Nacel Energy Corp. (NCEN.OB)

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Nacel Energy Corp (NCEN.OB)
Stock symbol: NCEN.OB…….…….…..….….……….………..………..10 day average vol 110,448

Stock price 3/26/08: $2.01………….Common shares 12/31/07: 21.4mm (issued and outstanding)

60 day price range: Hi/Low $0.79 to $2.36 ……………………Equity market capitalization: $43mm

Recent News…..Stock Price…..Chart…..SEC Filings

BUSINESS

. Focused on operating as a wind power generation company, primarily in the states of Montana, Wyoming, Colorado, New Mexico, and Texas

. Holdings include passive interests in operating, utility-scale, wind energy facilities located in Wyoming and six other States.

. The total current planned and visible generating capacity of Nacel Energy’s new wind energy projects is 80 MW – enough energy to supply the daily needs of 25,000 American homes

. NCEN is also working on several additional projects.

RECENT NCEN DEVELOPMENTS

  • NACEL Energy Optimizes Wind Power Generation With Industry Leading Technology
  • http://biz.yahoo.com/iw/080324/0377840.html

  • NCEN to Add 20 MW of New Capacity in Nation's Premier Wind Energy Corridor
  • http://biz.yahoo.com/iw/080319/0376886.html

  • $3.2 Million for 80 MW Wind Energy Growth Plan
  • . On November 19th 2007, NACEL Energy received a warrant exercise notice note totaling $1.2 million, pursuant to a selling shareholder's shares registered on Form SB-2, declared effective June 7th 2007.

    . On January 14th 2008, NACEL Energy entered into an investment banking agreement and agreed to terms relating to the placement of an additional $2 million of capital.

  • NCEN also plans to raise $50mn through a subordinated debt offering.
  •  

    IMPORTANT TRENDS

    . Wind farm economics improve as the price of oil increases

    . 24 States have now adopted mandates and guidelines that require a certain percentage of energy be utilized from renewable sources in their States.

    ACCORDING THE US U.S. DEPARTMENT OF ENERGY (DOE)

    http://www.energy.gov/news/5091.htm

    . Wind power has consistently been priced at, or below, the average price of conventional electricity (coal, nuclear, natural gas, etc.).

    . The U.S. is the fastest growing wind market worldwide. There remains substantial potential for the expansion of wind power to achieve approximately 20 percent of the nation’s generating mix.

    . Texas, Washington, and California lead the U.S. in annual capacity growth.

    . Wind power is competitive and has provided good value in wholesale power markets.

    . The cost of turbines has risen since 2002. Higher costs have reversed the decline in total wind project costs and driven up the cost of generating wind power. Turbine cost increases have been driven by rises in input material and energy prices, and some shortages in certain turbine components.

    . Wind project performance, has increased sharply over the last several years. This has been driven in part by improved project siting, and technological advancements.

    . The wind market is in a period of transition. Electric utilities have shown increased interest in wind project ownership, and merchant wind power plants and sales to power marketers have become more common.

    Address: 301 Thelma Drive Suite 501 Casper WY 82609
    Telephone: 307-461-4221
    CEO: Brian M. Lavery
    Web Site:
    http://www.nacelenergy.com/
    State or other jurisdiction of incorporation or organization: Wyoming
    Transfer Agent: Island Stock Transfer
    Investor contact: Murray Fleming, 1-888-242-5848, info@nacelenergy.com

    MARKET OPPORTUNITY

  • Installed US wind power capacity surged 45% in 2007
  • http://www.awea.org/newsroom/releases/AWEA_Market_Release_Q4_011708.html

  • Comparison with new solar power generation facilities
  • . The entire solar industry generated only 314 MW of new power capacity in 2007
    . The wind energy industry installed 5244 MW of capacity in 2007 - or nearly 20 times solar’s number
    according to AWEA, the American Wind Energy Association

    United States wind energy market

    . The U.S. wind energy industry has experienced strong growth over last two years. U.S. accounted for 2454 MW or 16.1% of the aggregate new capacity installations in the world in 2006.

    . This made wind based energy generation the second largest source of new power generation in the U.S. for the second row in a row, after natural gas.

    . The new installations boosted the country’s wind power generating capacity by 27% with cumulative capacity exceeding the 10-gigawatt mark, to 11,603 MW as of December 31, 2006. GWEC estimates U.S. wind energy facilities to produce an estimated 31 billion kWh or more in 2007 – about 0.7% of the country’s electricity generation.

    FUTURE DEMAND & SUPPLY

    Going forward, global installed capacity is expected to have increased by approx. 20,000MW in 2007

    . Emerging Energy Research expects wind energy to account for approximately 3% of global electricity generation by 2015 from 1.2% currently, with average growth rates for cumulative installations through to 2010 and 2015 of 34.2% and 15.2% per annum respectively.

    . Similarly, BTM Consult, a leading independent consultancy specializing in renewable energy, forecasts that the wind energy sector will grow at an average rate of 18% annually until 2010

    . They forecast that a total of 148,794MW of wind energy capacity will be installed by the end of 2010, an increase of 151% from the 59,264 MW of installed capacity at the end of 2005.

    REGULATORY ENVIRONMENT

    . The growth in the U.S. market has been largely driven by the extension of the federally sponsored, Production Tax Credit ("PTC") system to December 2008.

    . The PTC program offers an incentive of $0.19 per MWh (CPI adjusted) for electricity generated from renewable sources during the first ten years of operation of the project.

    . Although the PTC program was due to expire by the end of 2005, it was subsequently extended by two years to December 2007, and then to December 2008.

    MARKET NICHE

    Nacel Energy is looking for a "community wind" niche of 20 MW (could be more, but must be phased in 20 MW or less increments)

    PARTNERSHIP, ROLL-UP APPROACH

    . Nacel Energy builds profitable partnerships with local community wind developers by offering a unique solution to two of their biggest obstacles –

    (1) the absence of a tax-efficient structure to utilize Federal and/or State incentives for wind energy development and

    (2) the scarcity of capital for early-stage projects.

    . The solution is called WINDVEST™.

    WINDVEST™

    Nacel Energy has branded the model WINDVEST™ - its proprietary capital structure model and a process which enables the company to partner with local wind energy developers and expedite their project timelines with early-stage capital infusion.

    . Following successful completion of the feasibility and financial review, Nacel Energy implements its proprietary WINDVEST™ financial partnership structure which creates the ownership positions in the project and facilitates capital-raising and generally improves overall project economics.

    . For regulatory reasons and to facilitate permitting, Nacel Energy assumes a minority non-working interest in the local proponents wind energy project. A principal benefit of the WINDVEST™ structure is that it creates a "securitization" of the Federal Production Tax Credit (PTC).

    . The PTC is a significant source of revenue for any large-scale wind energy project, but typically holds no financial benefit to COMMUNITY WIND developers and their local proponents.

    . It is this inability to derive a financial benefit from the PTC, that is often the main economic obstacle to community wind energy development and one that Nacel Energy with its WINDVEST™ structure can resolve.

    Rural Electric Co-op’s

    . Nacel Energy’s WINDVEST™

    also offers a financial partnership model focusing on Rural Electric Co-op’s for the development of community wind energy projects.

    . There are currently 900 Rural Electric cooperatives serving 40 million people in 47 States1. Rural Electric Cooperatives are not eligible for the PTC, but are instead able to issue "Clean Renewable Energy Bonds" ("CREB") – tax exempt bonds enacted through legislation to encourage the construction of renewable energy projects.

    . Nacel Energy’s financing model is a unique hybrid senior debt offering consisting of a convertible debenture component (for Nacel Energy’s minority equity stake in the project) and a CREB offering, providing institutional investors attractive yields and tax advantaged income.

    WIND FARM DEVELOPMENT & ACQUISITION PROCESS

    1. Site and Development Partner Identification and Agreement: land, leases, options

    2. Due Diligence Data Collection to Determine Site Suitability:
    . collect 3-5 years of site wind data (erection of meteorological towers. which are complicated 160 ft high devices and not cheap.
    . Complete a transmission study in cooperation with the utility whose power lines cross the land and whom the intent is to ultimately negotiate a power purchase agreement with

    . Complete a turbine siting plan (this is much more of a sophisticated process than most realize...you feed the site wind data you have collected over a period of years into a wind modeling program and it determines the specific turbine model, its location, the blade type and size, etc

    3. Complete and Secure Approval of an Environmental Assessment, including a favorable environmental review and to cross any permitting issues with the local counties

    4. Enter into Power Purchase Agreements: once the above steps have been completed including having positive the initial feedback on the project at the time of the transmission study, a power purchase agreement (PPA's) must be completed, which are for typically 15-20 years. They are iron-clad agreements from long established utilities that are highly sought by project debt financiers (including the turbine manufacturers themselves

    5. Finalize Land Use or Acquisition Terms with Government or Private Land Owner

    6. Develop Access Roads to Our Site

    7. Complete Interconnection Studies Concerning Connection with Power Grid

    8. Complete Construction

    COMPETITION & BUSINESS MODELS

    Other emerging wind farm companies have been acquired

    . This accelerated growth phase which occurs with operational scale can be demonstrated by examining the largely similar outcomes for the first wave of American wind energy developers established in the last decade, including Zilkha Wind, Noble Environmental Power, Sea West Wind, and Community Wind Energy; each of which was acquired by a major investment bank or a large utility. In each instance, the acquisition enabled the wind energy developer to access a scale of capital to fund its planned wind power development and even to accelerate it.

    Acquirer…………………Target

    JP Morgan Capital………Noble Environmental Power

    Goldman Sachs …………Zilkha Wind

    Enel SpA…………………Tradewind Energy

    Iberdrola…………………Community Wind Energy & PPM Energy

    American Energy Srvcs..SeaWest Wind

    In NCEN’s target 20 MW market

    . For the size of project Nacel Energy is looking for.a "community wind" niche of 20 MW (could be more, but must be phased in 20 MW or less increments). There appear to be just a handful of private firms (example Third Planet Wind, National Wind) and only two public companies (Wind Energy America, WNEA, and Keewatin Power, KWPW) in the segment.

    . The big wind energy developers, like Florida Power & Light, FPL, don't bother with projects in the 20MW range, which is NCEN’s target market

    GROWTH PLAN

  • In terms of the projects, NCEN’s management has been developing each between 2-5 years (i.e. securing an option on the land and erecting the wind measuring tower.
  • On January 10th 2008 NCEN unveiled growth plans to develop 80 MW of new wind power facilities over a 36 month period -- equivalent energy to supply 25,000 average American homes their daily power requirements. NACEL Energy President Brian Lavery stated:
  • "The development of 80 MW of new wind power generation facilities will enhance NACEL Energy's present operations and will provide a growth profile consistent with the Company's goals of increasing enterprise and shareholder value. Our intention is to continue to follow our sustainable community wind development model which includes local equity partners."
  • NACEL Energy is one of the first companies in the nation developing COMMUNITY WIND -- utility-scale wind power generation -- but with a sustainable footprint and local partners. COMMUNITY WIND projects are generally less than 20 MW and can enjoy a competitive advantage over other forms of wind energy development; including faster permitting times, local political support and additional government incentives.
  • More than 90% of America's abundant wind resources occur in rural areas. In return for an equity stake, NACEL Energy structures innovative financial partnerships with ranchers, farmers and rural electric co-operatives, complementing the federal incentives promoting wind energy development including the Production Tax Credit (PTC) and Clean Renewable Energy Bonds (CREB's), and serving to improve wind energy project economics and expedite timelines.
  • POTENTIAL VALUATION & MARKET CAPITALIZATION

    Compare & Contrast

  • Babcock & Brown Wind Partners Australia, BBW. Market cap multiple per installed MW: .36
  • Greentech Energy Systems CES.CO. Market cap multiple per installed MW: 2.81
  • http://finance.yahoo.com/q?s=ges.co

  • Naikun Wind Energy Group Inc. NKW.V. Market cap multiple per installed MW: .25
  • http://finance.yahoo.com/q?s=nkw.v

  • Renewable Energy Holdings Plc REH.L. Market cap multiple per installed MW: 1.63
  • http://finance.yahoo.com/q?s=REH.L

  • Western Wind Energy Corp. WNDEF. Market cap multiple per installed MW: 1.36
  • http://finance.yahoo.com/q?s=WNDEF.PK

  • Wind Energy America Inc. WNEA. Market cap multiple per installed MW: 3.05
  • http://finance.yahoo.com/q?s=WNEA.OB

    The average market cap per installed MW is 1.58. Each company has a different debt/equity structure and different expansion plan, so it is difficult to compare apples to apples.

    Source: analyst estimates, Reuters Knowledge database, company websites

    WindFarmer financial modeling program

    A standard in the industry

    http://www.garradhassan.com/products/ghwindfarmer/base.php

  • The valuation range for 80 MW of installed capacity with a PPA (power purchase agreement) approaches $360mm
  • Costs
  • . The installed cost of 80 megawatts of turbines can be estimated to be $136mm, expected to be financed by debt based on Power Purchase Agreements
    . Development costs: $14.5mm, expected to be financed from equity offerings. Assume equity is raised by selling 11.6mm shares at $1.25 per share

    . Total costs could be in the range of $150mm

    . Equity would therefore be $360 less $150mm or $210mm and with an 85% share NCEN’s share may be worth $178mm

    Cost of equity: The additional $14.5.5mm of development costs is expected to be financed from equity offerings. Assume equity is raised by selling 11.6mm shares at $1.25 per share

    The resulting number of shares is 33.1mm

    Valuation Range

  • Multiple of installed MW (megawatt): 1.58 x 80MW x (.85NCEN’s share) = $107mm
  • WindFarmer financial modeling program: $178mm
  • 33mm shares outstanding after raising additional development monies of $14.5mm
  • Conclusion: based on an average of the valuations using the Multiple of installed MW method, and the WindFarmer financial modeling program (the combined average is $141mm), price could exceed $4 per share assuming 33mm shares issued and outstanding.
  • In any case, NCEN appears to have additional projects that will add to shareholder value, and future projects should easier to complete based on success with the current 80MW on deck.
  • MANAGEMENT

    Brian Lavery – CEO, President

    Over a career spanning two decades, Mr. Lavery’s primary role has been to manage large-scale industrial projects, within budget and on-schedule, for America’s largest construction & contract engineering firms, including most recently Fluor Corporation of Irving, TX. Mr. Lavery brings a wealth of experience in capital project estimating, cost-accounting and scheduling to his position as President of Nacel Energy. The long list of renewable and conventional power generation projects to which Mr. Lavery has contributed his expertise includes; the 950MW Burrard generating station; the 215MW Meridian co-generation plant; the 3.8 MW Mears Creek "run of river" hydro project; and one of the largest turbine refits ever undertaken in North America -- at the 2730MW GM Shrum generating station. Mr. Lavery, 46, earned his card in the International Association of Machinists (IAMAW) in 1984 and a Master’s Degree in Business Administration (MBA) in 2001.

    Operations

    Under the direction of President, Brian Lavery, the 3 person Nacel Energy Operations team assists at various stages of project development – including due diligence regarding site evaluation and selection; wind resource analysis; soil analysis (for foundation design); local permitting requirements; facility electrical load studies; construction management (including wind turbine selection and procurement; utility interconnection design and approvals, foundation, tower, and wind turbine construction and erection; component testing and wind system startup and commissioning) wind and wind turbine power measurements and data logging; and long term wind turbine operation and maintenance.

    Ben Lowther - Mechanical Operations

    Mr. Lowther is a Professional Mechanical Engineer (P.Eng) with 40 years experience. Mr. Lowther has completed major energy and power generation project assignments for corporations such as Fluor Corporation, Detroit Edison and Bechtel Power Corp. Mr. Lowther’s responsibilities for Nacel Energy include defining and validating mechanical engineering and related criteria and assumptions during all wind energy project stages - from feasibility through commissioning.

    Roger Hoad - Electrical Operations

    Mr. Hoad is an Industrial Electrical Superintendent with 40 years experience. Mr. Hoad has completed major renewable energy power generation project assignments for corporations such as Duke Energy, Calpine and Mitsui. Mr. Hoad’s responsibilities for Nacel Energy include monitoring wind energy project construction activities to ensure quality, schedule adherence and compliance with drawings, specifications and codes through regular inspections.

    Marcel Bittel - Program Development

    Mr. Bittel is a Professional Engineer (P.Eng) with a Masters Degree in Business Administration (MBA). Mr. Bittel is responsible for ensuring the Company’s wind power generation development activities meet business objectives. Mr. Bittel’s work includes implementing capital management and progress tracking systems and guiding each Nacel Energy project through feasibility, definition, permitting, design, contracting, construction and start-up – all within the regulatory approval process. Mr. Bittel has 20 years of industrial, multi-discipline, project management and development experience and has completed major assignments for a long list of clients including, BHP Billiton, Freeport McMoran, & Caterpillar.

     

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