ECP's Exit Hands Masdar Half of Terra-Gen Without a Disclosed Price

March 22, 2024
ECP's Exit Hands Masdar Half of Terra-Gen Without a Disclosed Price

Masdar has agreed to buy half of Terra-Gen, a California-based owner of wind farms and large batteries, from Energy Capital Partners. ECP has owned the business since 2015 and is leaving it entirely. No price was disclosed. The most quoted number in the record is a capacity figure, and it describes something other than what Masdar is buying into today.

Key takeaways

  • Masdar announced on 19 March 2024 that it had agreed to acquire a 50 percent stake in Terra-Gen from Energy Capital Partners (ECP), with the deal value undisclosed, and the transaction was completed by 1 October 2024.
  • Through the Masdar deal, ECP fully exited Terra-Gen, which it first acquired in 2015, while the remaining 50 percent of Terra-Gen stays with Igneo, which invested in 2020.
  • At completion, Terra-Gen's gross operating portfolio comprised 3.8 GW of wind, solar and battery storage, including 5.1 GWh of energy storage, across 30 sites mainly in California and Texas.
  • Terra-Gen is developing more than 12 GW of wind, solar and battery storage projects in the US, including 386 MW of Texas wind and California solar and 512 MWh of California storage expected to operate in 2025.
  • Of 21 US corporate renewable deals involving portfolios of 2 GW or more that Enerdatics records in 2024, nine carry a disclosed value, and Masdar's purchase of half of Terra-Gen is not one of them.

What exactly did Masdar buy?

A half share in a company, not a set of projects. This is a corporate deal, so Masdar inherits Terra-Gen's operating fleet, its development team and its pipeline in one step, and shares control with Igneo on equal terms.

At the time of the announcement Terra-Gen held interests in about 3.3 GW and 3.8 GWh of wind, solar and storage capacity in operation and construction across 28 assets. The wind side is the oldest part of the business: 23 wind farms in four areas, Tehachapi, Palm Springs, the western US and New York state. The newer side is storage. Terra-Gen owns and operates four battery systems in California with more than 1.5 GW of capacity, and had a further 1 GW battery under construction for 2025.

By the time the deal closed, the operating fleet had grown to 3.8 GW across 30 sites. The storage share had risen with it, to 5.1 GWh.

Why does Leap record 15.8 GW for a 3.8 GW operator?

Because the headline capacity attached to the deal counts the development pipeline alongside what is running. Leap records the transaction at 15,800 MW. That total is consistent with Terra-Gen's 3.8 GW operating portfolio plus the more than 12 GW it is developing, not with the operating fleet alone. The nearest slice of that pipeline is small by comparison: the wind, solar and storage projects due to start operating in 2025 add a few hundred megawatts, not gigawatts.

The difference matters for anyone trying to price the deal. Even if a value had been published, dividing it by 15.8 GW would produce a per megawatt figure dominated by projects that do not yet exist. Dividing by 3.8 GW would ignore the pipeline entirely. A corporate buyer pays for both, and for the people who build them, which is why platform deals like this rarely reduce to a single per megawatt number.

The revenue side is also only partly visible. Based on Terra-Gen's portfolio and website, Enerdatics understands that the company sells power under long-term PPAs to several utilities and corporates. The record does not list those contracts individually.

How much did Terra-Gen grow under ECP and Igneo?

Substantially, on the record's own account. Under ECP's ownership from 2015, Terra-Gen more than tripled its portfolio of operating assets. Since Igneo joined in 2020, the two owners added more than 1 GW of generating capacity and 5 GWh of storage, and expanded the pipeline of wind, solar and battery projects.

That history explains the shape of the exit. ECP is selling a platform it built up over nine years into one with a large storage business and a development book several times the size of its operating fleet. Masdar is buying that trajectory, with a co-owner who has been at the table for four years already.

The advisor line-up reflects the size of the process. Lazard and Guggenheim Securities advised Terra-Gen as financial advisors, with Latham & Watkins as legal advisor. BMO Capital Markets and J.P. Morgan advised Masdar, with White & Case and Covington & Burling as legal counsel. Mayer Brown advised Igneo.

Enerdatics records 21 US corporate renewable deals in 2024 that involve portfolios of 2 GW or more. Nine of them carry a disclosed value. The priced ones include LS Power's $3.03 billion purchase of Algonquin's renewables business, covering 11 GW, Energy Capital Partners' $7.58 billion acquisition of Atlantica Sustainable Infrastructure, and Iberdrola's $4.47 billion purchase of the 18.4 percent of Avangrid it did not already own. Masdar's deal sits among the 12 that stayed unpriced, alongside KKR's majority stake in Avantus, announced the following day.

What does the deal signal for US renewable platforms?

It shows financial owners recycling capital out of mature US platforms and into newer ones, with strategic and sovereign-backed buyers taking their place. ECP is a clear example. In January 2024 it bought Triple Oak Power, a young wind developer. In March it agreed to leave Terra-Gen. In May it agreed to buy Atlantica. Each move pointed in a different direction, but all of them redeployed capital rather than holding it in one platform.

For Masdar, the deal fits a pattern of taking large minority or equal stakes alongside an established partner rather than buying outright. Its 49 percent stake in Iberdrola's Baltic Eagle offshore wind farm in Germany followed the same logic at project level. Terra-Gen applies it at company level, in a market where the same week also saw KKR move on Avantus' 46 GW pipeline. What remains unknown is how Masdar and Igneo will split the capital that a 12 GW pipeline will need over the coming years.

Frequently asked questions

How much did Masdar pay for its stake in Terra-Gen? The value of Masdar's 50 percent stake in Terra-Gen was not disclosed. The transaction was announced on 19 March 2024 and completed by 1 October 2024.

Who owns Terra-Gen after the Masdar deal? Masdar and Igneo each own 50 percent of Terra-Gen. Energy Capital Partners, which acquired Terra-Gen in 2015, fully exited its investment through the sale to Masdar.

How large is Terra-Gen's portfolio? At completion of the deal, Terra-Gen's gross operating portfolio comprised 3.8 GW of wind, solar and battery storage, including 5.1 GWh of storage, across 30 sites. It is developing more than 12 GW of further projects in the US.

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