Sandbrook's $460 Million Backs rPlus' Shift to 'Own-and-Operate'

February 23, 2024
Sandbrook's $460 Million Backs rPlus' Shift to 'Own-and-Operate'

Sandbrook Capital has agreed to invest up to $460 million in rPlus Energies, a renewables developer based in Salt Lake City. rPlus has built its business by developing projects and selling them to other owners. The money is meant to change that. Whether $460 million is enough to do so depends on which part of a 15 GW pipeline it is meant to carry.

Key takeaways

  • rPlus Energies announced on 22 February 2024 that it had signed an agreement to secure an equity investment of up to $460 million from Sandbrook Capital, which will invest alongside Gardner Group, the founding investor of rPlus.
  • Sandbrook Capital's initial commitment to rPlus Energies is intended to bring 1 GW of shovel-ready generation and storage online in the near term, and to support rPlus' strategic transition to own-and-operate for the long term.
  • rPlus Energies has a diversified 15 GW pipeline of solar, wind, battery and pumped storage hydropower projects, including 15 pumped hydro projects totalling 8 GW and 80 GWh of storage.
  • The rPlus investment was Sandbrook Capital's first in the US following its raise of $2.1 billion for its climate infrastructure fund.
  • Enerdatics records 67 corporate US solar transactions announced in 2023 and 2024 with a combined disclosed value of $17.35 billion; these deals are excluded from per MW benchmarks because a company price bundles pipeline, team and platform.

How has rPlus made money until now?

By developing projects and selling them. Leap's record lists the projects rPlus has taken through development. The 104 MWdc, 80 MWac Graphite solar project in Carbon County, Utah, reached operation in 2022 and is owned by Greenbacker Renewable Energy. The 240 MWdc, 200 MWac Appaloosa solar project in Iron County, Utah, is majority owned by Greenbacker. Matrix Renewables acquired a majority stake in the 261 MWdc, 200 MWac Pleasant Valley Solar 1 project in Ada County, Idaho, in August 2023.

That is the classic develop-and-sell model. A developer takes a project from land and permits through to construction readiness, then sells it to an owner with cheaper capital. The developer earns a premium for the development work and recycles the proceeds into the next project. Leap's financing record says rPlus has fully developed over 630 MW of solar and wind in the last five years.

The trade off is that the developer gives up the long-term cash flows. Once Greenbacker or Matrix owns a project, the decades of contracted revenue belong to them.

What does Sandbrook's money change?

It lets rPlus keep projects rather than sell them. Leap's financing record sets out three uses: bringing 1 GW of generation and storage online in the near term, advancing the rest of the pipeline through commercialisation, and supporting the strategic transition of rPlus to own-and-operate for the long term.

The near-term projects give a sense of scale. The Green River Energy Center in Emery County, Utah, pairs 400 MWac of solar with a 200 MW battery and was expected to operate in 2025. The 150 MW Matagorda wind project in Jackson County, Texas, was expected in 2026. Further out sits the 1 GW, 8 GWh White Pine pumped storage project near Ely, Nevada, with an expected operation date of 2031.

Against the 1 GW near-term target, $460 million is about $0.46 million of equity for each MW brought online. That is equity alone. Projects of this kind are normally funded mostly with debt and, in the US, tax credits, so the equity is the base layer rather than the whole build cost.

Why can't the deal be priced per MW?

Because it is not a purchase of capacity, and the stake is not disclosed. Leap logs the transaction twice: as an M&A record against 15,000 MW, with the structured deal value left blank, and as a $460 million equity financing. Dividing $460 million by 15,000 MW gives about $0.03 million per MW, which looks like a bargain and means nothing. The figure is a commitment of up to $460 million, the share of rPlus it buys is not stated, and most of the 15 GW is years from construction.

Enerdatics' data shows where a figure like that would mislead. Enerdatics records 264 US solar transactions announced in 2023 and 2024. The 67 corporate deals among them, with a combined disclosed value of $17.35 billion, are kept out of per MW benchmarks for exactly this reason. Among asset deals at the development stage, the developer premium paid per MW has a median of $0.06 million across 26 transactions. Developer premium is the price paid for a project's development work, before any construction cost. A platform investment like Sandbrook's is a bet on many future premiums, not a payment for one.

What does the deal signal for US renewables developers?

It signals that private capital will fund developers that want to become owners, provided they have contracted projects close to construction. rPlus' projects sell power to utilities such as PacifiCorp and Idaho Power, which in turn supply corporates such as Meta. That chain of utility contracts gives a new owner-operator the revenue visibility its lenders will want.

The same chain already underpins other western US projects. Excelsior's Faraday solar project in Utah sells to PacifiCorp, which passes the power to Meta, and Innergex's Boswell Springs wind farm in Wyoming was financed on a 30-year PacifiCorp contract.

The advisers point to a carefully structured shareholder arrangement. Lazard acted as financial adviser and Foley & Lardner as counsel to rPlus. Kirkland & Ellis advised Sandbrook, and Parr Brown Gee & Loveless advised Gardner Group. Separate counsel for the founding investor suggests Gardner Group's position was negotiated alongside, not simply diluted by, the new money.

For anyone tracking US platform deals, the lesson is that the headline figure describes a commitment, not a valuation. The more useful number is the 1 GW it is meant to carry into operation.

Frequently asked questions

How much is Sandbrook Capital investing in rPlus Energies? Up to $460 million of equity, announced on 22 February 2024. Sandbrook invests alongside Gardner Group, rPlus' founding investor. The size of the stake was not disclosed.

What will the rPlus investment be used for? According to Leap's record, to bring 1 GW of shovel-ready generation and storage online in the near term, advance the rest of the pipeline, and support rPlus' transition to owning and operating projects for the long term.

How large is rPlus Energies' pipeline? About 15 GW of solar, wind, battery and pumped storage hydropower, including 15 pumped hydro projects totalling 8 GW and 80 GWh of storage.

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