• Grant application - Assisted leading-edge biofuels company ZeacChem, Inc. to obtain a $25MM DOE grant for a pilot plant, as the first step in transitioning from venture capital to a series of limited-recourse project financings.  See ZeaChem press release dated December 4, 2009.

• Loan guarantee for $3.5B hybrid IGCC project - Rowayton-based Capital Technology, Inc. (CTI) assisted independent energy company Tenaska to secure an invitation from the U.S. Department of Energy to negotiate the terms of a $2.5 billion federal loan guarantee for the $3.5 billion Taylorville Energy Center (TEC).  Tenaska is TEC's managing partner.  The guarantee will reduce financing costs for the project, one of the nation's first commercial-scale coal gasification plants to cleanly convert coal into substitute natural gas and electricity. By capturing at least 50 percent of the project's CO2, the groundbreaking project will have an emissions profile comparable to a natural gas-fueled plant.  "CTI is proud to work with Tenaska to secure federal funds for revolutionary clean energy projects like the Taylorville Energy Center," said David R. Siever, Chairman and CEO of CTI.  "This important project will pave the way for more widespread industry use of advanced technologies that reduce CO2 emissions levels.  The TEC project was one of four selected after a six-month competitive application process.  With 2008 revenues in excess of $16 billion, Forbes and Fortune magazines rank Tenaska 24th and 25th, respectively, among the largest privately-held U.S. companies.  CTI Alliance members David Nicoll, Mike Madia and Bernard Roesch assisted with the assignment.  See Tenaska Businesswire and Sparkspread press releases dated July 16, 2009.

• Nuclear loan guarantee evaluators - Starting in July, 2008, David Siever and Jim McCrea began serving on the 4-person Senior Evaluation Team responsible for ranking the 14 nuclear power project applications submitted to the U.S. Department of Energy.  The assignment included designing the detailed project ranking criteria and evaluation process to be applied to the 14 projects, hearing presentations from the applicants at regular intervals, and preparing credit review papers for the Loan Guarantee Program Office.  Applicants have included various combinations of regulated and unregulated utilities, electric cooperatives and municipal power authorities, in most cases supported by a technology supplier and an export credit agency.

Gasification assignments

• Gasification development - For a sophisticated investor, examined the potential for increasing the value of its equity interest in an existing gasification project.  Alternatives considered include developing a new gasification project adjacent to the existing site.

• Development capital - Exclusive financial advisor to an experienced developer of a $1.7B coal to fertilizer project.  Roles included assisting to reconfigure the project to boost returns, recasting the project's financials to reflect the relationship between natural gas price and fertilizer prices, recruiting two outside directors, introducing the developer to gasification-knowledgeable international banks, drafting placement materials for use by investors, introducing 13 large investors, and assisting the parties during negotiations.

• Development company startup - Provided organizational and strategic advisory assistance to the developer of a series of large-scale coal to SNG projects.

• Investment tax credit award - In May 2006, R. W. Beck and CTI were selected by TX Energy, a joint venture of Eastman Chemical and Leucadia National, to provide the independent financeability assessment for an advanced-stage polygeneration project.  In early December 2006, Beck and CTI were notified that the DOE had awarded TX Energy the full $130 million in Section 48B assistance requested, making it one of only nine out of the 49 applicants to receive investment tax credit.

• Acquisition assignments - Completed two assignments for an unregulated utility affiliate aimed at providing them with IGCC operating experience.

• Gasification technology sale - In July, 2003, CTI closed the sale of Global Energy, Inc.'s E-Gas gasification technology and 23 person technical and marketing team to ConocoPhillips. Services provided by CTI during the assignment included structuring the transaction, modeling plant-level economics, valuing the asset, identifying investors, drafting the information memorandum, contacting 117 companies worldwide, managing the bid process, assisting to negotiate terms and acting as intermediary during asset sale negotiations.  The E-Gas sale transaction was CTI's fourth competitively-bid assignment in a row to close successfully.

• Speaking engagements - Frequent Institutional Equity and Debt panelist at the Infocast series of annual gasification conferences.

Project finance and leveraged lease transactions

• Chemical joint venture project financing - Exclusive equity and debt financial advisor to B.F. Goodrich on a $245MM chlor-alkali joint venture facility in Placquemine, Louisiana. Interviewed 16 potential joint venture partners, ultimately selecting Bechtel. Placed $185MM in long-term debt with a group of 11 insurance companies led by John Hancock and $60MM in term loans with a group of banks led by Citibank.

• Sale of Oil and Gas Division – Led the nine-person team responsible for selling Dow Chemical USA’s Oil and Gas Division to Apache Corporation (600 wells, 14 states, 6000+ leases).

• Standby equity commitment - For Combustion Engineering Inc., negotiated a $40MM standby equity commitment for the $475MM AES Shady Point waste coal-fueled circulating fluidized bed cogeneration project. Nine months later, sold the commitment via competitive bid to an insurance company at a profit. Subsequently repeated the technique on six other equity financings.

• Subordinated debt restructuring and placement - Served as exclusive financial advisor to sellers Goldman Sachs, Bechtel, ABB and Pyropower U.S.A. on the repackaging and sale of their four separate subordinated debt interests in a $160MM waste coal project in western Pennsylvania.  Ran a competitive bid to provide the restructured debt, ultimately selecting Trust Company of the West.

• Tanker financing – Structured a joint venture between Dow Chemical and a Norwegian ship builder to construct and own two 30,000 dwt crude oil carriers for Dow’s exclusive use. Worked with Dow Treasury to raise financing from a Japanese trading company.

• Chemical storage terminal financings – For Dow Chemical U.S.A., structured and closed a joint venture with an English terminal operator to own and operate three chemical storage terminals. Worked with bond counsel to place tax-exempt financing for each.

• Prototype cogeneration leveraged lease - Structured and placed the equity for the first of six 110 megawatt cogeneration plant leveraged leases for Dow Chemical U.S.A.’s Texas Division.

Asset Sales, Restructurings and New Ventures

• UK project equity sale - With a London-based investment bank, co-managed the sale of five operating landfill gas-to-energy projects and 22 developmental prospects.  This was the largest recorded landfill gas project portfolio sale to date.  CTI’s co-manager handled the client relationship, drafted the portion of the IM covering UK power regulations, identified eight bidders and managed the sale’s documentation.  CTI performed a valuation of the five projects, structured the proposed sale terms, drafted the remaining IM sections, identified 10 bidders, ran the auction and assisted with documentation.  Of the six offers submitted, five were from investors introduced by CTI including the one submitting the highest bid.  CTI also provided a mechanism for pricing future transactions, resulting in the investor’s purchase of five more projects before ultimately acquiring a controlling interest in the UK developer company.

• Landfill gas asset sale – for a Dallas, Texas-based energy services company, managed the sale of a 5.0MW landfill gas-to-energy project in Goshen, New York, in the process obtaining the highest known price per MW for this kind of project.  Services provided during the assignment included valuing the asset, identifying hidden value attributes, structuring proposed terms, obtaining a legal opinion on the likelihood of the project’s power sales contract pricing being upheld at this power-constrained location in Orange & Rockland’s territory, preparing the information memorandum, identifying 12 potential investors, assisting the winning bidder to conduct its due diligence, assisting to negotiate detailed terms and assisting with closing documentation.

• Senior debt structuring/placement - Structured and placed first-ever non-recourse 10-year debt financing for a large regional landfill gas-to-energy project.  Services provided for CTI’s developer client during the 11-month assignment included structuring the terms of the debt, running a competitive bid, assisting to negotiate terms with the winning bidder Allstate Insurance, then advising as they conducted their due diligence as this was Allstate's first LFG project.

• Cogeneration project tax restructuring - Physically and financially restructured then obtained a tax opinion from Chadbourne and Parke for an operating but economically impaired 26.5MW rice hull-fueled power project in California, setting the stage for the sale of $35MM in Section 29 tax credits.

• Venture capital – for an Australian client, raised venture capital for use in constructing a prototype ocean wave energy project near Sydney that began successful operational testing in 2005.

• Acquisition financing - For White Consolidated Industries, designed and implemented financing plan to acquire Westinghouse's Major Appliance Division. Structure served as the prototype for White Consolidated’s next seven acquisitions.

• Membrane technology commercialization - Helped found and later served as a director of a 90/10 joint venture formed between Dow Chemical U.S.A and two independent entrepreneurs to separate CO2 from natural gas in a secondary recovery operation. Team took the business from a pilot plant to a highly profitable commercial operation in three years.

Tough Assignments, Creative Solutions

Member, Financial Industry Regulatory Authority (FINRA)
and Securities Investor Protection Corporation (SIPC)

David R. Siever, Chairman, Capital Technology, Inc. 46 Tory Hill Lane,
Rowayton, CT 06853 203-853-0220  Fax: 203-853-0535
e-mail: drsiever@optonline.net www.capital-technology.com