Renegy — Catalytica Energy Systems — Merger or Acquisition (September 2007)
32 slides from Renegy's merger presentation, Sep 19, 2007
Slide 1: Renegy: The Future in Renewable and Clean Energy
September 2007 R e n e g y Enlightened Generation The Future in Renewable and Clean Energy
Slide 2: Safe Harbor Statement
Safe Harbor Statement This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be identified by the use of words such as
Slide 3: Investor Opportunity
Investor Opportunity Investor Opportunity Investor Opportunity Renewable Energy Market to Exceed $225 Billion Worldwide by 2016 Clean Coal Market Estimated at $6 Billion annually Catalyst Regeneration Market to Reach $150 Million by 2011 A green energy company with substantial market opportunities a
Slide 4: Business Overview
Business Overview Renegy will be a green energy company focused on developing and operating a growing portfolio of biomass energy assets in North America and providing emissions compliance solutions for the coal-fired power industry. Green Biomass Energy Independent Power Producer (IPP) Division We
Slide 5: Proven Leadership
Proven Leadership Robert M. Worsley - Founder, President & CEO of NZ Legacy, LLC, an Arizona land, mineral and energy development company. Upon completion of the merger, he will be Chairman & CEO of Renegy. Prior to founding NZ Legacy in March 2002, Mr. Worsley was the Chairman, President & CEO of S
Slide 6: Post-Transaction Board of Directors
Bob Worsley Chairman & CEO Ricardo Levy Director (Current CESI Chairman) Richard Abdoo Director (CESI Vice Chairman) William Ellis Director (CESI Director) Susan Tierney Director (CESI Director) TBD Director1 TBD Director2 Special Committee formed with three independent and former CESI directors How
Slide 7: Transaction Rationale
Transaction Rationale Following restructuring, CESI actively sought opportunities to grow the business and increase shareholder value Alternatives considered: Organic growth through SCR-Tech Revenue has been intermittent - market shifted to the right Significant public company costs Growth strategy
Slide 8: Transaction Structure
Transaction Structure Combine Catalytica Energy Systems (CESI) with NZ Legacy's renewable LLCs Renegy Holdings, Inc. (NASDAQ: RNGY) to be new holding company CESI stockholders receive 1/7th of a share of Renegy stock for every 1 share of CESI stock Renegy issues 3,774,048 common shares to Bob Worsle
Slide 9: Summary of Fair Market Values of Renegy NZ Legacy Entities
Summary of Fair Market Values of Renegy NZ Legacy Entities ($ in millions) Discounted Cash Flow Method: 20 year Projections 5 year Projections Capitalized x12 EBITDA 3 1 8.0% $52.6 $42.8 WACC 9.0% $36.9 3 $38.4 EBITDA Multiplier Method based on 2009 Projected EBITDA:4 Multiple: x12 2 $45.9 Based on
Slide 10: Post Merger Valuation Analyses for CESI Stockholders
11 Post Merger Valuation Analyses for CESI Stockholders *** Based solely on the Fair Market Value of the NZ Legacy Entities, the transaction is accretive to CESI Stockholders and excludes the value associated with our new vision. *** (September 13, 2007)
Slide 11: Pre-Merger and Post-Merger Value for CESI Stockholders
12 100% of CESI or 41.5% of Renegy $19.3 million (Market cap of CESI at 9/12/07) CESI Stockholders: $26.6 million (41.5%) NZ Legacy Owner: $37.5 million (58.5%) Total Value: $64.1 million * 100% CESI 41.5% CESI Stockholders 58.5% NZ Legacy Owner Pre-Merger Post Merger * Value based on post merger pr
Slide 12: Comparable Company Valuations
Comparable Company Valuations Comparable Company Valuations * Pre-merger value * The median book value multiple of comparable companies to Renegy in the clean and renewable energy space is 4 x that of CESI at $1 / share.
Slide 13: Stockholder Benefits of Combination
Stockholder Benefits of Combination SWMP plant provides strong foothold in growing renewable energy market, estimated to exceed $225 billion worldwide by 2016 Recurring revenue stream, cash flow, and profitability through long-term Power Purchase Agreements (PPAs) beginning in 1H 2008 Stable, predic
Slide 14: Renegy Holdings (RNGY): The Future of Clean Energy
Renegy Holdings (RNGY) Renegy Holdings (RNGY) Renegy Holdings (RNGY) T H E F U T U R E O F C L E A N E N E R G Y Clean Coal Technologies Green Biomass Energy IPP Energy IPP Energy IPP Clean Green +
Slide 15: What is Biomass?
Green Biomass Energy IPP What is Biomass? What is Biomass? What is Biomass? Biomass energy (not biofuels) is stored energy from the sun in organic plant material Agricultural waste Forestry waste Urban wood waste Biomass plants harness the energy from waste to produce clean, renewable power Proven t
Slide 16: Compelling Opportunity: Why Biomass First?
Green Renewable Energy IPP Compelling Opportunity Why Biomass First? Biomass technology is commercially proven Roll-up strategy offers significant near-term growth potential Biomass industry is highly fragmented with no leading player Biomass generation is three times larger than solar and geotherma
Slide 17: RPS Drives Opportunity
*Three states, Missouri, Virginia and Vermont, have set voluntary goals for adopting renewable energy instead of portfolio standards with binding targets. Source: U.S. Dept. of Energy Four more states have adopted Renewable Portfolio Standards (RPS) just in 2007! RPS states represent more than 65% o
Slide 18: Significant Market Potential
100 GW 100 GW 248 GW Green Biomass Energy IPP Significant Market Potential Up to 635 GW of new renewable power capacity could be available in the U.S. by 2025. 100 GW to be powered from Biomass Source: ACORE March 2007 - Outlook on Renewable Energy in America (www.acore.org) Current Renewable Capaci
Slide 19: What Sets Us Apart
Green Biomass Energy IPP What Sets Us Apart Critical core competencies Fuel Biomass fuel sourcing expertise - proactive fuel strategy Infrastructure in place to harvest / haul / grind fuel - can be replicated for future facilities Green waste contracts secured Significant forestry knowledge Relation
Slide 20: 24 MW Biomass Plant, Snowflake, AZ
Located at paper mill operated by Abitibi (Global leader in newsprint & commercial printing papers) PPAs secured with APS & SRP - entire power output pre-sold for 20 years Transmission lines at facility Fuel sources 50% from paper mill sludge (Abitibi) 50% woody waste material from Federal lands and
Slide 21: Growth Strategy
Green Biomass Energy IPP Growth Strategy Near-term focus biomass (3 - 5 years) Future projects will be opportunistic and will seek to: Focus on centralized, utility-scale electricity generation Utilize technology proven in commercial-scale operation Secure pre-sold power contracts through secured, l
Slide 22: Financial Potential of Pipeline
Green Biomass Energy IPP Financial Potential of Pipeline 1,000 MW 24 MW East 1000 24 The SWMP 24 MW Biomass plant will generate $16 M of revenues and $8 M of EBITDA annually once fully operational (targeted for 1H 2008) This plant is only a small piece of the pie relative to the market potential we
Slide 23: Renegy Holdings (RNGY): The Future of Clean Energy
Renegy Holdings (RNGY) Renegy Holdings (RNGY) Renegy Holdings (RNGY) T H E F U T U R E O F C L E A N E N E R G Y Clean Coal Technologies Green Biomass Energy IPP Energy IPP Energy IPP Clean Green +
Slide 24: Clean Coal Technologies Opportunity
Clean Coal Technologies Opportunity Coal-fired plants represent half of the nation's current power generating capacity More than 300 GW currently installed in the U.S. 174 GW projected to be added in the U.S. over the next 25 years Increasingly stringent air quality regulations are driving demand fo
Slide 25: SCR-Tech
Clean Coal Technologies SCR-Tech Headquarters, plant & warehousing facilities - Charlotte, NC Leader in cleaning, rejuvenation and regeneration of SCR catalyst Catalyst management & consulting services Optimize SCR system operation Achieve NOx compliance at lower costs Acquired in February 2004 Acqu
Slide 26: Clean Coal Technologies Business Overview
Clean Coal Technologies Business Overview Targeting a rapidly developing SCR catalyst services market in the coal-fired power generation industry Well positioned to capitalize on near-term revenue opportunities in an emerging marketplace Growing customer base includes some of the largest electric ut
Slide 27: Large and Growing U.S. Market
Clean Coal Technologies Large and Growing U.S. Market 2007 2011 Catalyst Regeneration 27 147 Total Addressable Market for Catalyst Regeneration ($ in millions)* EPA Clean Air Interstate Rule signed in March 2005 Requires a 60% reduction in NOx from 2003 levels by 2015 - will be phased in beginning i
Slide 28: Clean Coal Technologies Growth Strategy
Clean Coal Technologies Growth Strategy Enhance our production capabilities and increase throughput capacity Expand our production facilities consistent with sales volume Expand sales force and develop new sales channels Increase penetration of large, coal-fired utility market Increase awareness / g
Slide 29: Transaction Highlights
Transaction Highlights Transaction is expected to be accretive to CESI shareholders by 2008 Yields stronger commercial revenues streams and significantly improved cash flows Stable, predictable cash flows and profitability from power business combined with upside option of clean coal business Accele
Slide 30: Contact Information
Contact Information Rob Zack President, CEO & CFO Catalytica Energy Systems, Inc. Tel. (480) 556-5555, ext. 101 [email protected] Megan Meloni Director, Investor Relations & Marketing Communications Catalytica Energy Systems, Inc. (650) 631-2847 [email protected] Find more inform
Slide 31: Renegy Risk Factors
Renegy Risk Factors Risks with respect to the combination of Catalytica Energy Systems and NZ Legacy's renewable energy divisions, as well as any future strategic transactions, include the risk that we will not be able to close the transaction, delays in the completion and commissioning of the SWMP
Slide 32: Important Information and Where to Find it
Important Information and Where to Find it Renegy Holdings, Inc. has filed materials relating to the proposed merger with the SEC, including a registration statement containing a proxy statement / prospectus. Investors and security holders of Catalytica Energy Systems are urged to read the definitiv
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