1. CHP RFO 5 OFFERORS’ CONFERENCE CALL
DRAFT
CHP RFO 5 OFFERORS’ CONFERENCE CALL
March 16, 2017 at 9:00 AM, Pacific Prevailing Time
Audio via Verizon Conference Call:
Number:
Participant passcode:
Presentation via Skype

2. Overview Part 1: RFO Materials (Benny Wu) 9:00
Part 2: Offer Template (Justin Dillon) 9:25
Part 3: Offer Evaluation (John McNamara) 9:40
Questions :50
Conclude Conference :00
Questions: Please hold your questions till the conclusion of each part. Indicate that you have a question by notifying the operator

3. Scope of the Offerors’ Conference
The purpose of this conference is to assist potential participants in SCE’s CHP RFO 5
We will not be discussing specific modifications to any of the documents or pro forma agreements
This conference call is being recorded and will be posted on the CHP RFO website for review at:

4. Independent Evaluator
Accion Group has been retained as the Independent Evaluator (IE), Harry Judd –
Primary role of the IE is to:
Monitor SCE’s solicitation and negotiation processes to ensure reasonable, fair and equal treatment of all potential counterparties
Monitor SCE’s valuation methodologies and selection processes to ensure reasonable, fair and equal treatment of all offers
The IE is privy to all offer data, invited to participate in all negotiations and should be copied on all correspondence between SCE and Offerors
KEY POINT: Offerors must copy the IE on all s and other correspondence sent to SCE at

5. CHP Settlement Agreement & Targets
Original CHP Settlement Agreement (D ) set two key targets for SCE:
Procure 1,402 MW from CHP resources (SCE has met this target1)
Obtain 2.17 MMT GHG savings from CHP resources by 2020
D directed SCE to conduct up to 4 additional CHP RFOs in order to reach its second period target
Revised GHG savings target from 2.17 MMT to 1.22 MMT
SCE has a remaining balance of MMT of GHG savings to procure from CHP projects
RFO
MW Target
MW Approved
MW Pending Approval
Total MW Procured
GHG Target
GHG Approved
GHG Pending Approval
Total GHG Procured
CHP RFO 1-3
1,402 MW
1,375 MW
0 MW
No Target
0.672 MMT
0 MMT
CHP RFO 4
N/A
60 MW1
60 MW
0.124 MMT1
0.124 MMT
CHP RFO 5-7
1.22 MMT
Total
1,435 MW
0.796 MMT
1 Subject to CPUC approval. Includes the Tesoro bilateral agreement and OLS-Chino
KEY POINT: SCE will only award CHP facilities that offer GHG savings in order to meet its second period target

6. QF and CHP Settlement Programs
Initial Program Period
Second Program Period
Settlement Effective Date
(11/23/2011)
12/31/2020
Four Years After Settlement Effective Date
(11/23/2015)
SCE CHP MW Target: 1402 MW
SCE GHG Target:
1.22 MMT reduction
CHP RFO 1 – 12/15/11
Target A – 630 MW
Completed
CHP RFO 2 – 9/12/13
Target B – 378 MW
SCE Launch CHP RFO 5
(2/28/17)
Offerors Conference Call (3/16/2017)
RFO Process (~170 days)
CHP RFO 3 – 11/13/2014
Target C – 394 MW
Up to 4 Additional RFOs –
As Required in D
CHP RFO 4 - Completed
SCE Executes PPAs
(~8/14/17)
Offerors Submit Binding Offer (4/13/2017)
SCE Shortlist Offerors for Negotiations (6/1/2017)
Conclude Negotiations
(7/27/2017)
SCE Files Advice Letter for CPUC Approval
(~10/13/2017)
Negotiate PPA
CHP Program
Updated CHP RFO Process
Time-line not drawn to scale

7. Refer to Settlement Agreement Section 4.2.2
Eligibility Requirements
Eligible CHP Resources
Existing, New, Expanded and Repowered CHP Facilities
Nameplate capacity larger than 5 MW
Meet the definition of cogeneration under California Public Utilities Code §216.6
Meet the Emissions Performance Standard established by Public Utilities Code §8341 (Senate Bill 1368)
Meet the federal definition of a qualifying cogeneration facility under 18 CFR § implementing PURPA
New CHP Resources must meet the FERC Fundamental Use Test (per guidance from the CPUC in Resolution E-4554)
Utility Prescheduled Facility
CHP Facility that met the PURPA efficiency requirements (18 C.F.R. § ) as of September 2007 and converts to a Utility Prescheduled Facility
Refer to Settlement Agreement Section 4.2.2

8. RFO Materials CHP RFO 5 Instructions
Attachment A – Non-Binding Notice of Intent to Offer
Attachment B – Offer Template (Contains GHG tab for calculating savings)
Attachment C1 – Pro Forma CHP PPA (Settlement Agreement)
Attachment C2 – Pro Forma CHP PPA (SCE Specific)
Attachment D1 – EEI Master PP&S Agreement Cover Sheet
Attachment D2 – EEI Paragraph 10 to the Collateral Annex
Attachment D3 – UC Tolling Confirmation
Attachment D4 – RA Confirmation
KEY POINT: Please download the latest revisions of all documents. CHP RFO 5 materials are available at:

9. RFO Schedule CHP RFO 5 – Schedule1
Date*
Milestone
2/28/2017
Launch CHP RFO 5
3/23/2017
Offerors Submit Non-binding Notice of Intent
4/13/2017
Offerors Submit Binding Offers2
6/1/2017
SCE Notifies Short-Listed Offerors – Begin Negotiations
7/27/2017
Finalize All Agreements2
8/14/2017
Execution of Final Agreements
~10/13/2017
SCE Submit PPA to the CPUC for Approval
1 SCE reserves the right to modify the RFO schedule in its sole discretion
2 Offerors who fail to submit these materials by the stated time may be disqualified by SCE in its sole discretion from further participation in this RFO
Refer to CHP RFO Instructions Section 1.03

10. Product and Document
1 Must meet "cogeneration" definition (per CPUC), EPS (per CPUC) and "qualifying cogeneration facility" definition (per CFR)
2 Must have met the PURPA efficiency requirements as of September 2007 and converted to a Utility Prescheduled Facility

11. Term and Start Date* Facility Type Existing Expanded (w/o collateral)
Expanded (w/ collateral)
Repowered
New
Term Length
No more than 7 years
No more than 12 years
Earliest Term Start Date
Tier 2 Advice Letter
Ninety (90) days after CPUC approval (expected approximately 8 months after Effective Date), September 1, 2018*
N/A
Tier 3 Advice Letter
Ninety (90) days after CPUC approval (expected approximately 14 months after Effective Date),
March 1, 2019*
Latest Term Start Date
No later than 2 years after the Effective Date
No later than 3 years after CPUC Approval
No later than 5 years after CPUC Approval
* Based on executing RFO PPA on August 14, 2017

12. Changes in this 5th CHP RFO
SCE has updated the documents to reflect latest pro-forma positions. Counterparties must use the new forms and not submit older forms used in prior CHP RFOs
New, expanded (w/collateral) and repowered projects will need to post Development Security within 5 days of the Effective Date (form C-2)
SCE has included curtailment provisions in the CHP PPA (form C-2) for generation that is above regulatory must take
SCE is seeking projects that have the ability to increase the electrical resiliency within the Santa Barbara/Goleta region. SCE has issued the Goleta Area RFO seeking such resources. Participants may participate in both RFOs.

13. Key Dates and Submittal Package
March 23 – Submit Non-Binding Notice of Intent (Attachment A)
April 13 – Submit Complete Offer Submittal Package (CHP RFO Instructions – Sections 3.01 to 3.03)
the Offer Structure Letter (Exhibit A, last page in RFO Instructions)
Submit two Offer e-Binders, each on a USB flash drive by physical mail (one to SCE and the second directly to the IE).
For each project, the Offer e-Binder must contain:
Offer Structure Letter
Offer Template (Attachment B)
Applicable PPA document (Attachment C1, C2 or Attachments D1-D4)
Generating facility description and applicable documents
Site description and applicable documents
Regulatory filings substantiating the offer data
Key Point: Submit Complete and Competitively Priced Binding Offers.
SCE may not consider Offers that are incomplete

14. Binding Offer – Submittal Information
Offeror’s message must be sent to:
SCE at and the
IE at
The subject line of the message must be written as follows: “[Short Form of Offeror’s Name], SCE CHP RFO 5 Submission”.
Offer e-Binders (USB flash drive) must be sent to:
Key Point: Submit Complete and Binding Offers on time, late submittals may be disqualified

15. Keys to a Successful Offer
Submit complete offer package(s)
Incomplete offer packages may be disqualified
Use the RFO Offer Structure Letter to clearly articulate your offer and any unique considerations
Submit all required documents required to certify QF status or justify operational limits in the offer
Submit competitively priced offers
SCE will not issue additional CHP RFOs after the GHG target has been met
Offer multiple configurations/packages for consideration
Offer optionality, as appropriate
Term can be varied up to the maximum (7 years for existing and expanded w/out collateral; 12 years for new, expanded w/ collateral, and repowered)

16. Keys to a Successful Offer(cont.)
SCE has a stated preference to execute pro forma agreements
CHP PPA was negotiated as part of the Settlement Agreement (attachment C-1)
If you require modifications to the CHP PPA pro forma, begin with the SCE-specific PPA (attachment C-2)
Utility Pre-scheduled Facility (UPF) Documents have been public and used extensively in SCE’s All Source RFOs (attachments D-1 through D-4)
SCE seeks well developed projects. For new, expanded and repowered CHP Facilities, Offeror must show:
Progress in the interconnection process or plan to obtain interconnection
Projects requiring an Interconnection Study but do not have one are eligible to participate in this RFO. SCE will use the network upgrade cost contained in the project’s Interconnection Study, if study exists, otherwise we will include a termination option based on negotiated upgrade cost
Other demonstrated signs of a viable project:
Site control and project development plans
Permitting and interconnection status
Strong financial backing
Realistic on-line dates and forecasted operating performance

17. Existing CHP w/PPA Wanting to Participate
Early Termination of Existing PPA (Section 2.10 of RFO Instructions)
SCE encourages counterparties with an existing PPA to participate in this CHP RFO
If an Offer is based upon early termination of an existing PPA, please state in the Offer Structure Letter if the existing PPA contains an early termination right and, if SCE is the buyer, what the capacity recapture payment would be
GHG savings must not have been claimed by another IOU
Contact SCE early if you are interested in terminating a contract early in order to participate in this CHP RFO

18. Regulatory Approval of CHP Agreement
CPUC and FERC Approval (Section 6.01 of RFO Instructions)
SCE’s obligations to purchase any product under a final agreement will only become effective upon receipt of regulatory approval(s)
SCE will submit all PPAs awarded in this CHP RFO for CPUC Approval
SCE will submit a Tier 2 Advice Letter for Existing CHP Facilities that execute the CHP PPA without material modification
SCE will submit a Tier 3 Advice Letter for all other final agreements
PPAs between SCE and any SCE affiliate require approval by FERC
Emissions Performance Standard (EPS) Approvals
For PPAs with term length equal to or greater than five (5) years, the CPUC must make a specific finding that the PPA is in compliance with the EPS
Offeror must provide information to SCE on the Offer Template, on a confidential basis as necessary, to allow SCE to make a sufficient showing of compliance with the EPS

19. Safety Plan
Participants awarded a PPA in this CHP RFO must provide a Safety Plan as required by D
The Safety Plan must contain:
A written plan for the safe construction and operation of the generating facility in accordance with existing applicable state or federal standards and in compliance with Prudent Electrical Practices (as defined in the CHP PPA)
An independent, California licensed professional engineer report that the plan is adequate in meeting such standards
An attestation by the counterparty that they will abide with the Safety Plan
The Safety Plan will be submitted to the CPUC as part of the advice letter seeking approval of the PPA

20. Supplier Diversity
SCE encourages Diverse Business Enterprises to participate in this CHP RFO via the following methods:
Participate as a qualified DBE Bidder
Participate as a qualified DBE subcontractor(s) to a Bidder (Tier 2 subcontractor)
CPUC General Order (GO) 156 establishes requirements for the development of programs to increase participation of Diverse Business Enterprises in procurement of contracts from utilities
For additional information, please visit SCE’s website,
Guidance is also available at under the heading “Help & Guidance”
To be qualified, DBE owned companies (Bidders or Subcontractors) must register with the CPUC Supplier Clearinghouse at ( (free)

21. Document Conflicts
This presentation is intended to be a summary level discussion of the information and requirements established in the RFO Materials and does not include all of the detailed information in the RFO Materials
To the extent that there are any inconsistencies between the information provided in this presentation and the requirements established in the RFO Materials, the RFO Materials will govern

22. Disclaimer
while sce strives to make the INFORMATION in this Presentation as TIMELY and accurate as possible, SCE makes no claims, promises, or guarantees and does not represent or WARRANT the accuracy, adequacy, or completeness of the contents of this presentation, and expressly disclaims any liability for errors or OMISSIONS in contents of this presentation

23. Questions

24. Presented By Justin Dillon
Part 2 – Offer Template
Presented By Justin Dillon

25. Presentation will be based off of the Offer Template

26. Questions

27. Part 3 – Offer Evaluation
Presented By John McNamara

28. Quantitative Valuation Metric –
NPV of Project/Metric Ton of GHG Reduction
Costs
Benefits
Contract Payments
Based on the contract heat rates, variable charge, and capacity prices, expected generation and contract term
Transmission Cost
Cost adders for required network upgrades based on the best information available (e.g., completed Facilities Study, Phase 1 Interconnection Study (or equivalent), or better, etc.)
Debt Equivalence Cost
Cost of contract commitments on SCE’s balance sheet
GHG Cost
Dependent on Seller’s allocation of GHG Compliance Costs
Congestion and Losses
Incremental energy cost resulting from certain resource locations. May be a cost or benefit, depending on the location.
Energy Value
Captures net market value of the energy including a forecast for GHG while taking into account dispatchability* of resource
Capacity Value**
The value of the countable Resource Adequacy capacity (see next slide for details)
Ancillary Services and Real Time Flexibility Value
Some level of benefit may be attributed to projects bid as a Utility Prescheduled Facility
Credit/Collateral
Dependent on Seller’s selection of various levels of Performance Assurance
[{$PV Benefits} – {$PV Costs}] ÷ MT of GHG Reduction = NPV of Project/MT of GHG Reduction
* UPF’s energy production will be determined using a production simulation model and internal energy forecasts. CHP’s generation will be determined using the expected generation information provided by each counterparty
** As-available offers will not receive a Capacity Value (RA Benefit)

29. Deriving Countable Resource Adequacy Capacity
Existing CHP Resources:
RA MWs equal current Net Qualifying Capacity (NQC)
For calendar year 2020 and beyond RA NQC calculated as the minimum of (average peak period energy deliveries, 100% of Firm capacity offered)
New or repowered CHP Resources:
For the first two years RA NQC is based on Firm capacity offered and NQC profile derived from fleet (2017 Technology Factors)
After the first two years RA NQC calculated as the minimum of (average peak period energy deliveries, 100% of Firm capacity offered)
UPF Offers – RA MW:
RA NQC based on submitted and validated RA capacity offered

30. Qualitative Review
SCE may consider qualitative characteristics when selecting projects. These characteristics may include:
Projects that have the ability to increase the electrical resiliency within the Santa Barbara/Goleta region
Permitting and Interconnection (Environmental & Permitting Status, Electrical Interconnection, Fuel Interconnection & Source, Water Interconnection & Source)
Pre-development Milestones (Project Financing Status, Project Development Experience, Thermal Host, FERC & CA QF Standards, Emissions Performance Standard)
Development Milestones (Site Control, Large Equipment Status, Reasonableness of Commercial Operation Date)
Transmission area
Congestion, negative price, and curtailment considerations not captured in the quantitative valuation
Portfolio fit of energy, capacity, & term
Offeror concentration
Dispatchability & curtailability
Modifications to Pro Forma
Offer price in excess of public or independent data

31. Questions

32. Access the recording of this conference call at: www.sce.com/CHPRFO
Thank You for Your Participation
and to
Harry Judd –
Access the recording of this conference call at: