewide total of $12.5 million.
• Utility ratepayers would cover 100% of defaults.
• A 3rd party entity conducts all loan origination and
servicing. Capital source is still uncertain. Loan terms
TBD. Contract awarded but not public.
• Program size is limited to $12.5 million statewide.
• Banks’ perspective:
• Small, at $12.5 million
• Looked only at credit of the utilities.
• If they had had to look at individual credit, would
not have done the program.
• A program similar to this could be of interest to
institutional investors – although it is too small to
be of great interest.

33. FUNDS FLOW: SMALL LOANS <$20,000
CREDIT UNIONS
Capital- Non-CU and
Funding
Providing Subordinated
Pool
Credit Unions Investors
HB&C
Green Energy
CUSO
Origination Loss
and Servicing Reserve
Full Loan
Origination/Servicing
Approved
Contractors
Property
Owners

34. CAPITAL SOURCE: COMMERCIAL BANKS
- Bank that provides general business banking services – transactional, savings,
mortgages
- Generally do not provide energy efficiency-specific products, but do finance
mortgages and underwrite loans
- Generally focused on short-term lending
Major Firms Risk Tolerance Involvement in the EE Opportunities
sector
Bank of America, Relatively low • Financing ESCo • Secondary market
Wells Fargo, U.S. contracts for development would
Bank, Capital One, MUSH clients encourage
Comerica • EE mortgages involvement
• SBA loans • Standardizing and
pooling loans
34

35. CAPITAL SOURCE: INVESTMENT BANKS
- Bank that enables corporations and/or governmental institutions to raise capital via
stock or bond sales. Also manages sales and trading of securities, and generally house
an asset management group.
- Investment banks are the intermediaries for bond financing (including QECBs)
- Have historically eschewed EE because deal size was too small, security was weak and
loans were non-standard
Major Firms Risk Tolerance Involvement in Opportunities
the EE sector
Goldman Sachs, JP Depends on group - Early loan - Secondary market
Morgan, Morgan within the bank, can be pooling efforts development would
Stanley, UBS, Merrill low to high encourage involvement
Lynch, Citi, Deutsche - Partnerships with
Bank, Barclays, Credit financing companies (e.g.
Suisse, plus regional Ygrene Energy Fund +
firms Barclays, Hannon
Armstrong and Metris)
35

36. CAPITAL SOURCE: BONDS
• Project cost greater than $800,000
• Expected useful life of assets being financed is greater than 5 years
• District has enough cash flow (i.e. net revenues) to pay debt service
• Other lower cost sources of financing are not available
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37. (QECBS)
BONDS
ATION
CONSERV
D ENERGY
QUALIFIE
SOURCE:
CAPITAL
National bond volume cap for QECBs: $3.2 billion
Annual cash subsidy: 70% of interest costs
Structure: Originally a tax credit bond, QECBs were converted to cash subsidy bonds in March 2010.
This means a larger investor pool and lower rates on QECBs.
Qualified purposes: Reducing energy in publicly-owned buildings by at least 20%; green community
programs (including loans and grants to implement such programs); rural renewable energy; any
qualified renewable energy facility; research on cellulosic ethanol, carbon sequestration, fuel
efficiency, car batteries or building efficiency; mass transit facilities, demonstration projects, public
education campaigns for energy efficiency.
Eligible issuers: Cities, political subdivisions and conduit issuers
Use of available project proceeds: 100% used for capital expenditures for qualified conservation
purposes
Allocation of volume cap: Allocated among states in proportion to the population, then allocated by
population to cities and counties of more than 100,000.
Private activity bonds: Up to 30% of each state or large local government allocation may be issued as
private activity bonds, , where proceeds of the QECBs are loaned to non-governmental entities and
used for energy conservation improvements on privately owned property. Private activity bonds
may only be issued to finance capital expenditures.
Issuance date: No expiration, proceeds must be spent within three years of issuance
IRS notice on QECBs guidance: http://www.irs.gov/pub/irs-drop/n-09-29.pdf
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