Common use of Transaction Summary Clause in Contracts

Transaction Summary. The proposed transaction consists of [***] of distributed fuel cell generating technology across 72 sites in California, New York, New Jersey and Connecticut under 15-year “take-or-pay” tolling style offtake agreements with [***]. The host sites for the fuel cell stacks will be various retail locations and corporate offices for the two entities and will require all energy produced by the cells to be purchased over the life of the energy server use and license and energy system use agreements (collectively, the ESAs). The project’s ownership is split 90%/10% between the tax equity investor, a wholly-owned subsidiary of Exelon Corporation (rated ‘BBB+’ with a Negative Watch) and Clean Technologies 2014, LLC (a Bloom Energy subsidiary). Equity contributions from the Exelon investing entity will carry a parent guarantee from Exelon Corporation. Under the ESAs with [***] as well as the PUMA, the project will be constructed and operated by Bloom, creating a large reliance on Bloom as a key counterparty. Bloom is a private US technology company headquartered in California with substantial experience in the manufacturing, installation and operation of solid oxide fuel cells using its own proprietary technologies. Fitch’s base case expectation for operational performance reflects capacity factors of [***] consistent with the warranty under the PUMA. The base case scenario results in an average DSCR of [***] with a minimum of [***] in 2025. The Fitch rating case reflects further sensitivities with a [***] capacity factor and [***] increase to non-fixed O&M costs such as property taxes, insurance, and other fees. The rating case resulted in an average DSCR of [***] with a minimum of [***] in 2025.

Transaction Summary. The proposed transaction consists of [***] of distributed fuel cell generating technology across 72 sites in California, New York, New Jersey and Connecticut under 15-year “take-or-pay” tolling style offtake agreements with [***]. The host sites for the fuel cell stacks will be various retail locations and corporate offices for the two entities and will require all energy produced by the cells to be purchased over the life of the energy server use and license and energy system use agreements (collectively, the ESAs). The project’s ownership is split 90%/10% between the tax equity investor, a wholly-owned subsidiary of Exelon Corporation (rated ‘BBB+’ with a Negative Watch) and Clean Technologies 2014, LLC (a Bloom Energy subsidiary). Equity contributions from the Exelon investing entity will carry a parent guarantee from Exelon Corporation. Under the ESAs with [***] as well as the PUMA, the project will be constructed and operated by Bloom, creating a large reliance on Bloom as a key counterparty. Bloom is a private US technology company headquartered in California with substantial experience in the manufacturing, installation and operation of solid oxide fuel cells using its own proprietary technologies. Fitch’s base case expectation for operational performance reflects capacity factors of [***] 95% consistent with the warranty under the PUMA. The base case scenario results in an average DSCR of [***] with a minimum of [***] in 2025. The Fitch rating case reflects further sensitivities with a [***] 85% capacity factor and [***] 10% increase to non-fixed O&M costs such as property taxes, insurance, and other fees. The rating case resulted in an average DSCR of [***] with a minimum of [***] in 2025.