Albert Lin, Chief Executive Officer of EmberClear, presented at the Bank of America Merrill Lynch 2012 Global Energy Conference on Tuesday November 13, 2012 at the Fontainebleau Hotel in Miami, FL.
The 2012 Global Energy Conference is an interactive and highly productive gathering of industry leaders and top institutional investors. Bank of America Merrill Lynch’s Energy Research team will host senior leaders from more than 80 companies from the US and abroad representing a cross-section of subsectors and investment opportunities.
For more information please visit www.emberclear.com
1. November 2012
www.emberclear.com
Albert Lin, CEO www.emberclearenergy.com
www.facebook.com/emberclear
1
2. READER ADVISORY
In the interest of providing EmberClear Corp.’s (“EmberClear” or “EMB”) shareholders and potential investors with information regarding
EmberClear, including management’s view of EmberClear’s future plans certain statements contained in this document constitute forward-looking
statements or information (collectively "forward-looking statements") within the meaning of applicable securities legislation. Forward-looking
statements are typically identified by words such as "anticipate", "continue", "estimate", "expect", "forecast", "may", "will", "project", "could", "plan",
"intend", "should", "believe", "outlook", "potential", "target", "seek", "budget", "predict", "might" and similar words suggesting future events or future
performance. All statements other than statements of historical fact may be forward-looking statements. In particular, this document contains
forward-looking statements pertaining to, without limitation, the following: the development of the Good Spring NGCC Plant; the generation of 300
MW of power; completing FEED of Good Spring NGCC; ability to sell electricity to be generated by Good Spring NGCC; the ability to secure
favourable terms for the natural gas and purchase power agreement; the monetization of the Good Spring NGCC; the development of other
advanced natural gas or coal energy projects; the satisfaction of conditions for the permits and approvals. With respect to forward-looking
statements contained in this document, we have made assumptions regarding, among other things, the following: economic growth and electricity
demand; construction and development costs; project timing and economics; no material delays in the current timing for completion or ongoing
projects; financing will be available on terms favourable to the company; global financial conditions and governmental policy; no material
variations in the current regulatory environment; and demand and political support for clean energy technologies. These risks and uncertainties
include, among other things the following: delays in the monetization of Good Spring NGCC; completing the FEED of Good Spring NGCC;
inability to sell electricity to be generated by Good Spring NGCC; failure to monetize Good Spring NGCC; inability to satisfy conditions of permits
and approvals; failure to identify other projects for project development business; risks relating to technology, suppliers, technological advances,
competition, and counterparty risk; loss of key employees and consultants; regulation of industry; environmental, health and safety laws; changes
in government policies; global financial conditions; the Company may be adversely affected by other economic, business and/or competitive
factors; the supply and demand for natural gas; the contract terms and pricing for natural gas; the terms of a purchase power agreement; the
access to a natural gas pipeline; the price of alternative fuel sources; the Company’s need for additional funding to continue its development
efforts; the competition for, among other things, capital, equipment and skilled personnel; the risks of developing a NGCC project; the Company’s
ability to continue to execute its growth strategies; and general economic conditions. Readers are cautioned that this list of risk factors should not
be construed as exhaustive. Although we believe that the expectations reflected in the forward-looking statements contained in this document,
and the assumptions on which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will
prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be
no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-
looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the
predictions, forecasts, projections and other forward-looking statements will not occur, which may cause our actual performance and financial
results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such
forward-looking statements. The forward-looking statements contained in this document speak only as of the date of this document. Except as
expressly required by applicable securities laws, we do not undertake any obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly 2
qualified by this cautionary statement.
3. THE CHALLENGE
High-Return Infrastructure Assets – Treacherous Journey?
Variables “Below the Surface” are the ones to watch
Visible Issues:
Demand for New Energy Growing
• Rising Oil Prices
• Shrinking Coal & Hydro Industry
• Aging Infrastructure
Risks mounting
• Unpredictable subsidies/programs
• Rising emissions, safety regs
Below the Surface:
Financial Markets Looking for Security
• Yield pressures, Pension costs
rising, T-Bill returns, Appetite for
Risk
Industry Dynamics
• Permitting process is long & costly
• Natural Gas supplies stranded and
prices de-coupled from oil
4. OUR SOLUTION
Developer Business Model:
1. Develop – Site control, permits, contracts
2. Sell – Development fund reimbursed at Equity Close, Balance of profits at
Financial Close after construction
3. Repeat – Returns on invested capital are very high with current market
conditions
Development with multi-year
Rising Forward
investment grade contracted returns
Electricity Markets
Abundant
well-priced
Natural Gas Record High
Liquid Fuels
Financial spread between start fuel and end product
determines attractiveness to a buyer. Never been higher
4
5. STRATEGY
Energy Project Developer
EmberClear develops energy projects and sells them to Owners
and Operators like PE Funds, Utilities, Governments, etc.
" Proven Leader: Permitting, feasibility engineering, Site
Control
" Work with world-class organizations which meet most
stringent lender criteria
Anthracite Field
" Process, Relationships, Engineering designed to be
replicated
6. COMPELLING
ECONOMICS
Electricity
Time
to
Cost
to
Developer
Buyer’s
Plant
in
USA
Permit
Permit
Profit
Return
(Years)
(%
Total
(%
Total
(Levered
Cost)
Cost)
IRR)
Industry
3.0+
7%-‐12%
5%-‐10%
8%-‐12%
EmberClear
1.0
3%-‐4%
Sale
Process
13%+
for
NGCC
1
underway
Anthracite Field
NOVEMBER 13, 2012:
Announced GOOD SPRING NGCC 2
" Same Technology/Configuration
" Same regional market
" Similar vendors relationships
6
7. GOOD SPRING NGCC1
1. Proven : NGCC is a popular natural gas
electricity generation technology
2. Low Cost : ~$350M for 300MW 1Q13
3. Fast Construction : Simple configuration of
known turbines
Equity Close
4. Strong Political Support : Jobs, local gas, 3Q12- EMB Recoups
low-emissions, need for capacity 4Q12 development costs
EMB takes developer profit
5. Great Market: 10 year lows for natural gas (partial)
with stable/rising wholesale electricity rates. Contracting Long Term owner acquires
Bankers most/all equity
Old retiring coal fleet Legal
Hedging
Term-Sheets Credit Analysis
Gas Supply
Electricity Off-Take Good Spring NGCC Advantages:
EPC firm price,
Permitting WRAP, Warranty • Operating efficiency – Proximity to
Hearings
Safety pipelines and the grid PLUS
Resource Usage utilizing the latest turbine
Site-Control Discharges
Emissions
technology it is 20% more efficient
Land
Traffic than the average natural gas plant
Rights of way
Zoning
Environmental (water, air, etc) and 38% more efficient than the
Infrastructure logistics average coal fired plant
• SK E&C and other global leaders
for off-take, gas supply, pipelines,
legal, & banking 7
8. NATURAL GAS IN THE USA: MAJOR
CHANGE IN FUNDAMENTALS
USA Natural Gas Production and Spot Price
Last 10 years to September 2012
8
9. SUPPLY OF NATURAL GAS IN
OUR AREA CONTINUES TO GROW
Marcellus Shale:
Zero to #1 Shale EmberClear
Gas producing area Plants.
We
own
~1,000
acres
in
of the USA in 4 3
locaDons
years
Anthracite Field
9
10. SUPPLY GREATER
THAN DEMAND
Some areas have
stranded supplies…
Bakken • Rapid supply growth with
current and next
generation technologies –
Marcellus infrastructure and
demand must catch up
Mancos - • Competing Shale
Lewis Woodford
San Juan Basin
Formations – Lower
costs, closer to demand
Barnett
centers
Eagle Ford …Leading to a
willingness to
contract output
10
11. POWER PRICES RISING
1. Coal-based power is decommissioning faster than expected due to regulations & age, that
is 31% of our region (PJM Mid-Atlantic) is coal >40 years old and <400MW
2. Hydro-based power in a multi-year decline
3. Prices are rising when the economy is weak. What if the economy grows?
= 27 GW total
EmberClear
Good Spring NGCC
Source: DOE EIA
11
12. POWER PRICES RISING
CAUSE
Shrinking Supply, Slow New Builds, Tapped-Out excess Capacity.
EFFECT
Demand for new sources rising even with little economic growth
PJM
West
Energy
Pricing
$/MWH
-‐
Average
$58.00
$56.00
$54.00
NGCC
1
$52.00
Starts
$50.00
$48.00
$46.00
MulD-‐Year
$44.00
Pricing
Favorable
$42.00
$40.00
$38.00
Year
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
Source: Ventyx and PJM
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13. MANAGEMENT & BOARD
Individual and Basic Background Governance & Operations Mining - Project
Role Development
Albert Lin • Over 20 years of Capital Market experience in • Director of EmberClear Inc., Future Power, • 20 year LP of coal mining, CBM
CEO & Chairman Toronto, New York, Boston and San Francisco as fund and former Director of JiWire, Inc., natural gas, & oil firms
portfolio manager, analyst, founder, & management Nanoamp Solutions, and Centrinity Inc.
David Anderson • Over 20 years experience in the Capital Markets. • CFO of MC2 Learning Systems (Centrinity) • Bison Resources Ltd.
CFO & Director • Co-founder and Director of Bison Resources Ltd. and EmberClear Inc.
Raj Suri • Over 15 years of experience in the energy business • Tax and Risk Director at Harvest Natural • Multiple developer & energy
President & Resources, Inc. firms including ExxonMobil,
Director EnCana, & Harvest.
Nick Cohen • Land, mineral, technology and project development • President of Career Development and • Acquired multiple mineral
Chief Operating for gasification and advanced coal technologies Employment, Ltd. properties in NE USA
Officer
Keith Calder • Nearly 30 years of experience in the global mining • Various operating management positions • CEO of leading metallurgical
Director industry at Rio Tinto coal mining company
(Independent) • Former CEO of Walter Energy (April – July 2011) and
former President & CEO of Western Coal (December
2009 – April 2011)
Harry Campbell • Vice Chair of the law firm Burnet, Duckworth & Palmer • Director of Delphi Energy Corp. and • Extensive experience with oil
Director LLC Freehold Royalty Trust and gas transactions
(Independent)
Mike Anglin • Former Interim CEO of Silver Standard Resources • Director of Silver Standard Resources • Former COO Base Metals
Director Group, BHP Billiton
(Independent) • Interim CEO of Silver Standard
Peter Kinash • CFO of Replicon Inc. and former CFO of Wi-LAN Inc. • Chartered Accountant with Canadian
Director distinctions & Director of Computer
(Independent) Modeling Group Ltd.
13
14. CAPITAL STRUCTURE
$CDN, unless otherwise noted
Shares Outstanding (millions) 72.52
Price of Share October 31 2012 $0.49
Implied Market Cap ($mm) $35.54
Cash Balance Aug 2012 ($mm) $4.20
Debt ($mm) 12% Convert Debenture $4.54
Implied Enterprise Value ($mm) $35.88
Convertible share potential @ $0.75 6,055,920
Warrants from Convert @$0.75 2,703,300
Options Out ($1.00 to $2.09; >50% @$2.09) 4,658,000
Insiders/Management own (%) ~25%
15. SUMMARY
Energy Project Developer with the
Right Portfolio for the Market
" Simple Business Model with High Returns – Develop and sell
plants using proven fast and low-cost permitting skills.
" High Demand for Our Solutions – Low Interest Rate environment
vehicles with high contracted multi-year returns for a low-risk proven
asset has many interested buyers.
" Repeatable Process – Good Spring NGCC 1 & 2 create
unsubsidized value across the power plant life cycle. We own
~1,000 acres in PA region with similar infrastructure, relationships,
and site characteristics
" Good Value – Recently financed. Stock still unknown in USA. Has
shown history for high volumes of trading (see trading history)