Public Private Equity Partnerships and Climate Change

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    In partnershIp wIth:

    Public Privatequity

    PartnershiPs:AccelerAting the growth of

    climAte relAted PrivAte equity investment

    IFC AdvIsory servICes In sustAInAble busIness

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    e sa ................................................................................................................1

    1 i .....................................................................................................................3

    2 t d cba Pa e a v capa

    ma ca ca ............................................................................................5

    2.1 th r Pe/vC i emi Ma Cima Fiac ...................................6

    2.1.1 Ca tch dpm ..................................................................7

    2.1.2 Ca Pw Iac...........................................................................8

    2.1.3 e efcic ...........................................................................................9

    2.1.4 la u a F...................................................................................9

    2.1.5 tap Iac ..............................................................................102.2 Hw Pe/vC Ii A va .........................................................................10

    2.2.1 Fi ri nw tchi a bi M ..........................12

    2.2.2 Iii a dpi Im oppii ..........................13

    2.2.3 Hp Cmpai d bi b ..........................................................13

    2.2.4 bi h C I .................................................................14

    3 Ba dp Pe/vc ma ca i ...............17

    3.1 bai ha sw F Maa Fmai .....................................................19

    3.1.1 l-F raii Pi d Pia Maam tam ..........19

    3.1.2 Pia Maam tam lac Capia .............................................19

    3.2 bai ha sw Capia raii ........................................................................20

    3.2.1 F Maa lac tac rc ...........................................................20

    3.2.2 nw Im Aa lac a Hi r ....................................20

    3.2.3 nw Im a Pci ri ...............................................20

    3.3 bai dpi Capia i Cima Fi Im .........................22

    3.3.1 Pii a Ma ha Hih C ..........................................................22

    3.3.2 difci i Capi a h r m Pii Im ...22

    3.3.3 th bf Ca Aam a n eai Mi ..............23

    4 ma aa Pa e i ..........................................25

    4.1 Achi ...............................................................................................................26

    4.2 Fiaci F dpm ...............................................................................28

    4.3 Pic Capia i h Waa ..............................................................................30

    4.4 sppi Pii Im .....................................................................34

    4.5 Imp Ca Pam ..................................................................................37

    5 c ......................................................................................................................39

    tbl o Conn

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    APPendicesApp A: t Ba Pe/vc .............................................................................41

    App B: r ..............................................................................................44

    tABles

    tab B.1: Ba ................................................................................44

    tab B.2: s a a r ..................................................44

    igures

    2.1: nb ca da c b Pe/vc b 2000 a 2010 b gap ...........................................................5

    2.2: da h ca i ma,

    b Pa i ............................................................................................5

    2.3: eap s a ma ca ca .......................................6

    2.4: s ca- i a n Pe/vc .................................11

    2.5: Pe/vc a Pj b ip dp ................15

    3.1: dp da Pe/vc ma ................................................17

    3.2: w d a Pa e i n o a

    ma Pa ha r .............................................21

    4.1: i o Ba Pe/vc i ..................25

    4.2: ic r i t Pe/vc

    op a i Ba (2000-2010) ........26

    4.3: A waa s a ia up la ra

    a Pa Pa s ...................................................................................32

    4.4: A waa s a dap d ............................................32

    5.1: g s a Pe/vc ...................................................................41

    5.2: l c a Pe/vc ................................................................................42

    ii

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    BoxesB 2.1: sa lap: A i A Pe/vc a epa .........7

    B 2.2: e ef B m ..................................................................9

    B 2.3 t r Pa e a ga Pj .....................12

    B 3.1: o Ba i ..........................................................................18

    B 4.1: t ic ep i t ......................................27

    B 4.2: n l capa gpca s i .................28

    B 4.3: A ma haza ....................................................................................29

    B 4.4: t yza : A s waa s ......................................31

    B 4.5: Pb capa waa s:

    l iaa ep..........................................................33

    B 4.6: e+c spp B2wa la i

    ea t s Aa ................................35

    B 4.7: eap Appa spp P i ...................36

    B 5.1: t d B db a e .....................................................41

    ii

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    PuBlic PrivAtequity PArtnershiPs: AccelerAting the growth o climAte relAted PrivAte equity investment

    iv

    ADB Asian Development Bank

    CCG Combined-Cycle Gas urbine

    CDM Clean Development MechanismCER Certied Emission Reduction

    COP15 15th Conerence o the Parties

    CSR Corporate Social Responsibility

    CW Carbon Warehouse

    Dera Te Department o Environment, Food, and Rural Aairs

    DFID Department or International Development

    EE Energy Eciency

    EBRD European Bank or Reconstruction and Development

    EU-ES European Union Emissions rading Scheme

    ERPA Emissions Reduction Purchase AgreementERUs Emission Reduction Units

    ESCO Energy Service Company

    GHG Green House Gasses

    FIs Financial Institutions

    GP General Partner

    IFC International Finance Corporation

    IFI International Financial Institution

    LP Limited Partner

    IPO Initial Public Oering

    KFW Kreditanstalt r WiederaubauMAC Marginal Abatement Cost

    MACC Marginal Abatement Cost Curve

    MCCF Multilateral Carbon Credit Fund

    PE Private Equity

    PE/VC Private Equity and Venture Capital

    NASDAQ National Association o Securities Dealers Automated Quotation System

    PEF Private Equity Funds

    PSPEF Publicly Supported Private Equity Fund

    PPP Public Private Partnerships

    SPC Shadow Price or CarbonUK United Kingdom o Great Britain and Northern Ireland

    UNFCCC United Nations Framework Convention on Climate Change

    US United States o America

    US$ United States Dollar

    VC Venture Capital

    VCF Venture Capital Funds

    WACC Weighted Average Cost o Capital

    aconym nd abbviion

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    Mitigating climate change by reducing greenhousegas emissions in developing countries will require

    considerable investmentsestimated by the World

    Banks 2010 World Development Report to be as much as $4.6

    trillion to keep global average temperature rise within 2 degrees

    Celsius by the end o the century. Most o this investment will need

    to come rom private businesses. Many o the investments will

    require risk taking and innovation, involving new technologies

    and new business models. Many investments will be small and

    ace uncertain cash ows. Climate riendly projects with just these

    characteristicssmall size, risky and requiring innovationwill

    need sources o capital able to deal with the level and types o

    risk involved. Tey also need investors able to add value through

    improved governance and mentoring o management.

    Not all sources o capital are able to respond to this challenge.

    Far rom being ungible, capital tends to all into specic

    categories. Equitythe at risk capital which claims prots rom

    the businessis clearly dierent rom debt, which comes with

    a much lower risk appetite and an expectation o xed returns.

    Among the various types o capital, Private Equity/Venture

    Capital (PE/VC) is uniquely suited to nancing climate riendly

    investments that are risky, innovative, and relatively small. PE/

    VC unds will certainly not provide more than a raction o the

    $4.6 trillion investment neededbut they ll a key niche.

    Pe/vC Funds FIll An IMPortAnt nICHe

    PE/VC unds:

    Make risky investments: PE/VC unds provide rms

    and projects with a orm o nancing that is more pa-

    tient and exible than debt. PE/VC unds are among the

    only investors willing to provide cash to medium sized

    companies to burn while they develop into protability

    Provide cornerstone nance: PE/VC unds are able toprovide equity nance to earlier stage companies that can-

    not access debt nancing (cash ows too risky and too ew

    tangible assets) and are too small to access securities mar-

    kets, but too large to rely on riends and amily. Te equity

    nancing provided by PE/VC unds allows the companies

    to invest and access other orms o nancing such as debt

    Help companies do business better: PE/VC unds

    help the companies in which they invest to build

    up their governance, managerial and technical

    capacity. Tis provides much needed support, especially indeveloping countries where such capacity is oten lacking

    Identiy and develop business opportunities: PE/VC unds

    take an active role in developing the pipeline o projects

    and companies in which they can invest. Tis oten means

    helping companies in which they wish to invest to build

    up the systems (such as governance, accounting and per-

    sonnel) needed to absorb outside nancing, systems which

    are oten lacking in companies in developing countries.

    Te ability o PE/VC unds to provide both expertise and

    capital means that they are uniquely positioned to initiate

    investments in nascent climate industries.

    tHe Pe/vC MArket FACes bArrIers tHAt sloW

    InvestIng In ClIMAte FrIendly ProjeCts In

    eMergIng MArkets

    Tere are both capital market and carbon market barriers

    that hinder the development o the PE/VC market or climate

    riendly investing in emerging markets:

    Fund manager ormation: New investment areas need

    new und managers. However, putting together a new

    und is risky, costly, and time-consuming. Few pro-essionals with the right skills have the appetite to do

    it. Unortunately, a shortage o good und managers

    slows the rate at which the entire market can develop.

    Raising capital: Mitigating climate change requires invest-

    ments in new sectors, technologies and business models.

    Tese investment types oten have no track record o his-

    toric returns. Te und management teams who have the

    skills to tackle these areas are oten new too, with no track

    record. Yet typical investors in PE/VC unds rely on track

    records o teams and sectors in deciding where to place their

    capital. Tis leads to a chicken and egg problem. A und

    or sector needs a track record o returns to attract capital,but without a track record o returns it is unable to raise

    nancing and so cannot invest and build a track record.

    Deploying capital: Small, innovative climate riendly

    projects may impose high management expenses on PE/

    VC unds, which are uneconomic within the industry-

    standard two percent management ees. Such pioneer-

    ing investing can benet the development o a whole in-

    dustry, since it produces models or others to ollow, but it

    is oten hard or the pioneers to capture this aspect o the

    excuiv summy

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    benets they produce. Further, PE/VC undslike any

    other investor in climate riendly projectssuer rom di-culties in capturing the positive externalities rom carbon

    emissions reductions in a orm that can attract nance.

    role oF tHe PublIC seCtor

    Te public sectorparticularly the International Financial

    Institutions (IFIs) and bilateral donorscan help to overcome

    the barriers holding back the PE/VC market. o assist with the

    ormation o unds and raising capital, public sector nancial

    institutions can:

    Anchor new unds: IFIs can identiy promising new und

    management teams and commit capital to them. Anchoring

    includes letting teams with potential know where they

    need to strengthen their oering (or example, by bring-

    ing additional skills), helping the und with structuring

    and documentation, and introducing the und to other

    potential investors. Te advice and introductions are

    made credible by the IFI committing capital to the und.

    Anchoring has successul ly kick-star ted PE/VC invest-

    ing in areas as diverse as early stage climate riendly inra-

    structure in Asia, plantation orestry in Arica, and clean

    technology in China. Anchoring can be a commercially

    successul strategy. IFCs return on rst time private eq-uity und teams between 2000 and 2010 was higher than

    the top quartile benchmark o emerging market unds.

    Finance new und development: Public institutions can

    provide capital to new management teams to help them -

    nance the costs o setting up a new und and getting com-

    mitments to the und rom investors. Firms currently do

    this on a commercial basis but largely in developed PE/

    VC markets. IFIs and donors could do this in emerging

    markets. Te capital provided could be a quasi-equity in-

    vestment in the und manager, which would return capi-

    tal to donors rom returns on the und i it is successul.

    IFC does not do this now, but its experience with rsttime unds suggests that this approach could be com-

    mercially successul, as well developmentally positive.

    Invest in a new und on a concessional basis through a wa-

    terall structure: In a classic und structure, a ll investors, in-

    cluding any public institutions, participatepari passuthat

    is, they share equally in prots and losses. Public institu-

    tions have an opportunity to oer a waterall structure,which subordinates their returns to the returns o private

    investors in certain circumstances. Te waterall can be de-

    signed to attract private investors by dampening their losses

    i the und does badly or leveraging upside i the und suc-

    ceeds. Tis approach contributed to the development o the

    Venture Capital (VC) sector in Israel. In Israel, the Yozma

    und deployed US$100 million o government capital in

    1993 into select VC unds using a waterall structure. Tis

    helped catalyze the development o an industry which had

    US$9.6 billion under management by 2001. In other words

    or every dollar invested by the Israeli government in 1993

    by 2001 US$96 had been invested by the private sector.

    o help overcome the barriers to deploying capital protably,

    public sector institutions can:

    Support pioneer investments: Grants can be provided or

    pioneering activities such as easibility studies and regulatory

    approvals or new types o investment. Given the scale o the

    pioneering needed, there is potential or governments to in-

    crease the level o support provided and to proactively route

    it through the PE/VC unds. In order to mitigate potential

    moral hazards and to increase the alignment o interest be-

    tween public and private capital, support could be provided

    through a loan acility that is repaid out o the und man-agers uture earnings. Tis acility could help cover the up-

    ront costs enabling PE unds to provide business and mar-

    ket development services as part o their investment strategy.

    Provide improved carbon payments: Public sector institu-

    tions have an opportunity to create a new kind o carbon

    payment mechanism that will provide revenue certainty or

    carbon emissions reducing projects. While this mechanism

    could in the long term provide an additional revenue stream

    in the short term it can be used as collateral against which

    projects can raise more debt. Such a new carbon payment

    mechanism would be particularly helpul in catalyzing

    urther private equity investment as the increased lever-age would help to shit the equity returns on many climate

    riendly projects rom marginal to commercially attractive.

    Trough a combination o the above ve interventions, public

    sector institutions could greatly accelerate the development o the

    PE/VC market in climate riendly investing in emerging markets.

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    Public sector institutions around the world are working on waysto bring more private nance into investments in emerging

    markets that mitigate climate change. Tis paper argues that

    there is an important role or Private Equity and Venture

    Capital (PE/VC) unds. IFC has been actively investing

    in climate riendly private equity unds and is interested in

    understanding how public private partnerships could be

    developed to scale the market. o that end, IFC contracted

    Castalia Ltd (www.castalia-advisors.com), to prepare this

    report. Tis paper suggests that:

    PE/VC unds have unique role to play acilitating climate

    riendly investments (Chapter 2)

    Tese unds ace important barriers that limit the ow o

    PE/VC into climate riendly investments (Chapter 3)

    Public sector institutions have arange o interventions theycan use to overcome those barriers and so increase PE/VC

    nance o climate riendly investments in emerging markets

    (Chapter 4).

    Te audience or this report is policy makers and others

    interested in the role that public support or PE/VC unds can

    play in supporting climate riendly investments. It is intended

    to help shape conversations about how public capital can

    eectively be deployed to leverage private nance to stimulate

    the growth o climate riendly private equity investment in

    emerging markets.

    1 Inoducion

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    interventions across all asset classes. Among the various types

    o capital, Private Equity/Venture Capital (PE/VC) is uniquely

    suited to nancing climate riendly investments that are risky,

    innovative, and relatively small and thus likely to have themost transormational impact. PE/VC unds will certainly not

    provide more than a raction o the $4.6 trillion investment

    neededbut they ll a key niche.

    Indeed over the last decade there has been a signicant growth

    in climate riendly investment by PE and VC rms. From very

    ew deals in 2000 the market has grown to US$ 20 billion per

    year in 2010.

    While the market has grown there is

    considerable opportunity to accelerate

    the deployment o PE/VC capital in

    emerging markets. As can be seen in

    Figure 2.1, most deals are occurring in

    developed countries, with more than

    50 percent o activity in the United

    States and United Kingdom. Less than

    10 percent o climate riendly deals are

    in emerging economies, and o these

    more than 80 percent have occurred in

    India and China. As a result, less than

    2 percent o PE/VC und activity is

    spread across all the emerging markets

    outside o India and China, despite

    these countries making up 20 percent

    o the worlds economy. Further most

    investment in emerging markets has

    been made by international rms

    investing rom overseas. Tere is still a

    very limited number o locally developed

    climate riendly private equity unds in

    emerging markets.

    Investments have to date also targeted

    a common niche with 3,334 deals, or

    80% o the total number o climate

    riendly deals ocusing on technology

    development, particularly in energygeneration, as shown in Figure 2.2.

    Mitigating climate change requires vast investment. Te

    World Bank estimates the volume o nancing needed to

    meet the additional costs by the international community or

    climate change-related development at between $180 billionand $250 billion per year. However, this sum represents

    only the additional or incremental costs: it would need to

    leverage nearly 20 times that amountor up to as much as

    $4.6 trillionrom underlying investment nance rom other

    public or private sources.1

    Tese investment needs are diverse, and catalyzing the necessary

    nance to address the challenge o climate change wil l require

    2 t Diinciv Combinion o piv equiynd Vnu Cil o Miiging Clim Cng

    1 Tis investment is required to keep global average temperature rise within 2 degrees Celsius. Page 2 World Bank, 2010 Beyond the sum o its parts, combining nancialinstruments to support low-carbon development Te International Bank or Reconstruction and Development.

    2.1: nb ca da c b Pe/vc

    b 2000 a 2010 b gap

    Source: ICF International and the Payne Firm.

    2.2: da h ca i

    ma, b Pa i

    0

    500

    1000

    1500

    2000

    2500

    Other

    Materials

    Water&

    Wastewater

    Agriculture

    Manufacturing

    /Industrial

    Air&

    Environment

    Transportation

    Energy

    Infrastructure

    Recycling

    &Waste

    Energy

    Storage

    Energy

    Efficiency

    Energy

    Generation

    0

    10,000

    20,000

    30,000

    40,000

    50,000

    60,000

    70,000

    NumberofDeals

    DealValue(Millions$)

    Deal Value

    Number of Deals

    Source: ICF International and the Payne Firm.

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    2.1 the role or Pe/vc inemerging mArket climAte inAnce

    As shown in Figure 2.3 in emerging markets there is an

    untapped potential or private equity and venture capital

    to support technology deployment and business growth in

    Clean Energy and in other sectors including energy eciency,land use and orestry, and climate-riendly transportation.

    Opportunities also exist along the supply chains in these

    industries, both upstream and downstream.

    2 Tese percentages are dierent or countries other than Mexico. For instance in Indonesia there is substantial potential to reduce emissions rom changing land use. InIndonesia the two largest sources o GHG emissions are peatlands (which makes up 38 percent o GHG emissions in 2005) and the degradation o natural orests (whichcontribute around 40 percent o emissions). Dewan Nasional Perubahan Iklim, 2010 Indonesias greenhouse gas abatement cost curve August 2010

    2.3 eap s a ma ca ca

    Source: odd Johnson, Claudio Alatorre, Zayra Romo, and Feng Liu, 2009 Low-Carbon Development or Mexico, Te International Ban k or Reconstruction and Development, TeWorld Bank.

    Percentages reer to the share o investments expected in Mexico. 2

    Areas where investmentis needed and the relativesize o investment needed

    Sectors in which PE/VC unds invest thatmitigate climate change

    Companies that needPE/VC fnancing

    (i) Independent

    developers notafliated with largerutilities or large listed

    companies, investingin small scale projects,typically less than

    35MW, and (ii) start-ups introducingand/or manuacturing

    new technologies

    Independentcompanies, not

    afliated with a utility

    Companies whosebusiness model is basedon saving clients energy

    ESCOs

    Converting agriculturalwasted into electricityBiogas

    Start-ups not linked toestablished electronics

    companies

    These devices replacecarbon emittingkerosene lamps

    Solar lamps

    Heat rom undergroundis used to generateelectricity

    Geothermal

    Small to medium size,

    domestic companies

    These devices reducecarbon emissions romcookingCookstoves

    Wind energy is used togenerate powerWind arms

    Unlisted plantationcompanies

    Plantations sequestercarbonAgriculture

    investments

    Land use(orestry andagriculture), 10%

    Energy efcientdevices andprocesses, 43%

    Clean powerinrastructure, 33%

    Biological waste romactories is used toproduce energy

    Biowastecogeneration

    PPPsMass transit systemsreduce carbon-emmittingpersonal transportation

    Masstransit

    Inrastructure investmentsthat reduces the need orenergy, 14%

    Solar radiation is con-verted into electricitySolar

    Photovoltaic

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    tHe dIstInCtIve CoMbInAtIon oF PrIvAte equIty And venture CAPItAl to MItIgAtIng ClIMAte CHAnge

    2.1.1 CleAn teCHnology develoPMent

    Mitigating climate change requires that consumers and companies

    use energy more eciently, and that energy is generated romnew, renewable resources. Tis requires innovative new devices

    and processes.

    Innovations in energy eciency and renewable energy

    technology are likely to come disproportionately rom smaller

    companies that are supported by, or need support rom, PE/VC

    unds. Large investments have already been made by Venture

    Capital (VC) unds in this space. In the United States alone,

    VC unds invested more than $1 billion on clean technology in

    the rst three months o 20113 Kortum and Lerner4 nd that

    companies supported by Venture Capital Funds produce ve

    3 iany Hsu, 2011 Clean-tech venture capita l jumps 54% in rst quarter 2011 LA imes, May 2, 2011 (http://latimesblogs.lat imes.com/greenspace/2011/05/cleantech-venture-capital-jumps-54-q1.html).4 Samuel Kortum and Josh Lerner, 2000 Assessing the contribution o venture capital to innovation RAND Journal o Economics, Vol. 31, No. 4, Winter 2000, pp.674692.

    times as many patents per dollar o R&D expenditure than

    other rms spending on R&D. Smaller rms oten need PE/

    VC unds to provide them with capital because they cannotaccess nance rom banks or security markets. Tey are also

    able to earn the returns that PE/VC unds expect rom their

    ability to achieve ast top line growth.

    Te disruptive and innovative role o start-up companies can

    be seen in the climate mitigation investment area. Box 2.1

    shows how VC unds have contributed to the development

    o solar lantern technologies. Solar lanterns replace kerosene

    lamps which emit carbon dioxide. Castalias research suggests

    that 100 million households who rely on kerosene lamps could

    aord to buy a solar lamp. I solar lantern companies achieve

    Box 2.1: Solar Lamps: an Industry Accesses PE/VC Fund Financing to Expand

    Large, well established, electronics companies were slow to supply solar lamps to poorer consumers. Te market was not thought

    to be particularly large, and designing solar lamps or consumers at the bottom o the pyramid was dicult or multinational

    companies used to selling products to wealthier consumers. A number o start-up companies lled the gap, introducing innovative

    products and business models. Te table below shows that leading solar lamp companies relied on PE/VC und nancing to

    expand (d.light and Duron), or are actively seeking PE/VC und investors to grow (Bareoot Power and Greenlight Planet).

    BarefootPower(Australia)

    d.light(United States)

    GreenlightPlanet (India)

    Duron

    EquityandloansupportfromOikocredit 1milliongrantfromEIB Seeking$5millionfromothernanceprovidersincludingPE/VCfunds.

    Raisedstart-upcapitalbywinningbusinessplancompetitions $6millionSeriesAnancingfromPE/VCfundinvestors $5.5millionSeriesBnancingbytheinitialinvestorsandOmidyarNet-

    work.

    Grantfunding Initialfundingfromanangelinvestor

    Currentlylookingtosocialimpactfundstogrowitsbusiness.

    Raisedstart-upcapitalthroughgrants SeedCapitalfromAngelInvestors(Idealab,QuercusTrust,Solgenix).

    Example o device Name Investment and Financing

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    Tese segments have growth characteristics that oer

    opportunities or smaller applications. Additionally, many

    o the clean power technologies are new, or instance wind

    and biomass generation use rapidly developing technology.Innovative geothermal plants are being developed as well.

    Given the scale and the relative novelty o the technologies,

    smaller developers can be expected to play an important role.

    Innovation will be crucial to supporting the development

    o the industry as it helps to lower the costs o technology

    enabling scale up by larger utilities. Innovation will also be

    required to develop new business models or the deployment

    o clean energy solutions. Small scale enterprises will need to

    be backed with capital and expertise i they are to get through

    their start up phases and into ull production.

    Tere is already considerable investment in clean energy by

    private equity unds.9 For instance, Berkeley Capital has raised

    $74.12 million or its Renewable Energy Asia Fund (REAF).

    Te und will ocus on investing in small hydro, wind, solar

    power, and biomass in India and other developing countries

    in Asia.10

    Still, the investment need is greater than the current private

    equity activity. Project developers report that an absence o

    third party nancing is holding back investment. An example

    is asiaBIOGAS, a developer with experience developing a

    range o biogas technologies in South East Asia. Despite its

    experience and technical credentials, it has ound that anabsence o third party equity nancing has constrained its

    ability to develop projects. Opportunities also exist to utilize

    telecom towers, which are not connected to the grid, as

    oundation customers providing power to them with a high

    renewable energy content. While there is a very signicant

    market and demand or such an approach, the key aspect o

    it is that the power company needs to have the appropriate

    balance sheet in order to assume the risk that comes rom the

    demand o the mobile operators or tower companies. Private

    equity unds could supply the crucial cornerstone equity or

    such ventures.

    their objective to serve all these consumers, annual carbon

    dioxide emissions rom kerosene lamps would all by 8 million

    tons.5 Yet companies in this space typically have almost no

    assets, and negative cash ow, so banks will not lend to them.

    ake d.light as an example. d.light is pioneering the sale o

    solar lamps to poor consumers in India, Arica, and the Pacic

    Islands. Te rm was initially unable to obtain debt nance.

    It had ew tangible assets because its business model required

    substantial investment in the development and marketing

    o innovative products. In its early years d.light relied on

    nancing rom PE/VC unds such as the Acumen Fund,

    Gray Matters Capital, Nexus Venture Partners, Draper Fisher

    Jurveston, and Garage. Tis nancing enabled d.light to sell

    more than 250,000 lamps by 2010 and the company hopes to

    provide lighting to 50 million people by 2015.6

    PE/VC unds are also supporting better place, a company

    that is pioneering the roll out o battery service stations where

    electric vehicles can swap drained batteries or a recharged

    battery in much the same way that a car lls up with gasoline.

    Tis inrastructure allows electric vehicles to achieve the

    same range and convenience as conventional ossil uel

    powered vehicles.7 Another beneciary o PE/VC nancing is

    Changelight, a Chinese company that researches and produces

    LED chips and high eciency solar cells.8 Investment is

    thereore happening but it is still at a very nascent stage with a

    limited number o investors actively looking or opportunities.

    2.1.2 CleAn PoWer InFrAstruCture

    o meet GHG emissions reductions targets, substantial

    investment is needed in biogas, geothermal, wind arms, and

    other renewable energy generation. Investment will be needed

    in grid connected installations, mini grids and in devices such

    as solar lamps. In many cases these technologies oten use

    relatively small, decentralized power plants. Tese plants are

    oten developed by smaller companies with limited resources

    which need cornerstone investors such as PE/VC unds.

    5 Castalia research on the potential market or products and services that extend access to energy6 David Wolman, 2010 Want to Help Developing Countries? Sell Tem Good Stu Cheap Wired October 2010

    (http://www.wired.com/magazine/2010/09/st_essay_pennies/).7 Israeli Cleantech Partners supported better place, better place is described on its website ((http://www.betterplace.com) and Israeli Cleantech Partners is described here:

    (http://www.israelcleantech.com).8 Changelig ht received nancing rom Sequoia Capital (http://www.http://www.sequoiacap.com/china/changelight).9 Asieh Monsour, Stella Yun Xu and Mark Fulton, 2009 Inrast ructure Investments in Renewable Energy RREEF (http://www.dbadvisors.com/content/_media/1175_

    InrastructureInvestmentsInRenewableEnergy.pd).10 VCC, 2009 Berkeley Energy Ra ises $74M Cleantech Fund o Invest In India, Asia VCCIRCLE

    (http://www.vccircle.com/500/news/berkeley-energy-raises-74m-cleantech-und-to-invest-in-india-asia).

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    2.1.4 lAnd use And Forestry

    PE/VC unds also have an important role to play investing in

    plantation orestry. Expansion in plantation orestry has the

    potential to sequester large amounts o carbon dioxide. ake

    East Arica or example. Te World Agroorestry Centre13

    estimates that in Kenya, Zambia, and Uganda there is potential

    or 30 million hectares o plantations. In a scenario where this

    land would otherwise be grassland, these plantations would

    sequester enough carbon emissions to oset the emissions that

    eighty 500MW coal powered stations make over 20 years.

    Reaching even a raction o this potential will be dicult

    without access to private equity. Large scale expansion in

    greeneld plantations are dicult to nance using debt

    because plantations can take more than seven years to start

    2.1.3 energy eFFICIenCy

    As much as hal o the tota l abatement in Green House Gases

    (GHG) needed globally is expected to come rom increasedenergy eciency.11 Analysis o abatement costs consistently

    show energy eciency investments as among the lowest cost

    approaches, oten generating nancial and economic returns

    that should more than justiy the investment, even beore

    the benets o GHG abatement are taken into account. Yet

    the potential or energy eciency gains in private companies

    and government acilities remains largely unexploited. Tis is

    oten because the managers o those companies and acilities

    do not have the expertise, ocus, or incentive to pursue energy

    eciency. Other barriers include agency problems, in which

    energy ecient investment would be a cost to the landlord, but

    the benet would go to the tenant in lower utility bills. People

    buying buildings and equipment oten cannot easily assess the

    dierence in lietime energy costs between dierent options,

    and so may choose not to pay more or more ecient options,

    even when doing so would be in their own interest.

    Energy Service Companies (ESCOs) are a solution to some

    o these problems. As described in Box 2.2, ESCOs are

    companies that specialize in increasing energy eciency or

    large energy users in the private and public sectors. Tey install

    devices, and implement processes, which reduce companies

    and governments energy usage. Te ESCO provides the

    capital, ocus, and expertise needed to make energy eciency

    happen, and typically is rewarded with a share o the savings

    in energy costs.

    Because ESCOs invest in energy ecient equipment and its

    installation, and then are paid rom a share o the energy savings,

    they need capital. Without signicant collateral ESCOs can

    nd raising debt challenging and are generally able to leverage

    their assets less that other companies. ESCOs thereore need

    substantial quantities o equitymore than can be provided

    rom riends and amily and retained earnings. However, they

    are generally too small to raise equity on a stock exchange.

    As a result, a lack o private equity constrains their ability to

    grow. An example is Gestin Integral Energtica SA (GIE), a

    Columbian ESCO. GIE provides services to smaller clientsthat the ESCOs associated with large utilities in Columbia

    dont consider worth serving. However, GIE and other similar

    ESCOs struggle to access equity nancing. Tey report that

    there are many companies that they could protably serve i

    they had access to additional equity nancing.

    11 IEA, 2009 World Energy Outlook 2009 Fact Sheet, Why is our current energy pathway unsustainable?(http://www.iea.org/weo/docs/weo2009/act_sheets_WEO_2009.pd)

    12. Bullock, Car y, and George Caragha iur. 2001 Guide to Energy Services Companies Te Fairmont P, Inc., 2001. 10 Mar. 200813. Figures or Kenya, Uganda and Zambia are taken rom Jonathan Hasket, Potential or Land Use Carbon in Aric a: Forest and Agroorestry Carbon World

    Agroorestr y Centre (www.aricacl imatesolution.org/.../Potential_or_Land_Use_Carbon_in_ Arica _06042009.pps).

    Box 2.2: Energy Eciency Business Models

    Tere are two major business models based on improving

    energy eciency (EE). Te rst is to prot rom producingmore energy ecient equipment. Tis includes sellers o

    industrial equipment as well as consumer appliances such

    as washing machines and light bulbs.

    Te second is the Energy Service Company (ESCO)

    model. Tese companies install equipment, or redesign

    buildings and industrial systems and processes, to reduce

    their customers energy usage. Te customer does not pay

    or this service. Rather, the ESCO bears the up-ront cost

    and then makes back its investment by receiving a share

    o the resulting energy savings. In this way the ESCO

    provides service (reduced energy consumption) and

    nance by bearing the up-ront cost and only receivingits return over time.

    One o the earliest examples o an ESCO was ime

    Energy rom exas. In the 1970s it started selling a

    device to automate the switching o and on o lights and

    other equipment to save on energy costs. Many potential

    users doubted that signicant savings would result rom

    instal ling the devices, and so sales were slow. o overcome

    these doubts the company decided to install the devices

    up-ront and ask or a percentage o any savings that

    resulted. Tis approach led to a large increase in sales.

    Tis model has been widely adopted since then.12

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    2.2 how Pe/vc investingAdds vAlue

    Many climate-riendly projects and companies are small,innovative, and ace unamiliar risks. Tese projects and

    companies need capital that is able to deal with the risk and

    uncertainty involved and as a result securing debt nance can

    be problematic without sucient collateral. Equally smaller

    businesses are oten caught between having the necessary

    scale to access the public markets but requiring too much

    capital to be unded through riends and amily. Climate

    related businesses in new sectors also in many cases require

    investors who can provide additional support and services

    helping to improve governance, management capacity and

    business processes, as they undergo rapid expansion. As Figure

    2.4 illustrates Private Equity and Venture Capital Investors

    provide a mix o capital and expertise that can support ast

    growing climate riendly businesses in some o the key growth

    sectors that were identied above.

    However private equity is among the most expensive sources o

    capital. wenty percent plus returns on capital are a common

    target. In addition, the costs o the und managerthe

    management ee and the carrymust ultimately come out o

    the returns on the investment. Clearly then, PE/VC unding

    or a company only makes sense when other types o unding

    are not suitable or available, or when the und manager is able

    to add signicant value to the investment.

    PE/VC unds use our main techniques to achieve their desired

    returns:

    Revenue growth: Higher sales, coupled with constant or

    declining unit costs, increase the total value o prots and

    thus the value o the company. For example, a supplier o

    energy ecient appliances could expand its distribution

    network, increasing sales and prots proportionately

    Margin expansion: Prices can be raised or costs cut thus

    increasing the rms protability and thus the price at

    which it can be sold. For example, a solar PV company could

    improve its procurement o solar panels, thus pushing downinput prices

    generating revenue, meaning that the investment cannot cover

    debt payments rom cash ows or seven years or more. It is

    dicult to raise nance or plantations through public equity

    oerings because integrated orestry companies (o the kindtypical in East Arica) have had diculties achieving air

    value in public equity marketswhich makes listed orestry

    companies wary o investing in plantation assets.14

    As a result, PE/VC unds are behind a number o the

    companies pioneering investment in plantations in East

    Arica. For instance, Green Resources, one o the continents

    largest plantation companies, received nancing rom Phaunos

    imber Fund.15 Another leading player in the region is New

    Forests Company which received nancing rom HSBCs

    Principal Investments und.16 Tese companies, and others,

    have nanced large increases o the land under plantation in

    the region using PE/VC und investment.

    2.1.5 trAnsPort InFrAstruCture

    Since around 20 percent o anthropogenic GHG emissions come

    rom transport, ecient transportation inrastructure is clearly

    important in abating emissions.17 Tis will mean new investment

    in ecient urban transit systems such as metro rail and bus rapid

    transit, as well as multi-modal reight terminals and ecient ports

    and rail networks or the transport o heavy cargo. Ecient toll

    roads can also reduce emissions i they provide more direct routes,

    less stop-start driving, and cut time idling in trac.

    PE/VC unds are an important source o nance or ports, rail,

    and or Public Private Partnerships (PPPs) which enable many

    public transportation projects. Te rehabilitation o Londons

    underground was nanced by private equity, as was Sydneys

    airport rail link. Private equity is also investing in port assets

    globally. In India or example, private equity is backing

    the expansion o Karaikal Port in amil Nadu.18 A PE rm

    managed by Warburg Pincus has invested in the development

    o Gangavaram Port in Andrha Pradeshthe deepest port

    in the country.19 Inrastructure unds have made large scale

    investments in public transport inrastructure in developing

    countries. IDFC Private Equity has invested in public

    inrastructure in India and 3i Inrastructure has ra ised a $1.2billion und to invest in transport inrastructure in India.20

    14. Neilson suggest s that integrated plantation orest companies are not able to reali ze the true value o their planted and managed native orest holdings in the companies

    share prices and so these companies have a large incentive to disinvest rom plantation holdings and a corresponding absence o incentive to invest in plantations.D Neilson, 2007 Corporate Private Sector dimensions in planted orest investments. Food and Agriculture Organizations o the United Nations.

    15. Capitaleritrea, 2009 Phaunos imber Fund Raises Stake in East Arican Forester Green Resources(http://www.capitaleritrea.com/region/phaunos-timber-und-raises-stake-in-east-arican-orester-green-resources/).

    16. HSBC, Principal Investments, Arica (http://www.hsbcnet.com/pi/arica).17. Roger Gorham, 2002 Air Pollution rom ground transport an assessment o causes, strategie s and tactics, and proposed actions or the international community Te

    Global Initiative on ransport Emissions, A Partnership o the United Nations and the World Bank, Division or Sustainable Development, Department o Economicand Social Aairs, United Nations (http://www.un.org/esa/gite/csd/gorham.pd).

    18. http://www.avcj.com/avcj/news/2103237/ascent-capital-commits-usd45m-kara ikal-port-expansion.19. http://www.gangavaram.com ; http://www.business-standard.com/india/news/gangavaram-port-hopes-to-break-even-in-3-yrs/447560/.20. http://www.3i-inrastructure.com/3i-india-inrastructure-und.html.

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    In emerging markets, these techniques can be less easy to

    deploy and PE/VC unds must ocus largely on revenue

    growth and margin expansion. While debt is harder to raise

    PE/VC unds do still provide a crucial source o capital against

    which urther nance can be leveraged. For climate related

    investments PE and VC unds look to achieve returns by:

    Funding risky new technologies and business modelswhich

    creates value by allowing the rm to achieve revenue growth

    Identifying and developing promising companies, through

    signicant due diligence and pipeline development PE unds

    actively seek and create new investment opportunities andwill oten spend considerable time supporting businesses

    prior to an investment.

    Helping companies do business better through improved

    governance, strategies (including a shit to lower carbon

    operations), and systems which acilitate equity investments

    and helps rms to achieve higher revenue growth and

    margins. Tis approach can also expand multiples, since with

    better management and governance systems, risk is reduced.

    Multiple expansion: Te Price to Earnings ratio (or similar

    valuation metric) at which investors value a company

    increases. In essence, a new buyer is willing to pay a higher

    price per dollar o expected uture earnings than the PE/

    VC und paid or it. Tis is generally achieved by decreasing

    risk levels (or example, taking a renewable energy project

    rom permitting to operations). It can also be achieved by

    increasing the prospects or growth, or example, pioneering

    the entry o the investee company into a new market

    Increased leverage: Te amount o debt taken on can be

    increased thus reducing the rms cost o capital and thus

    increasing its value. For example, a biogas company can takeon more debt as it becomes more established. Tis would

    allow equity to be taken out o the company, and increase

    the return on the equity that remained.

    In developed country markets, leverage and multiple expansion

    are the techniques commonly associated with PE unds.21 Tese

    techniquesbuying a company, loading it with debt, and then

    selling it at a higher price to someone elsecan be controversial.

    2.4: s ca- i a n Pe/vc

    Type ocompany

    Indepenentdevelopers

    Small-scale projects

    Companies notaliated with

    a utility

    Start-up companies

    Independentdevelopers

    PPPs

    Ability toprovidecollateral

    Developers haveew tangible

    assets until projectis nanced

    Same as above

    Banks sometimes dontaccept contracts with

    clients as collateral

    Companies have

    ew tangible assets

    Plantations are asource o collateral

    Collateral dependson the nature

    o the PPP

    Volatility andRisk o CashFlow

    In early to latestages projects

    have highlikelihoodo ailure

    Equity needed innancing to absorb

    any volatility incash fow, even

    though cash fowrelatively stable

    Risk o non-paymentby rms

    High risk and volatility

    in start up phase

    Plantations producelittle on-going cash

    fows to service debt

    Risk o non-paymentby government

    Ability toaccesssecuritiesmarket

    Developers aretoo small to accesssecurities markets

    Projects are too smallto access securites

    markets

    Too small

    Too small

    Limited

    Only particularlylarge PPPs can

    access securitiesmarkets

    Beneft rommanagerialadvice

    Advice oncontractural risks,

    structuringcontractural

    arrangements,regulatory risks

    and riskmanagement

    techniques

    Potenital toacilitate transer o

    technology andpratices

    Strategic andmanagerial advice

    have increasedvalue

    Value rom bringingin the best practice

    management o

    plantations

    PPPs do not benetrom management

    advice

    Need orprivate equityfnancing

    3

    3

    3

    3

    3

    Clean power inrastructure

    Biogas

    Geothermal

    Solar Photovoltaic

    Wind arms

    Biowastecongeneration

    Energy eciency

    ESCOs

    Clean technologydevelopment

    Solar lamps

    Cook stoves

    Land use and orestry

    Plantations

    Transport Inrastructure

    PPPs

    21 VC Funds in contrast ocus more on Growth. Tey are looking or rms with low sales but great potential, such as new technology companies.

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    Being the cornerstone investorin a growing company, and

    so bringing in other, lower-cost debt capital that would not

    otherwise be available thus increasing the rms leverage

    Te ollowing section lays out in greater detail how private

    equity unds have the potential to support the growth and

    development o climate related businesses by providing

    a combination o growth capital and expertise. A uller

    description o the basics o how Private Equity and Venture

    Capital investing works can be ound in Appendix A.

    2.2.1 FundIng rIsky neW teCHnologIes And

    busIness Models

    VC investors in particular oten seek to nance highly risky

    technology companies, knowing that many will ail, but

    counting on those that succeed to do so well that they more

    than oset the losses. For this approach to make sucient

    returns to warrant the risks, the rms that succeed need to

    achieve dramatic revenue growth.

    Tis ability to take risk is in complete contrast to banks.

    ypically, banks demand that borrowers have steady positive

    cash ows that can pay interest on the debt, and tangibleassets that can be used as collateral. Tese requirements work

    or companies investing in real estate or machinery, but rms

    investing in intellectual property or new business models

    struggle to get bank nance.

    Geothermal energy is a renewable technology that absolutely

    requires risk capital. Geothermal energy is one o the ew

    renewable resources that provides reliable power 24 hours a day,

    365 days o the year, at prices which can be competitive with

    ossil uels. Unortunately, early stage geothermal development

    is much riskier than conventional power plant development.

    Te only way to tell i the geothermal resource will generate

    power is to drill a well. But drilling the well costs millions o

    dollarsoten a substantial portion o the total geothermal

    development cost. Few investors are ready to put up millions

    o dollars, knowing that it could all be lost i the well is not

    successul. Box 2.3 describes how private equity investors have

    been willing to take on this risk.

    Box 2.3: Te Role o Private Equity in Financing Geothermal Projects

    Broadly speaking, the development o a geothermal plant as

    shown below occurs in two stages, (i) nding the geothermal

    source and drilling wells to establish the sources potentialand (ii), construction o the plant.22 Te rst stage is

    completed with the drilling o production wells. Tis is a

    risky exercise, as dril ling does not always lead to a productive

    well. Each well, productive or not, is very expensive at US$3

    millionUS$6 million each, depending on various actors.

    Te high risk o ailure precludes debt nancing and the

    large amount needed to drill each hole makes it dicult to

    raise nancing rom riends and amily. Early wells thereore

    are oten nanced through third party equity, with PrivateEquity unds such as ArcLight, USRGs, and Denham Capital

    providing the needed nancing. Tis nancing allows the

    projects geothermal potential to be demonstrated. Once

    the well has been proved, the remainder o the development

    costs, consisting o negotiating contracts and constructing

    the plant, can largely be nanced using debt nancing.

    Source: Adapted rom odd Bright, 2010 Geothermal PowerPrivate Equity Perspectives Denham Capital.

    0%

    20%

    40%

    60%

    80%

    100%

    DebtPrivate EquityInternal Equity

    Project Timeline

    Percentageo

    fCapitalCosts

    Drilling Build and operate

    22 Tis discussion relies on two reports (a) John McIlveen, 2011 A Geothermal Incentive Design GRC AGM San Diego and (b), John McIlveen, Mark Vernest andKhurram Malik, 2008 A Geothermal Primer Jacob Securities. Te numbers reerred to in the text do not necessarily map directly to the numbers implied by the graph.

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    o the companies that they provide nance to. Trough their

    carried equity interests in the companies in which they invest,

    the und managers benet rom any increase in the companies

    value rom increased growth, improved eciency, multipleexpansion or leverage.

    IFC has ound that providing advice and support also helps

    saeguard the investments PE/VC unds make. PE/VC unds

    typically buy minority stakes in the companies in which they

    invest. In emerging markets the legal protections or minority

    shareholders are oten quite weak. Providing advice and

    support helps the PE/VC unds to be seen as real partners to

    the majority shareholders and so increases the likelihood that

    the majority shareholders will respect their legal rights.25

    An example o a PE/VC und providing advice that helped a

    company improve its perormance is singhau Venture Capital

    (HVC) whose Clean Energy Fund purchased a 37 percent

    stake in PowerU, an energy services company in China.

    HVC acted as a sounding board or PowerUs management

    and helped the company appoint a nancial ocer.26 Beore

    HVC invested in PowerU, the und manager helped the

    company improve its nancial and accountings systems and

    skills, paving the way or HVCs equity investment. Similarly,

    GEFs Arica Sustainable Forestry Fund has been able to

    increase the value o its investments in orestry companies

    by acilitating the introduction o modern management

    techniques, increasing the productivity and thus the value o

    the companies in which it has invested.

    27

    Inrastructure unds investing in early-to-late stage renewable

    energy projects oten provide developers with substantial advice

    and support. PE/VC unds help to mitigate development and

    contractual risks; or instance, by structuring and securing

    appropriate contractual arrangements and terms with suppliers,

    development and operating partners. Tey also apply risk

    management techniques such as risk transer to subcontractors

    and suppliers through perormance bonds, guarantees, and

    warranties.

    E+Cos support or Bio2Watt illustrates the value an experienced

    investor can bring to an entrepreneur. Bio2Watt is a SouthArican company introducing animal waste to energy plants in

    South Arica. Tese plants reduce methane emissions,28 produce

    electricity, and improve the management and disposal o animal

    waste. Trough its capital, expertise and networks E+Co assisted

    2.2.2 IdentIFyIng And develoPIng

    InvestMent oPPortunItIes

    PE/VC unds invest heavily in nding companies that are inneed o their capital and assistance. Fund managers then work

    with promising companies to rene their strategies, business

    plans, and management teams to turn diamonds in the rough

    into true gems. PE/VC is almost unique in this regard. Banks

    and stock exchanges tend to be more passive, waiting or rms in

    need o capital to come to them, and expecting the companies to

    develop sound plans on their own beore they will invest.

    A typica l inrastructure PE und, or example, will need to

    identiy a pipeline o potential investments rom the und

    raising stage. A renewable generation und thereore will seek

    out developers with promising projects, and oer to provide

    them with capital. Troughout the investing phase o a unds

    lie the management team is using industry networks to seek

    out new opportunities.

    Many times, PE/VC unds come into contact with companies

    and entrepreneurs who have part o what they need to be

    successul, but not the complete package. Te strategy to

    commercialize a technology might need to be rethought, or

    the rms management team strengthened. Te und will work

    with the company to gure out how to turn its idea into an

    investable business proposition.

    Aloe Capital did this when it worked with Indian entrepreneurs

    Arul Chalamalasetty and Mahesh Koli to create Greenko.

    Greenko buys, builds, and runs clean technology power

    plants in India. Te company began by purchasing distressed

    biomass plants across the country and rehabilitating them. It

    then began to build its own biomass power plants and its own

    run-o-the-river hydro plants. oday Greenko directly employs

    600 people (1,300 including contractors) and reduces carbon

    emissions by 1,448,909 tons a year.23

    2.2.3 HelP CoMPAnIes do busIness better

    PE/VC unds increase the value o the companies in which they

    invest in a number o ways. Besides providing needed capital,they replace and recruit senior management, provide technical

    advice, contribute to strategic decisions, and acilitate access

    to debt and equity nancing rom other nance providers.24

    PE/VC unds have a particular incentive to increase the value

    23 Venture Intelligence, 2010 Private Equity Pu lse on Cleantech July 2010 (http://www.ventureintelligence.in/pepulse-c t-2010.pd).24 Hannu Jungman, 2003 Te Value Adding Role o V2C - Searching Evidence rom the value-added provided by Private Equity i nvestors Frontiers o E-Business

    Research 2003.25 Udayan Gupta, 2011 Institutional Investor International Finance Corps Private Equity Gamble Pays O September 23, 201126 David Blanchard, 2005 Equity capital investment in Chinas Energy Eciency Sector http://3countryee.org/public/EquityInvestmentEEChina.pd.27 Castalia market intelligence.28 Methane is a powerul greenhouse gas

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    the value o the companies they invest in by increasing the

    leverage o investee companies. Teir connections with

    lenders allows the companies they invest in to take on more

    debt thus increasing their leverage and the return PE/VCunds make on their investments

    PE/VC funds strengthen businesses, and so improve

    access to capital. By making businesses better at what they

    door example, by strengthening the senior management

    team, and making sure management inormation and

    accounting systems are in place, PE/VC rms naturally

    make their portolio companies more attractive to other

    investors. Tis process culminates when the PE/VC und

    exits. A unds exit rom an investment generally involves

    sale to a larger company, or listing on a stock exchange. Te

    new owners are generally much more able to raise capital

    than the entrepreneurs originally were, assuring a supply o

    capital or continued investment. Because the new owners

    can more easily raise capital they are able to pay a higher

    price or the earnings the rm generates (as measured by

    the ratio between the price per share and the earnings per

    share). Tis allows the PE/VC und to earn a return on their

    investment rom the resulting multiple growth as they pay

    a lower price or the rms earnings and sell their investment

    or a higher price.

    Te crucial role PE unds can play as cornerstone investors

    is apparent in the development cycle o renewable power

    projects. Many innovative renewable projects are developed

    by independent project developersindividuals and small

    rms who specialize in spotting new project opportunities. As

    Figure 2.5 illustrates, these independent developers are able to

    nance the early stage o projects, but struggle to nance mid-

    stage to late-stage project development.

    Lenders (both mezzanine and senior debt providers) are

    generally willing to nance much o the construction costs,

    once all permits and contracts have been nalized. However,

    it can cost millions o dollars to get through the late stage

    development process o getting all the approvals to use the

    site and the renewable resources, and negotiating a long term

    contract to sell the power.

    Some PE undssuch as InraCo Asiaare willing to take

    on this risk, and thus get the renewable projects across the

    line and into the stage where more conventional capital will

    ow to nance the project.31 Tereore, they play a key role

    in developing a pipeline o new energy inrastructure projects.

    Bio2Watt to develop its pioneering projects in South Arica.

    E+Co helped the entrepreneur select the right technology,

    develop environmental impact assessments and negotiate

    Power Purchase Agreements (PPAs). E+Co used its extensiveinternational network to acilitate investments in the company

    by international investors and assisted Bio2Watt to secure grant

    unding (see Box 4.6 or more details on the investment).

    2.2.4 beIng tHe Cornerstone Investor

    Te unique characteristics o PE/VC unds enable them to

    become cornerstone investors. A cornerstone investor helps to

    attract the rest o the capital that a company needs to grow.

    PE/VC provides a risk-bearing cushion that allows banks

    to lend. For example, Global Green Power, a bio-energy

    company in the Philippines, needed $60 million to establish

    biomass power plants. Banks were willing to lend $44

    million. However, banks would only lend i the company

    could raise $16 million in equity.29 Until Global Green

    Power attracts this outside equity investment, its innovative,

    carbon-mitigating plan cannot be implemented. Tis risk

    bearing cushion is particularly important in developing

    countries. For example, in developed markets, banks are

    oten willing to nance wind arms with a debt-equity

    ratio o 90:10 (nine parts debt nance to one part equity).

    In developing countries the comparable gure is oten ar

    lower. For example, in Vietnam banks typically will only

    nance on a debt-equity ratio o 50:50 (one part debtnance to one part equity), and in some other countries a

    debt-equity ratio o 70:30 is the norm30

    PE/VC rms have strong connections with other

    nanciers, facilitating information ow and trust.

    Entrepreneurs oten do not know what banks need to see

    to persuade them to lend. Entrepreneurs also may not know

    which nanciers are interested in their type o company. PE/

    VC rms are in touch with other nanciers because the PE/

    VC unds are repeatedly seeking capital or their portolio

    companies. Tis means the PE/VC rms know what banks

    and other nanciers are looking or, and so can provide an

    ecient bridge between their investee companies and othernanciers. Just as importantly, because PE/VC rms are

    playing a repeated game, they have an incentive to only seek

    loans or companies that will be able to repay. Tis reduces

    the risk the lenders ace in evaluating the investment, and

    so make it more likely that a company backed by a PE/

    VC und will be able to raise debt nance. Tis provides a

    channel through which PE/VC unds are able to increase

    29 Tis equity would essentially absorb the rst $16 million losses i the business plan did not work as expected.30 Interviews with market participants.31 Inraco Asia is supported by the PIDG group o donors. Additional inormation on Inraco Asia can be ound at http://www.inracoasia.com/.

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    tHe dIstInCtIve CoMbInAtIon oF PrIvAte equIty And venture CAPItAl to MItIgAtIng ClIMAte CHAnge

    2.5: Pe/vc a Pj b ip dp

    Source: SDCL and UNEPNote: Sustainable Development Capital (http://www.sdcapital.co.uk/) and Duncan Ritchie and Eric Usher, 2011 Mind the Gap, Addressing the lack o earlystage nancing or low-carbon inrastructure in developing countries UNEP.

    Approx. 1%oTotal Project Cost

    Early Stage ProjectDevelopment Activity

    Early-stage Mid-stage Late-stage

    EstablishFeasibility

    FinancialClose

    CASHFLOW

    Approx. 4%oTotal Project Cost

    Late Stage ProjectDevelopment Activity

    Approx. 95%oTotal Project Cost

    ConstructionFinance

    Financial Close

    Private Equity and Inrastructure Funds

    Mezzanine CapitalSponsor/ Developer

    Debt Finance (Project Finance)

    PE/VC und fnanceneeded to raise debt

    and mezzanine fnancePE/VC necessary todevelop projects

    Development Financing Construction Operation

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    Inormation asymmetries32 and agency problems33 plague

    capital markets generally. Investors are looking or returns at

    least commensurate with the risks involved. Firms seeking

    investment generally have better inormation about their likelyuture perormance and risk than the investors. But rms also

    have incentives to overstate likely perormance, and understate

    risks. Te investor is let in the unortunate position o

    knowing that the rm has the best inormation (an inormation

    asymmetry), but also not eeling ully able to trust what the

    rm says (an agency problem).

    Te problems are worse or LPs placing unds with a und

    manager. Te LP wants a und manager with the expertise to

    make high returns. Many would-be und managers will say

    they are experts and can generate high returns. Te LP nds it

    dicult to validate the would-be managers claims o expertise

    (an inormation asymmetry), but is not able to simply take the

    claims at ace value (because o the agency problem).

    Te previous chapter has noted that PE/VC can play an important

    role in nancing and supporting the growth o new dynamic low

    carbon enterprises. It has also highlighted that while PE and VC

    unds are active in the market there are signicant opportunitiesto scale up and accelerate climate riendly investment. However

    a number o barriers stand in the way o PE/VC being available

    to climate riendly projects in the desired quantities. Figure 3.1

    illustrates the development dynamics o the PE/VC market. New

    und management teams will have to orm. Te new managers

    need to raise unds rom limited partners. Te unds need to be

    deployed into protable investments. As und managers deploy

    capital protably, they can raise more capital rom the limited

    partner community, in a virtuous circle. Tis should be a virtuous

    circle o market development.

    Unortunately, the virtuous circle is slowed by our underlying

    actors: inormation asymmetries, agency problems, newness,

    and coordination problems (these are shown in brown in

    Figure 3.1).

    3 Bi o Dvlomn o pe/VC Mk inClim Findly Inving

    32 Inormation asymmetries arise rom asymmetric inormation, which is dened as a situation where economic agents do not all have the same inormation, this

    concept is closely related to the issue o agency problems discussed in ootnote 33 ( John Black, 2003 A Dictionary o Economics Oxord University Press, USA.September 18, 2003).

    33 Agency problems a rise rom the principal agent problem which is dened as Te problem o how person A can motivate person B to act or As benet rather thanollowing sel-interest. Te principal, A, may be an employer and the agent, B, an employee, or the principal may be a shareholder and the agent a director o acompany. Te problem is how to devise incentives which lead agents to report truthully to the principal on the acts they ace and the actions they take, and to actor the principals benet. Incentives include rewards such as bonuses or promotion or success, and penalties such as demotion or dismissal or ailure to act in theprincipals interests.(John Black, 2003 A Dictionary o Economics Oxord University Press, USA. September 18, 2003).

    3.1: dp a Pe/vc a

    Long und-raising periodsdeter new teams

    Potential managementteams lack capital

    Pioneering a market hashigh costs

    Fund managers lack trackrecords

    Difcult to capture allreturns rom pioneering

    investments

    New investment areaslack a history o returns

    Benefts o CarbonAbatement not easily

    monetized

    InormationAsymmetries

    Agency Problems Newness

    ImpedeDevelopment o Cycle o Success

    Co-ordinationProblems

    New investments areperceived to be risky

    Fund

    management

    team orms

    Deploy

    capital, then

    exit

    Raises capital

    rom LPs

    Fund

    Formation

    Repeats

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    provide a guide as to how value can be divided between the

    parties, reducing time-wasted in zero-sum negotiations. New

    investment areas have none o these advantages. Te rst private

    equity und investing in biomass generation in Bangladesh willnot nd lenders accustomed to nancing biomass plants. Te

    legal precedents governing the respective rights o senior and

    junior lenders in ESCOs in the Philippines do not yet exist.

    Te underlying actors o inormation asymmetry, agency

    problems, newness, and coordination problems give rise to at least

    eight specic barriers (shown in blue in Figure 3.1). Tese barriers:

    Slow the rate at which competent people coalesce into und

    management teams

    Slow the rate at which und managers can raise capital or

    the und

    Diminish the ability o the und to deploy capital protably.

    Tese barriers interact. I deployment was easier, LPs would be

    quicker to commit capital to unds. I und-raising was quicker,

    o oset inormation asymmetries and agency problems,

    investors use inormation on track records o managers.

    Tey also look at past investment returns. Reputations or

    competence and integrity are important. By denition, in anew area, track records and history are lacking. Reputations

    and networks are being newly made. As a result, in a new area

    like climate riendly investing in emerging markets, where

    managers lacks track records, LPs can nd it almost impossible

    to tell who to invest with. Rather than risk placing money with

    someone who talks the talk but cannot walk the walk, LPs

    may not invest in such a sector at all.

    Coordination problems, too, put grit in the cogs o market

    development. o get deals done, many actors need to come

    together. Project developers need to bring in outside equity.

    Debt nance needs to be orthcoming. Te equity investors,

    the lenders, the project developer, and entrepreneurs all need to

    know how to nd each other, and work together.

    In well developed markets, each niche in the investment

    eco-system is lled. Inormation and social networks allow

    the players to nd each other. Precedents and competition

    Box 3.1: Other Barriers to Investment

    Tere are barriers which aect all climate riendly investing, whether carried out by PE/VCs or not. In addition, there are barriers which

    aect all PE/VC investing, whether climate riendly or not. Tis box mentions some o the main barriers in each o these categories.

    Barriers to all climate friendly investing

    (whether PE/VC or not)

    Lack o carbon payments, or other mechanism to

    translate the environmental benet o greenhouse gas

    emissions reductions into nancial rewards. Tis is a

    particular obstacle or many green power inrastructure

    and land use projects

    Government actions, which may inadvertently make

    economically viable investments unprotable, or simply

    impossible. Tree important areas where government

    imposes barriers are:

    Ownership: government owns many o the entities

    where investment is needed and so private sector

    investment can only go ahead i government

    establishes a Public Private Partnership

    axes and subsidies: these oten distort

    investments in avor o GHG producing processes.

    For example, subsidies o ossil uels are common.

    Regulation: in many cases government regulatory

    regimes can deter investment (or example,

    when power prices are held below cost) or ail

    to provide the enabling environment needed (or

    example, when there is no legal regime to acilitate

    commercial orestry).

    Barriers to all PE/VC investing

    (whether climate riendly or not)

    Inadequate rule o law: PE/VC unds tend to preer

    investing in countries with ast judicial processes and

    strong, air, and ecient enorcement o business law. A

    lack o eectively enorced laws governing the rights and

    obligations o limited and general partners deter PE/VC

    investment

    Tax regimes: Corporate tax levels, and in particular the

    treatment o capital gains and the repatriation o prots

    by oreign investors, are important or PE/VC unds.

    Where countries do not have investor PE/VC riendly

    tax regimes, PE/VC investment will be slowed.

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    HVC shows how good new teams can struggle to raise

    unds. HVC was a rst time management team that wanted

    to invest in clean technology in China in 2002. It would

    be the rst und to do this. HVC was struggling to raiseunds in light o the limited history o returns that the und

    managers (as well as the sector) had. Initially HVC raised a

    relatively small und o around $25 million.37 Tis was only a

    quarter o the minimum size needed or a sustainable und

    the management team had to meet their expenses rom the

    management ee, which by industry tradition is set at around

    2 percent o assets under management. Tereore, with a small

    und, the management ee was not enough to cover proper

    und management expenses. Despite this, HVC pressed

    ahead with investing the money that had been committed.

    Tis allowed the rm to build up a history o returns. On the

    back o this, HVC has now been able to raise $300 million

    in unds, and has been a leading investor in a large number o

    pioneering clean technology companies in China.

    3.2.2 neW InvestMent AreAs lACk A HIstory oF

    returns

    Limited partners make choices about which sectors to invest

    in. Clearly in making a judgment on where to allocate capital,

    investors like to know the past history o returns in dierent

    sectors.38

    Tis creates another chicken and egg problem. Until private

    equity has been investing in an area, there will be no historyo returns. But without a history o returns, limited partners

    are reluctant to come ineven when underlying investments

    in the area actua lly have the potential to earn good returns.

    3.2.3 neW InvestMent AreAs Are PerCeIved to

    be rIsky

    A related problem to the lack o return history is high perceived

    risk. Fear o the unknown is a commonly observed trait o

    the human psyche. Studies suggest that this ear also operates

    in investors minds.39 In other words, just because an area is

    unknown, there is a human tendency to assume that risks in

    that area are higher than they really are. As a result investorstend to invest in that which they nd amiliar.40

    Aga in, this problem may be worse or climate-riendly PE/

    VC investing in emerging markets than it is in many other

    areas. ravel costs are higher when building unds that

    link (typically developed country-based) investors withdeveloping country projects. Additionally, because the a rea is

    nascent, there are ewer people in the sector who have already

    earned the sort o wealth that allows them to strike out on

    their own as und managers.

    3.2 BArriers thAt slow cAPitAlrAising

    Limited partners (LPs) investing in unds preer und managers

    with a proven track record, investing in sectors that generate

    prots more than commensurate with their risks. In a new area,

    und managers do not have track records; return histories are

    lacking, and risk perceptions high.

    3.2.1 Fund MAnAgers lACk trACk reCords

    Tose talented people who do persevere and orm und

    management teams ace a chicken and egg problem. Almost all

    limited partners want to invest with und management teams

    with track records o having successul ly managed private

    equity unds beore. Te traditional approach to selecting

    managers places track record at the center o the investment

    process. Indeed many institutional investors have written or

    unwritten rules against placing unds with managers whohave not previously operated a und. Tere are a number o

    explanations used to justiy this approach. One reason is

    that investors need to conduct more careul due diligence

    on a new und management team which is costly. Another

    reason is that large investors such as pension unds outsource

    decision making to investment agents who need to explain to

    the pension unds why they have made the investments they

    have. Reerence to the track record o a und manager provides

    an easier (and seemingly more objective) justication than

    deending a personal judgment o a new managers ability to

    invest eectively. Clearly, without some way to break through,

    progress o PE/VC nance in a new area, such as climate

    change, will be slow.

    37 According to Blanchard (2001) the HVCs und had at least US$25 million committed, its ollow on und aimed to raise US$30 million.38 Te need to demonstrate that investing will be protable in comparatively little known markets is thought to be an important inhibitor o Foreign Direct Investment

    (FDI). For instance, see DeCoster, Gregory P. and William C. Strange (1993), Spurious Agglomeration, Journal of Urban Economics, Vol. 33, pp. 273-304.39 Note that this eect is dierent rom the simple lack o inormation problem o the previous heading. Lack o inormation removes the (apparently) objective basis on

    which investors would like to justiy thei r capital allocation decisions. It does not suggest that the new area is worse than areas with returns history, just that there isno inormation to justiy a decision to invest. In contrast, ear o the unknown leads to the conclusion that an unknown area is actually a worse investment destinationthan a known area, because it is riskier.

    40 Huberman, Gur, 2001, Familiarity breeds investment, Review o Financial Studies 14, 659-680; and Kalok Chan, Vicentiu Covrig, and Lilian NG, 2005 WhatDetermines the Domestic Bias and Foreign Bias? Evidence rom Mutual Fund Equity Allocations Worldwide. Te Journal o Finance, Vol. LX, No. 3, June 2005.

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    bArrIers to develoPMent oF Pe/vC MArket In ClIMAte FrIendly InvestIng

    investors. Te returns the company expects to achieve would

    be high enough to attract PE/VC investment in a company

    that already had a track record in the Philippines. However,due to the lack o an operating track record and the perceived

    risk o investing in the Philippines investors are unwilling to

    commit equity.

    Investors report that once a single plant is up and running

    protably, required returns would drop to a level that Global

    Green Power projects can comortably achieve. Tus i Global

    Green Power could successully nance the rst plant it could

    attract nancing or the other three plants that are in the

    advanced stages o planning. From the investors point o view

    though, not knowing i a rm can deliver on its promises, or i

    the eedstock can be secured, or how the regulatory regime will

    evolve, is a genuine barrier to early investment.

    Another example is the experience o commercial plantation

    orestry in Arica. Te sector has strong prot potential, and

    strong potential to mitigate climate change. Despite this,

    it has been dicult to get investors to consider the market.

    As a result, the CDC (the Fund o Funds owned by the UK

    government), the IFC, and others supported the establishment

    o the GEF Arica Sustainable Forestry Fund (GASFF) by the

    Global Environment Fund. GASFF has achieved a rst close o

    Tis tendency to ear the unknown creates yet another chicken

    and egg problem, as Figure 3.2 illustrates.

    In an unamiliar area like climate-riendly investing in

    developing countries, perceived risk may be above what risk

    perceptions would be in a more mature market. Underlying

    investments in the sector may oer returns above what would

    be required in a more mature private equity market. However,

    i these underlying returns are below the return investors

    require given the high risk perceptions in an immature market,

    it may be that no investment takes place. I, however, some

    initial investment does occur, then perceived risk and hence

    required returns drop and, when they drop below the actual

    levels being achieved, signicant amounts o investment can

    ow. As investment increases, the best opportunities are taken

    up rst, and so in time actual returns are orced down.

    Biomass generation in the Philippines may be a sector trapped

    at a stage where high perceived risks prevent investments being

    made, i the story told by Global Green Power is anything to

    go by. Global Green Power aims to develop, nance, build,

    and operate biomass power plants in the Philippines. Tese

    biomass plants work well elsewhere in the world, but are new

    to the Philippines. Te company is seeking PE/VC investment

    to build the plants. However, it has been unable to attract

    3.2: w d a Pa e i n o a ma Pa ha r

    Number o PE/VC investments made in the marketSource: Castalia

    ROE

    (actualandrequired)

    Projects/Companiesactual ROE

    Number o PEinvestments made ina mature market

    Key:Required ROE ( )Actual ROE ( )

    As a PE/VC und market matures required

    returns all with a decrease in uncertainty

    (as a track record is established) andtransaction costs all (as experience is

    built up doing deals). As a result, the

    market reaches a point where returns inthe market place are sucient to attract

    unds into the market and the private

    equity gap is closed.

    ROE requiredor attracting

    investors into PEunds in a new

    investment area

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    3.3.2 dIFFICultIes In CAPturIng All tHe returns

    FroM PIoneerIng InvestMents

    Worsening the high costs o pioneering a market are thediculties o capturing the benets. It might be argued that

    the additional costs o pioneering a market should be more than

    oset by additional returns. Indeed in some cases, early movers

    can seize the best opportunities, or gain such a commanding

    lead on the market, that their initial cost and risk bearing is more

    than rewarded. In climate change markets this is not always true.

    Sometimes the returns or rst movers are not much higher

    than those or rms that ollow. For instance, in many markets

    prices are oten xed (or instance through Power Purchase

    Agreements) or the rst movers cost o production is no lower

    than those that ollow. As a result, the markets de