CORPORATE

PROFILE

FIELDSTONE

NEW YORK LONDON BERLIN

HYDERABAD JOHANNESBURG KUALA LUMPUR

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Overview of Fieldstone

Fieldstone is an independent international investment banking boutique providing clients with sophis-ticated financial advisory services.

Fieldstone is focused on the Energy and Infrastructure sectors. This narrow sector focus enables us to provide in-depth services and insightful solutions. Our services are discreet, relationship driven, and individually tailored to our clients’ needs. Fieldstone is able to execute complex domestic, inter-national and cross-border transactions based on its broad market knowledge, structuring expertise and demonstrated access to capital markets around the globe. Fieldstone maintains access to all available sources of capital, unburdened by specific investment products or transactions, thus ensuring that our clients maximise value from the execution.

Fieldstone was founded in 1990, is 100% employee-owned, and has more than 40 professionals work-ing in key locations around the world.

Fieldstone’s Financial Advisory Services

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What makes the Fieldstone approach distinctive

Our services are distinguished from those of our competitors through the combination of the fol-lowing characteristics:

INDEPENDENT

Dedication to best advice without potential conflicts of interest in-herent to large scale investment banks.

INDUSTRY FOCUSED

Over 40 professionals dedicated solely to Energy and Infrastructure, and hence, commitment that matches the large scale investment banks.

PROVEN SUCCESS A track record of success stretching over 20 years working with some of the largest corporations in the sector.

INTERNATIONAL International presence that enables us to deliver cross-border service. Our management structure ensures this service is seamless.

EXPERIENCED Senior bankers with experience and contacts that come with an entire career in the sector.

INNOVATIVE Firm’s approach based on commitment of senior resources to solving unique and challenging problems for our clients.

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Selected Deal Experience

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GE Energy Financial Services

purchase of a 50% interest in

Gama Enerji AS

2008

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GE Energy Financial Services

purchase of a 50% interest in

Gama Enerji AS

2008

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Sold over 1,000 MW of

wind power development

assets of

2007

to

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Sold over 1,000 MW of

wind power development

assets of

2007

to

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Stadtwerke-Altmaerkische Gas-,

Wasser- und Elektrizitaetswerke

GmbH from

City of Stendal acquired a 25%

stake in

2007

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Restructuring of the

2075 MW Hydro Power

Cahora Bassa Dam

2007

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Restructuring of the

2075 MW Hydro Power

Cahora Bassa Dam

2007

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Tynagh Energy Limited,

a 400 MW gas-fired CCGT

power plant,

to General Electric

sale of a 40% stake in

2006

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Tynagh Energy Limited,

a 400 MW gas-fired CCGT

power plant,

to General Electric

sale of a 40% stake in

2006

2006

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$87,500,000

Senior Secured Credit Facility

For the construction of a 37

Million Gallon per Year Ethanol

Production Facility and

Associated Waste Coal-Fired

Combined Heat & Power Plant

2006

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Sidi Krir Power Facility

A 682.5 MW gas and oil-fired

steam cycle power plant

Refinancing of non-recourse

project finance facility of Sidi

Krir Generating Company,

Egypt

2006

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Amorebieta Power Facility

A 755 MW gas-fired CCGT

power plant

Refinancing of a €500 million

non-recourse project finance

facility of Bizkaia Energia

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2004

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Longhorn Partners Pipeline

Restructuring and recapitalisation

$625,000,000

including Capital raising

$220,000,000

for Longhorn Partners Pipeline

2004

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Sale of rights to British Energy

New Bonds and Equity,

corresponding to agreed claim

amount of £159,000,000

2004

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Purchased a 50% interest in

Bizkaia Energia S.L., Spain,

owner of

Amorebieta Power Facility,

a 755 MW gas-fired combined

cycle power plant, from

2003-2004

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TEESSIDE POWER LTD

Advice on restructuring of

Teesside, a 1875 MW gas-fired

power station

2003

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Goldman Sachs International

Bid for

AES Drax

A 3,960MW coal-fired power

plant

2003

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Goldman Sachs International

Bid for

AES Drax

A 3,960MW coal-fired power

plant

.

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Sale of a 94.75% interest in

Yorkshire Power Group Ltd

a holding company for

to Innogy Holdings plc. for

£1,801,937,500

2001 1998

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From Bechtel Group, Inc

Shell International Gas Ltd

acquisition of a 50% interest in

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Tynagh Energy Limited,

a 400 MW gas fired CCGT

power plant in Ireland

€373,000,000

Refinancing of non-recourse

project finance facilities of

2006

2005

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Purchase of a 100% interest in

InterGen Egypt Holdings Ltd

owner of a 61% interest in

Sidi Krir Power Facility,

a 682.5 MW gas and oil-fired

steam cycle power plant

2003-2005

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UK Independent Power Plants

(IPP’s)

Financial advisory in relation to

investment by Goldman Sachs

in certain UK IPP’s

2005

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Purchase of a 100% interest in

Aero-fonte S.r.l, the project

company of

Francofonte,

a 72 MW wind facility in Sicily

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Manfred H. Ernst Managing Director, New York

Manfred joined Fieldstone in August 1990. Manfred extensive experience in the origination and execution of energy and non-energy project finance transactions, both domestically and internationally. His experience in-cludes privatisations, acquisitions and divestitures, arranging strategic joint ventures, and placement of private and public debt, mezzanine and equity financings.

Since joining Fieldstone, Manfred has worked on transactions that have exceeded US$10 billion.

Prior to joining Fieldstone, he was employed for nine years by Bankers Trust Company, the last six years of which he worked in the lease and Project Finance Group.

Manfred received his M.A. and Ph.D. in International Relations from Tulane University and was an assistant professor at Georgetown University prior to joining Bankers Trust in 1981.

Robin A. Jones Managing Director, New York

Robin joined Fieldstone in 1999. Robin has completed more than US$10 billion of transactions in the thermal and geothermal power, hydro, infrastructure, petrochemical, pipeline, pulp & paper, telecom and resource re-covery industries. Recently she led the Fieldstone team in the financial restructuring and recapitalization of the Longhorn Pipeline, a 750 mile refined products pipeline in Texas.

Her previous positions were as the Head of Project Finance at Greenwich NatWest (NatWest Markets) in the U.S., and as a Senior Vice President at ABB Project & Trade Finance (USA), Inc., with responsibility for pro-viding global project and structured finance advisory services.

Robin holds degrees from Wellesley College (B.A.), New York University (M.A.) and Babson College (M.B.A.).

David A. Perlman Managing Director, New York

David joined Fieldstone in 1999. He has provided strategic and structuring advisory services and debt and eq-uity financings for public, private and governmental entities in the electric power, electrical equipment, gas, coal and nuclear fuels industries.

Immediately prior to joining Fieldstone, he was a Director at ABN AMRO Incorporated, ABN AMRO’s in-vestment banking subsidiary, responsible for electric and gas utility and project finance origination and structur-ing. He previously spent six years as a Director and Vice President in Salomon Brothers' Global Power Group and three years doing complex structured project finance transactions for the power industry at Commercial Union Capital Corp.

David holds an M.B.A. with high distinction (1980) from the Amos Tuck School of Business at Dartmouth College and M.Phil. (1978) and B.A. (1970) degrees in Mathematics from Yale University.

Senior Professionals

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Anastasia Pozdniakova Managing Director, New York

Anastasia joined Fieldstone in 2000. She leads financial advisory teams in acquisitions and divestitures of gas-fired and renewable-energy electricity generating facilities. Anastasia is highly experienced in a variety of com-plex financial, accounting and tax analyses critical to understanding the economic value of a single asset or a large portfolio of projects.

In addition, Anastasia has a significant track record in capital raising assignments for underlying non-recourse credit structures. Her experience includes development equity, construction financing, permanent equity and debt, and acquisition financing raises as well as arranging joint ventures. Furthermore, she has expertise in exe-cuting infrastructure financing and restructuring mandates in the energy technology, water, pipeline and tele-communication sectors in many of the world’s countries. Finally, Anastasia worked as part of the team on a number of expert witness testimony assignments in arbitration and litigation proceedings in the U.S.

Ms. Pozdniakova holds a B.S. in Economics and an M.B.A. both from the Wharton School at the University of Pennsylvania.

Morris Shinderman Managing Director, New York

Morris is an investment banking and accounting executive who has spent more than two decades originating, structuring and placing sophisticated domestic and international capital asset financing deals as well as raising private equity capital. He has represented companies in raising debt and equity capital for large energy and other project financings as well as companies soliciting their first or second round of institutional equity financ-ing. He has also provided written reports and Federal court testimony in complex, cross-border tax motivated transaction litigation. He has significant expertise in originating, structuring and placing capital market debt transactions (both public and private) for tax and synthetic leases, secured asset financings as well as project financings in the energy, oil & gas, real estate and transportation industries. He has completed over $15 billion in transactions. Morris has served in executive positions at Citigroup, Salomon Brothers, The Chase Manhattan Bank, Chemical Bank and The First National Bank of Chicago. He has also worked in public accounting and in controllership positions in industry. Morris holds an M.B.A. from the University Of Chicago Booth School Of Business and his C.P.A. certification in the State of Illinois. He holds a Bachelor of Science degree in Accounting from Northern Illinois University, which he attended on a swimming scholarship.

Andrew Smith-Maxwell Managing Director, London

Andrew joined Fieldstone in 2003. He has a wide range of experience in M&A transactions, privatisations and restructurings both in Europe and in Asia and has worked for some of the largest companies in Europe includ-ing Enel, National Grid Transco, Centrica, Iberdrola and Mirant.

Prior to joining Fieldstone, Andrew worked with YTL Power on the purchase of Wessex Water and was a Di-rector of Wessex Water. He previously led and built up the Energy and Utilities advisory team at Dresdner Kleinwort Wasserstein and was responsible for the teams in the U.K., Germany, Asia, Latin America and the U.S.

Andrew has a first class honours degree in Engineering from Durham University.

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Alan Muir Managing Director, London

Alan joined Fieldstone in 1997. Alan has over 25 years experience in power industry and power corporate fi-nance, particularly mergers and acquisitions, project finance, and privatisation in the power industry. Experi-ence includes completing some of the largest energy transactions which have taken place in the UK, Europe, and Africa, and financing some of the largest independent power projects.

Prior to joining Fieldstone, Alan’s pervious positions were: an Associate Director of Vanguard Capital,, a Busi-ness Development Manager with IVO Energy Limited, the Finnish owned power developer, electricity pur-chaser at Southern Electric plc, and a design engineer with GEC turbine generators designing power generation turbines.

Alan is a Chartered Engineer, holds a First Class BSc Degree in Mechanical Engineering and a Master of Sci-ence degree in International Accounting and Finance from the London School of Economics.

Steffen Apfel Managing Director, Berlin

Steffen joined Fieldstone in 2006. In over 15 years of investment banking experience, he has provided financial and strategic advisory services with regard to merger & acquisition and financing transactions for public and private entities as well as governmental entities in the electric utility and renewable energy sector. Prior to join-ing Fieldstone Steffen Apfel was Head of Utilities at Capital Markets Advisory Department of Commerzbank where he was responsible for electric and gas utility transaction origination and structuring benefiting in particu-lar from his strong network in the area of municipal utilities.

Before joining Commerzbank Steffen was an accountant with Arthur Andersen LLP. He holds a degree in In-dustrial Engineering from the Technical University of Berlin.

Clive Ferreira Managing Director, Johannesburg

Clive has more than twenty years experience in corporate and project finance. He holds a B.Sc. in Civil Engi-neering from Stellenbosch University, a degree in Commerce from the University of South Africa and a M.B.A. (Finance) from the University of Oregon.

Over the last thirteen years Clive has travelled widely in the region focussing on energy and infrastructure re-lated projects. Some of the recent projects that Clive has been actively involved in a leading role are: the re-structuring of ownership of the 2 075 MW Cahora Bassa hydro-power; the privatisation of Metrogas, the priva-tisation of the 600 MW coal-fired Kelvin Power Station; the concessioning of the Uganda generation and distri-bution assets and is currently providing financial advisory services to bidders for the new generation in South Africa; the development of the 685MW Ibom Power plant in Nigeria; the development of a new IPP in Ghana and several new hydro plants in Zambia.

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Forbes Padayachee Managing Director, Johannesburg

Forbes is the Managing Director and the head of Fieldstone African business. She has over 10 years experience in project finance having worked both in South Africa and internationally.

Forbes’ specialty is in undertaking large scale infrastructure projects. Some of the deals Forbes has worked on include advising on a 126MW simple cycle IPP in Ghana; assisting with the negotiations of a PPA for the im-porting of power for a coal-based power plant; providing advisory services to bidders for new generation in South Africa and providing financial advisory services on a portfolio of cogeneration projects.

Prior to joining Fieldstone, Forbes was involved in various limited-recourse projects and acted for both the Government and private sector participants involved in these projects, and has extensive experience in toll roads, private prisons, wastewater and office accommodation projects as well.

Forbes holds a First class Honours degree in Finance from the University of Natal.

Clarence Oelofse Director, Johannesburg

Clarence specialises in the commercial, financial modelling, raising of debt and/or equity and transaction as-pects of potential projects and business in bringing it to financial close. Clarence joined Fieldstone at end of 2002. He has a Bing (Electrical) (Cum Laude) degree from the University of Pretoria as well as a MBL degree (“Top Ten” student in 1993), is a registered professional electrical engineer with the Engineering Council of South Africa. He has always been actively involved in the commercial side of business and especially energy sector business.

Clarence is involved in origination, commercial and transaction advisory, business development, power pur-chase agreements and execution of transactions. He previously held the position of Executive Director: Electricity at the former Greater Pretoria Metropolitan Council where he was responsible for the technical and commercial management of bulk electricity which in-cluded two coal fired power stations, the 132kV transmission network and bulk power purchases of over 1,200MW per month from Eskom at various in-feed stations.

John Taylor Director, Johannesburg

John Taylor joined Fieldstone in July 2002. Since then he has worked on projects in the power and infrastruc-ture industries and has in-depth experience in cross-border project finance, privatizations, asset sales and acqui-sitions. He is an accomplished power sector financial modeler, with extensive knowledge on the dynamics of power and commodity prices and the effects of regulatory action.

His most recent Southern African experience includes: advising the National Energy Regulator of South Africa and Eskom on means to develop the cogeneration sector, NamPower on its corporate capital raising, Globeleq on its investment in the Sidi Krir CCGT plant in Egypt and Grown Energy on its development of a bioethanol facility in Mozambique. John holds a 1st Class Bachelor of Business Science in Economics from the University of Cape Town and is a

holder of the Chartered Financial Analyst qualification.

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Jonathan Berman Managing Director, Mauritius

Jonathan joined Fieldstone in April 2006 as part of the advisory business and has over 20 years of investment banking experience, focussed mainly on emerging markets and infrastructure. His principal responsibilities are for the funds management business of Fieldstone in Africa

Prior to joining Fieldstone he was Managing Director and head of Global Markets for Deutsche Bank South Africa, in which role he was also CEO of Deutsche Bank AG Johannesburg branch and responsible for busi-ness development across the rest of sub-Saharan Africa.

Before this Jonathan spent 17 years with Barclays, based successively in London, Hong Kong, Singapore, New York and Johannesburg. His responsibilities included 3 years as Director, Investment Banking for the US Power and Utilities sector. From 2001 to 2004 he founded and headed Barclays' pan-African Merchant Banking business, which completed transactions in 12 countries across the continent and was named "Debt House of the Year" by Euromoney. During this time Jonathan represented Barclays in the establishment of the Emerging Africa Infrastructure Fund.

Jonathan is a non Executive Director of the Bond Exchange of South African He holds a BA (Hons) from Ox-ford University.

Willy Lim Managing Director, Kuala Lumpur

Willy Lim rejoined Fieldstone as Partner and Managing Director in 2009, a position he formerly held from 1991-2001 and is responsible for managing the company's operations in Asia. Immediately prior to rejoining Field-stone, he was the Managing Director of Babcock & Brown Asia Pacific from 2001-2008 where he was respon-sible for managing the Asian Infrastructure and Project Finance team. Mr. Lim also had an overall responsibility overseeing Babcock & Brown’s Kuala Lumpur and Hong Kong offices.

Prior to his joining Fieldstone in 1991, Mr. Lim worked in London directing the debt structuring and syndica-tion efforts of Security Pacific Merchant Bank in Europe and Japan. Mr. Lim has also worked in various senior capacities for Citicorp Investment Bank in Hong Kong, and for Bankers Trust Company in Hong Kong and London. Mr. Lim has over 30 years of experience in banking and project finance. He holds a degree in Eco-nomics from the University of Malaya in Kuala Lumpur.

Sundar K Sundaresan Managing Director, Hyderabad

Sundar joined Fieldstone in 1995 and is currently the Managing Director of India office in Hyderabad. Sundar has had extensive business experience as an engineer, management consultant, senior corporate executive and investment banker. He has been involved in over 100 assignments in the US, Europe, South America, the oil producing countries, Dubai and India for private industry as well as international organizations such OPEC, OAPEC. He has also advised multinational banks such as Citibank, Chase Manhattan, Lehman Brothers and Lazard Freres in Infrastructure and related Shipping investments.

Before joining Fieldstone, Sundar was President of ICME International Corporation, a leading Switzerland-based management consultancy firm and pior to that, he was a Vice President in the New York office of Inter-national Financial Services Group of Banque Nationale de Paris (BNP).

Sundar graduated from Indian Institute of Technology (I.I.T.), Kharagpur with B.Tech (Hon's) in 1962 and an MBA from INSEAD, France in 1967.

FIELDSTONE

NEW YORK

1177 Avenue of the Americas

32nd Floor

New York, NY 10036

United States of America

Tel +1 212 626 1400

Fax +1 212 626 1414

LONDON

42 Queen Anne's Gate

London SW1H 9AP

United Kingdom

Tel +44 207 808 1500

Fax +44 207 808 1518

BERLIN

Kronenstr. 3

10117 Berlin

Germany

Tel +49 30 2123 370

Fax +49 30 2123 3720

KUALA LUMPUR

Unit D-3-14

Plaza Damas

60 Jalan Sri Hartamas

50480 Kuala Lumpur

Tel +6 03 6201 7111

Fax +6 03 6201 9299

HYDERABAD

4B, Suryodaya, 1-10-60/3

Begumpet, Hyderabad - 500 016

A.P. India

Tel +91 40 553 31960

Fax +91 40 553 31965

JOHANNESBURG

14th floor, The Forum

No.2 Maude Street

Sandton

P.O. Box 781589, Sandton 2146

Tel +27.11.775.2000

Fax +27.11.775.2009

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www.fpcg.com

Fieldstone is a registered broker/dealer in the US, and authorised and regulated by the Financial Services Authority in the UK