EFTA01366933.pdf

Amendment #4 Page 504 of 868 l.ble Cnn!en Inversiones &Micas de Orosl Dos, S.A. (A Costa Rican Entity) Notes to Interim Condensed Financial Statements March 31, 2015 (exprened in US OtilivS) 1. Corporate In Inversion's E011cas de Oros: Dos S A t'Crosr or iteCorrpany, was organized at a corporation on Au9at 13 2008 wider the Inn of the Reptile al Costa Rica Oros( is domiciled in Ouetrada Grande de Liberia. Guanacaste. Costa Rica The Company is a 10O% owned subsidiary of Inversones Bios deCosta Rica, S A, which in turn is controlled by Glacier] Mescernenca (Wend) Limited rGME Viand ) an eddy Connoted in Bernexte and ("oafs inmate parent is Acts Infrastructure Find 2LP The Company's main activity relates to the construction and future operation eta 50 megawatt wind farm ('the Project') in the prance of Guanacaste. Costa Rica On August 1 2013 Orosi entered nee a Ftweer Purchase Agreement (PPA) with Ines d° Costancense de Electrioded ICE) to build. operate and transfer the wind farnt which is comprised of 25 wind turbine generators al 2 megawatts each. Orosi began the Proects construct*" in December 2013 and it is expected that energy generation will start dunng the third quarter of 2015 The approximate total nvestmed in the construction of the Project is 155119 mace and being financed with the Company's own capital and through tard.party borrowings As previously ticketed. the PPA with ICE was agreed under the buid-operate-transfer (3OT) modality with the fdlowng signficant terms: • The purpose of the PPA is for Orosi to undertake the financing, oanetrudion, operation and maintenance of the wind park Tne wed park has to be transferred to CE free of any and as encumbrances at the end of the PPA period • The PPA period is 20 years, witch enter into effect Leon notice !torn CE of the 'Order to Proceed' (a term defred in the PPA), which happened al October 24, 2013 • Orosi wit generate power wider the operational and quality standards estateshed by ICE in tie PPA and has to delver all power generated to ICE, with the except.", of that which s regired to supply the power plants own needs. • The near brit is established irk the PPA and a portion is adjusted for ringer' on a semiannual basis. On November 22, 2013 the Company signed a turnkey Engreenhg. Procurement and Construction agreement ('EPC) with GamesaWnd US LLC ('Gamesa") by witch Gamesa, as he main abcontracta. committed to Cesar. engineer, mandacture, procure. install. Nat-up. construct and test the wind farm The total EPC pnce is 15597,220.640, rcluding subsequent charge orders for a net amoint of UEO51.500.0O3 The EPC contract Includes design-defect and performance warranties in favor of Orosl which are supported by a stand-by letter of credit for UW14.358.096. Tie Company does rot have traded debt or equity in the Nato markets The accompanying financial statements nave been prepared for use in a secunties fang in connection with the acquisition of the Company as explained NI Note 12 F-184 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058461 CONFIDENTIAL SDNY_GM_00204645 EFTA01366933